8-K/A 1 d02179e8vkza.txt AMENDMENT NO. 2 TO FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- Amendment No. 2 to Form 8-K on FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): DECEMBER 17, 2002 WESTPORT RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) NEVADA 001-14256 13-3869719 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 1670 BROADWAY STREET SUITE 2800 DENVER, COLORADO 80202 (Address and Zip Code of Principal Executive Offices) (303) 573-5404 (Registrant's telephone number, including area code) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On December 17, 2002, Westport Resources Corporation, a Nevada corporation, also referred to as Westport, completed its acquisition of natural gas properties and midstream gathering and compression assets located in Uintah County, Utah, also referred to as the Acquired Properties, effective as of June 1, 2002. Westport purchased the Acquired Properties for approximately $510 million, including certain purchase price adjustments, pursuant to a Purchase and Sale Agreement, dated November 6, 2002, as amended, among Westport and certain affiliates of El Paso Corporation. The transaction was funded through the issuance of 11.5 million shares of Westport's common stock in an underwritten public offering and the private placement of $300 million face amount of Westport's 8.25% Senior Subordinated Notes Due 2011. The Purchase and Sale Agreement is attached to this Form 8-K as Exhibit 2 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial Statements of business acquired. (i) Combined Statements of Revenues and Direct Operating Expenses for the Acquired Properties and the Notes thereto, incorporated by reference from Westport's Current Report on Form 8-K/A, Item 7(a)(i), filed with the Securities and Exchange Commission on December 12, 2002. (b) Pro Forma Financial Information. (i) Certain unaudited pro forma condensed combined financial statements relating to the Acquired Properties, incorporated by reference from Westport's Current Report on Form 8-K/A, Item 7(b)(i), filed with the Securities and Exchange Commission on December 12, 2002. (c) Exhibits. The following exhibit is filed herewith:
EXHIBIT NUMBER EXHIBIT ------- ------- 2 Purchase and Sale Agreement, dated November 6, 2002, among Westport Resources Corporation and certain affiliates of El Paso Corporation parties thereto.
[SIGNATURE PAGE FOLLOWS] SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WESTPORT RESOURCES CORPORATION Date: December 27, 2002 By: /s/ LON MCCAIN Name: Lon McCain Title: Vice President, Chief Financial Officer and Treasurer EXHIBIT INDEX
EXHIBIT NUMBER EXHIBIT ------- ------- 2* Purchase and Sale Agreement, dated November 6, 2002, among Westport Resources Corporation and certain affiliates of El Paso Corporation parties thereto.
*Filed herewith.