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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 14D-1
(Final Amendment)
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
BURLINGTON RESOURCES
COAL SEAM GAS ROYALTY TRUST
(Name of Subject Company)
DEVON ACQUISITION CORPORATION
DEVON ENERGY CORPORATION
(Bidders)
UNITS OF BENEFICIAL INTEREST
(Title of Class of Securities)
122016 10 8
(CUSIP Number of Class of Securities)
MARIAN J. MOON
DEVON ENERGY CORPORATION
20 NORTH BROADWAY, SUITE 1500
OKLAHOMA CITY, OK 73102-8260
(405) 235-3611
(Name, Addresses and Telephone Numbers of Persons Authorized to
Receive Notices and Communications on Behalf of Bidder)
With a Copy To:
C. KEVIN BARNETTE, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
1440 NEW YORK AVENUE, N.W.
WASHINGTON, DC 20005
(202) 371-7000
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This Final Amendment amends the Tender Offer Statement on Schedule
14D-1 relating to the tender offer by Devon Acquisition Corporation, a
Delaware corporation (the "Purchaser") and a wholly-owned subsidiary of
Devon Energy Corporation, an Oklahoma corporation, to purchase any and all
Units of Beneficial Interest (the "Units") of Burlington Resources Coal
Seam Gas Royalty Trust, at a price of $8.75 per Unit, net to the seller in
cash, without interest thereon, upon the terms and subject to the
conditions set forth in the Offer to Purchase dated February 13, 1998 (the
"Offer to Purchase"), and in the Letter of Transmittal (which together
constitute the "Offer"). Capitalized terms used but not defined herein
have the respective meanings given to such terms in the Offer to Purchase.
Item 6. Interest in Securities of the Subject Company
Item 6 is hereby amended and supplemented by the following:
The Offer expired at 12:00 midnight, New York City time, on March 13,
1998. Pursuant to the terms of the Offer, Purchaser has accepted for
payment 356,228 Units (including 9,000 Units that had been tendered
pursuant to notices of guaranteed delivery). A copy of the press release
issued by Purchaser relating to the foregoing is attached as Exhibit (a)
(11) hereto and incorporated herein by reference.
Item 11. Material to be Filed as Exhibits.
Exhibit
No. Description
- ------- -----------
(a)(11) Press Release issued March 16, 1998
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SIGNATURE
After due inquiry and to the best of their knowledge and belief, the
undersigned certify that the information set forth in this statement is
true, complete and correct.
Date: March 16, 1998
DEVON ACQUISITION CORPORATION
By: /s/ H. Allen Turner
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Name: H. Allen Turner
Title: Vice President
DEVON ENERGY CORPORATION
By: /s/ H. Allen Turner
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Name: H. Allen Turner
Title: Vice President
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Exhibit Index
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Sequentially
Exhibit Description Numbered Page
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(a)(11) Press release issued
March 16, 1998
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Exhibit (a)(11)
[Devon Energy Corporation Letterhead]
News Release
FOR IMMEDIATE RELEASE
Contact: Vince White
Director of Investor Relations
(405) 552-4505
Devon Energy Corporation Announces Expiration of Cash Tender Offer for
Units of Beneficial Interest of Burlington Resources Coal Seam Gas Royalty
Trust
OKLAHOMA CITY, OKLAHOMA, March 16, 1998 Devon Acquisition Corporation
("Devon") announced today that its cash tender offer (the "Offer") expired
in accordance with its terms at 12:00 midnight New York City time on March
13, 1998. The Offer was $8.75 per unit for any and all of the 8.8 million
outstanding units of beneficial interest ("Units") of Burlington Resources
Coal Seam Gas Royalty Trust.
356,228 Units (including 9,000 Units subject to notice of guaranteed
delivery) were tendered pursuant to the Offer. Devon is pleased to
announce that it has accepted for payment all Units that were validly
tendered pursuant to the Offer. Devon will pay the Depositary, Harris
Trust Company of New York, for all such Units. The Depositary will then
promptly transmit individual payments to the tendering Unit holders.
Subject to market conditions, developments in the oil and gas industry and
other factors, Devon may purchase additional Units, either in open market
or privately negotiated transactions, for investment purposes. Conversely,
Devon may decide to dispose of some or all of its Units.
Devon is a wholly-owned subsidiary of Devon Energy Corporation, an
independent energy company engaged in oil and gas property acquisition,
exploration and production. It is one of the top 20 public independent oil
and gas companies in the United States, as measured by oil and gas
reserves. Devon Energy Corporation's common shares trade on the American
Stock Exchange under the symbol DVN.
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