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EDISTO ANNOUNCES FILING OF CHAPTER 11 PETITIONS AND PLAN OF REORGANIZATION

 EDISTO ANNOUNCES FILING OF CHAPTER 11 PETITIONS
 AND PLAN OF REORGANIZATION
 DALLAS, Oct. 26 /PRNewswire/ -- Edisto Resources Corporation (AMEX: EDS) announced that it and its domestic oil and gas subsidiaries, NRM Energy Company, L.P. (AMEX: NRMC), NRM Operating Company, L.P. and Edisto Exploration & Production Company, are filing petitions today with the Bankruptcy Court for the District of Delaware under chapter 11 of the Bankruptcy Code. Edisto's natural gas transmission and marketing subsidiaries, including ESCO Energy, Inc., Omega Pipeline Company and Vesta Energy Company, its international oil and gas subsidiaries and its 80 percent owned subsidiary Multiflex International, Inc. are not included in the bankruptcy filing.
 The principal elements of Edisto's proposed plan of reorganization, which is being filed at the same time as the bankruptcy petitions, are as follows:
 (I) Edisto will exchange shares of common stock representing, in the aggregate, 90 percent of the shares to be outstanding upon confirmation of the plan for all principal and accrued interest claims of holders of the Notes (approximately $113 million); and
 (II) current holders of common stock will retain their shares (representing 10 percent of the shares to be outstanding upon confirmation of the plan), and will additionally receive warrants entitling them to acquire shares of common stock that, if fully exercised, would result in existing holders owning 22 percent of the outstanding shares of common stock. The warrants will have a three-year term and an exercise price of approximately $0.49 per share (pre-split). Edisto expects to effect a 1-for-20 reverse split of the common stock in connection with the restructuring.
 As previously announced, Edisto has received a commitment from its principal bank lender to provide financing upon confirmation of the plan in an amount sufficient to refinance all bank debt of Edisto and its oil and gas subsidiaries (currently approximately $35 million). The commitment provides for the amortization of such debt over a 29-month period in monthly installments.
 The plan provides that all creditors of Edisto other than the bank and the holders of notes will be unimpaired, paid in the ordinary course of business or otherwise have their claims satisfied in full. Consent of the Edisto shareholders to the plan will be sought as provided in the Bankruptcy Code.
 Edisto has engaged in extensive negotiations regarding the terms of the plan with its principal bank lender and certain large holders of the 13-7/8 percent senior notes due 1999 of NRM Energy Company. The bank has approved the terms of the plan, subject to certain conditions. On Oct. 13, 1992, Edisto announced that it had also reached preliminary agreement with the large noteholders regarding the terms of a plan of reorganization. Since that date, Edisto and the noteholders have continued to negotiate regarding the precise terms of the plan.
 There remain several open points with regard to which negotiations with the noteholders are expected to continue after the filing, and the noteholders have not approved the plan being filed today. In addition, the plan of reorganization requires the approval of the bankruptcy court. As a result, Edisto can give no assurance that the terms of the plan of reorganization as finally approved will not differ materially from those outlined above.
 Edisto Resources Corporation's consolidated activities include the production of oil and gas, the exploration and development of oil and gas reserves and natural gas marketing and transportation.
 -0- 10/26/92
 /CONTACT: Gary L. Pittman, vice president-financial services, of Edisto Resources Corporation, 214-880-0243/
 (EDS) CO: Edisto Resources Corporation ST: Texas IN: OIL SU: BCY


LD -- NY122 -- 5077 10/26/92 17:46 EST
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Publication:PR Newswire
Date:Oct 26, 1992
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