HOME STAKE OIL & GAS CO

Home-Stake deregistered both its common stock and preferred share purchase rights under Section 12(g), now operating from Cortez's Plano, Texas offices - confirming the Cortez acquisition had closed by year-end 2000 as planned.

listing compliance notice

The signed Agreement and Plan of Merger among Cortez Oil & Gas, its acquisition subsidiary Cortez Acquisition Company, and Home-Stake was filed as an exhibit, along with separation agreements for departing Chairman/CEO Robert C. Simpson and officer Chris K. Corcoran.

business combination

Home-Stake agreed to be acquired by Cortez Oil & Gas, Inc. for $11.00/share in cash; the Home-Stake board approved the deal unanimously, its own directors and their spouses (holding about 21.1% of the shares) committed to vote in favor, and Stephens Inc. served as the board's financial advisor. No further dividends would be paid pending the expected year-end 2000 closing.

business combination

FY1999 net income rebounded to $2,374,632 (from the $4,732,213 loss in 1998) as crude oil prices recovered sharply (average sales price up 40% to $16.93/barrel).

annual report

FY1998 swung to a $4,732,213 net loss (from $2,162,482 net income in 1997), driven by a $4,775,867 impairment write-down of producing properties amid the industry-wide 1998 oil and gas price collapse, plus higher interest expense from financing the Bass Properties purchase; working capital showed a $900,000 deficit and the company needed a bank covenant waiver to keep paying dividends.

annual report

Home-Stake bought the 'Bass Properties' - 18 non-operated producing gas properties across Oklahoma (led by the Wilburton Field in Latimer County, 99.6% of the value) from Sid R. Bass, Inc. et al. for about $6.6 million in a competitive-bid open sale, effective January 1, 1998; the properties held an estimated 6.4 Bcf of proved gas reserves.

asset acquisition disposition

FY1997 net income (reported on a combined basis reflecting the just-completed HSRC merger) was $2,162,482.

annual report

Shareholders of both companies approved the merger on December 11, 1997, and HSRC was merged into Home-Stake on December 31, 1997, with Home-Stake issuing about 2,742,203 new shares to former HSRC holders.

asset acquisition disposition

Home-Stake proposed merging its long-affiliated equity investee, The Home-Stake Royalty Corporation (HSRC), into itself: HSRC holders would get 48.66 New HSOG shares per HSRC share and existing HSOG holders would get 30 New HSOG shares per old share (effectively a 30-for-1 split), pending shareholder votes at a special meeting.

business combination

The Home-Stake Oil & Gas Company, incorporated in Oklahoma in 1917 (originally an oil/gas royalty and mineral-leasing business, later an active working-interest driller from the 1950s, credited with discovering several south-central Kansas oil fields), reported FY1996 net income up 236% to $1,437,674 (from $428,185 in 1995) on higher oil and gas prices; its long-standing equity affiliate, The Home-Stake Royalty Corporation (HSRC), separately earned $1,844,161.

annual report