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
October 22, 1997
(Date of earliest event reported)
BURLINGTON RESOURCES INC.
(Exact name of registrant as specified in its charter)
Delaware 1-9971 91-1413284
(State or other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
5051 Westheimer, Suite 1400, Houston, Texas 77056
(Address of principal executive offices, zip code)
Registrant's telephone number including area code:
(713) 624-9500
<PAGE>
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On July 17, 1997, Burlington Resources Inc. (the "Company") and The
Louisiana Land and Exploration Company ("LL&E") announced that they had entered
into an Agreement and Plan of Merger, pursuant to which a newly-formed
wholly-owned subsidiary of the Company would merge into LL&E ("Merger"). On
October 22, 1997, the Merger was consummated following the favorable votes of
each companies' stockholders. As a result of the Merger, LL&E became a
wholly-owned subsidiary of the Company.
Pursuant to the Merger, the Company issued 1.525 shares of its common
stock, par value $.01 per share, for each outstanding share of LL&E capital
stock. The Company will account for the Merger as a pooling of interests. The
Merger also qualifies as a tax-free reorganization. The transaction was valued
at approximately $3 billion based on the Company's closing stock price of $51.81
on October 22, 1997.
A copy of the Press Release is attached as an Exhibit to this report.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired
Financial statements for LL&E will be filed within the time
period prescribed by Item 7.
(b) Pro forma financial information
Combined pro forma financial information for the Company and
LL&E will be filed within the time period prescribed by Item 7.
(c) Exhibits
Exhibit 99.1 - Press Release of the Company dated October 22,
1997
FORWARD-LOOKING STATEMENTS
This report (including the attached exhibit) contains projections and
other forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934. These projections and statements reflect BR's
current views with respect to future events and financial performance. No
assurances can be given, however, that these events will occur or that these
projections will be achieved and actual results could differ materially from
those projected as a result of certain factors. A discussion of these factors is
included in the Company's 1996 Annual Report on Form 10-K.
-2-
<PAGE>
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 thereunto duly authorized.
BURLINGTON RESOURCES INC.
(Registrant)
By /s/ L. David Hanower
L. David Hanower
Senior Vice President, Law
Date: November 6, 1997
-3-
<PAGE>
EXHIBIT INDEX
Exhibit
Number Exhibit Page
99.1 Press Release dated October 22, 1997 5
-4-
Contact : James Leahy
Al Petrie
504-566-6478
BURLINGTON RESOURCES ANNOUNCES
THE COMPLETION OF ITS MERGER WITH
THE LOUISIANA LAND AND EXPLORATION COMPANY
Houston, Texas, October 22, 1997 - Burlington Resources Inc. (NYSE-BR)
announced the completion of its merger with The Louisiana Land and Exploration
Company (LL&E). Each company's shareholders overwhelmingly approved the
transaction at separate meetings today. Bobby Shackouls, Chairman, President and
Chief Executive Officer of BR stated, "The new Burlington Resources has
everything necessary to lead its peers worldwide. We have worked hard to produce
a seamless integration between these two great companies and we will hit the
ground running."
FORWARD LOOKING STATEMENTS
This press release contains projections and other forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934. These
projections and statements reflect the Company's views with respect to future
events and financial performance. No assurance can be given, however, that these
events will occur or that these projections will be achieved and actual results
could differ materially from those projected as a result of certain factors. A
discussion of these factors is included in the Company's periodic reports filed
with the Securities and Exchange Commission.
-5-
