Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): August 4, 2016

 

 

DEVON ENERGY CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

DELAWARE   001-32318   73-1567067

(State or Other Jurisdiction

of Incorporation or Organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

333 W. SHERIDAN AVE., OKLAHOMA CITY, OK   73102
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number including area code: (405) 235-3611

No change since last report

(Former Name or Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01. Other Events

On August 4, 2016, Devon Energy Corporation (the “Company”) announced that it has commenced tender offers to purchase for cash (i) any and all of the 8.250% notes due 2018 issued by Devon OEI Operating, L.L.C. and the 6.300% notes due 2019 (together, the “Any and All Notes”) issued by the Company and (ii) up to an aggregate principal amount of the 2.250% notes due 2018, the 7.500% notes due 2027, the 7.875% debentures due 2031, the 7.950% debentures due 2032, the 4.000% notes due 2021 and the 5.600% notes due 2041 (collectively, the “Maximum Tender Offer Notes”) issued by the Company or its subsidiaries, that will not result in the aggregate purchase price for the Maximum Tender Offer Notes, excluding accrued and unpaid interest, to exceed the aggregate maximum repurchase amount. The aggregate maximum repurchase amount is equal to $1,200,000,000 less the aggregate total consideration for Any and All Notes validly tendered and accepted for purchase in the tender offers for the Any and All Notes. The tender offers are being made exclusively pursuant to an offer to purchase dated August 4, 2016 and related letter of transmittal and, with respect to the Any and All Notes, related notice of guaranteed delivery, which set forth the terms and conditions of the tender offers.

Furnished as Exhibit 99.1 and incorporated herein by reference is a copy of the press release announcing the tender offers.

 

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

 

Exhibit
Number

  

Description

99.1    Press Release, dated August 4, 2016


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    DEVON ENERGY CORPORATION
Date: August 4, 2016    

By:

 

/s/ Jeffrey L. Ritenour

   

Name:

  Jeffrey L. Ritenour
   

Title:

  Senior Vice President, Corporate Finance and Treasurer


EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Press Release, dated August 4, 2016