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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 2
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 6, 1994
APACHE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-4300 41-0747868
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification
Number)
2000 POST OAK BOULEVARD
SUITE 100
HOUSTON, TEXAS 77056-4400
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (713) 296-6000
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ITEM 5. OTHER EVENTS
On December 6, 1994, Apache Corporation ("Apache") announced the
issuance of up to $172.5 million principal amount of 6% Convertible
Subordinated Debentures due 2002 (the "Debentures"). Apache issued a press
release, dated December 6, 1994, which is listed under Item 7 as Exhibit 99.1
and incorporated herein by reference.
On January 4, 1995, Apache completed the issuance of $172.5 million of
the Debentures, which are convertible at the option of the holder into Apache
common stock at a conversion price of $30.68 per share. Net proceeds of $168.6
million will be used for general corporate purposes, including reduction of debt
and to provide funds for recently-announced acquisitions. The Debentures have
not been registered under the Securities Act of 1933, as amended, and may not
be offered or sold in the United States absent registration or an applicable
exemption from such registration requirements. In connection with the
Debentures, Apache entered into a Fiscal Agency Agreement with Chemical Bank,
as fiscal agent, which is listed under Item 7 as Exhibit 99.2 and incorporated
herein by reference. Apache issued a press release, dated January 4, 1995,
which is listed under Item 7 as Exhibit 99.3 and incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
EXHIBIT DOCUMENT
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99.1* Press Release, dated December 6, 1994 (Apache
Issues $150 Million Convertible Subordinated
Debentures)
99.2* Fiscal Agency Agreement, dated as of January
4, 1995, between Apache and Chemical Bank, as
Fiscal Agent.
99.3 Press release, dated January 4, 1995 (Apache
Completes Purchase of Properties, Debenture
Offering)
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* Previously filed
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Amendment No. 2 on Form 8-K/A to be signed
on its behalf by the undersigned thereunto duly authorized.
APACHE CORPORATION
Date: January 20, 1995 /s/ Zurab S. Kobiashvili
Zurab S. Kobiashvili
Vice President, General Counsel
and Secretary
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INDEX TO EXHIBITS
99.1* Press Release, dated December 6, 1994 (Apache
Issues $150 Million Convertible Subordinated
Debentures)
99.2* Fiscal Agency Agreement, dated as of January
4, 1995, between Apache and Chemical Bank, as
Fiscal Agent.
99.3 Press release, dated January 4, 1995 (Apache
Completes Purchase of Properties, Debenture
Offering)
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* Previously filed
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EXHIBIT 99.3
N E W S
(APACHE CORPORATION LETTERHEAD)
January 4, 1995
APACHE COMPLETES PURCHASE OF PROPERTIES, DEBENTURE OFFERING
Houston, TX -- Apache Corporation today said that it has closed two previously
announced transactions -- the acquisition of oil and gas properties from
Crystal Oil Company and the placement of convertible subordinated debentures.
On December 30, 1994, Apache completed its purchase of domestic oil and gas
assets from Crystal for an adjusted purchase price of $96.4 million. The
acquisition includes net proved reserves of 91.6 billion cubic feet of gas and
5 million barrels of oil, or 20 million barrels energy equivalent.
On January 4, 1995, Apache completed the issue of $172.5 million of 6%
Convertible Subordinated Debentures due 2002. The debentures are convertible at
the option of the holder into Apache common stock at a conversion price of
$30.68 per share. Net proceeds of $168.6 million will be used for general
corporate purposes, including reduction of debt and to provide funds for
recently-announced acquisitions. The debentures have not been registered under
the United States Securities Act of 1933 and may not be offered or sold in the
United States absent registration or an applicable exemption from such
registration requirements.
Apache Corporation is an independent energy company engaged in the exploration
for and development and production of natural gas and crude oil. The company's
securities are traded on the New York and Chicago Stock Exchanges under the
symbol APA.
# # #
Investor Relations: Paul Korus Media Relations: Suzanne Best
713-296-6662 713-296-6154
