SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) May 25, 2000
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UNOCAL CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-8483 95-3825062
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(Commission File Number) (I.R.S. Employer Identification No.)
2141 Rosecrans Avenue, Suite 4000, El Segundo, California 90245
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(Address of Principal Executive Offices) (Zip Code)
(310) 726-7600
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(Registrant's Telephone Number, Including Area Code)
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Item 5. Other Events.
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On May 25, 2000, the company completed the merger of its oil and gas exploration
and production assets in the Permian and San Juan basins with Titan Exploration,
Inc. (Titan), to create a new publicly traded company named Pure Resources, Inc.
(Pure).
The merger was approved by Titan stockholders at a special meeting held on
Wednesday, May 24. Titan stockholders will receive .4302314 shares of Pure
common stock for each share of Titan common stock. Pure has approximately 50
million common shares outstanding. The company now holds 65.4 percent, or 32.7
million shares, of Pure, and the former Titan stockholders will own the
remaining 34.6 percent. Pure's common stock began trading on the New York Stock
Exchange on May 26 under the "PRS" symbol.
The merger creates an independent exploration and production company with pro
forma combined proved reserves, as of January 1, 2000, of approximately 1
trillion cubic feet of natural gas equivalent (NGE), 80 percent of which are
proved, developed, and producing. Pure has net daily production of approximately
230 million cubic feet of NGE. About 60 percent of this production is natural
gas, and 40 percent is oil. Pure is headquartered in Midland, Texas.
The company will fully consolidate the financial and operating results of Pure.
Forward-looking statements regarding business and market transactions, cost
reductions, and estimates of production and reserve quantities in this filing
are based on assumptions concerning operational, market, competitive,
regulatory, environmental, and other considerations. Actual results could differ
materially as a result of factors discussed in Unocal's and Titan's 1999 Form
10-K reports and their combined proxy statement/prospectus dated April 19, 2000.
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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, thereunto duly authorized.
UNOCAL CORPORATION
(Registrant)
Date: May 31, 2000 By: /s/ JOHN A. BRIFFETT
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John A. Briffett
Assistant Comptroller
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