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): September 3, 2014
WPX Energy, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 1-35322 | | 45-1836028 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
| 3500 One Williams Center, Tulsa, Oklahoma | | 74172-0172 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (855) 979-2012
Check the appropriate box below if the Form 8-K 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)) |
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(b) Pro Forma financial information
On August 18, 2014, we announced that we agreed to sell our remaining mature, coalbed methane holdings in the Powder River Basin for $155 million in cash. Closing of the disposition is expected during the fourth quarter of 2014. The pro forma financial information, with respect to the probable disposition of our operations in the Powder River Basin, is filed as Exhibit 99.1 to this Form 8-K and incorporated herein by this reference.
Although the information in this Current Report is being furnished to the Securities and Exchange Commission (the “Commission”) under Item 9.01 of Form 8-K, WPX Energy, Inc. is hereby incorporating this Current Report by reference into its existing and future prospectuses, registration statements and other filings with the Commission under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
(d) Exhibits
| | |
| 10.1 | | Form of Restricted Unit Award between WPX Energy, Inc. and Non-Employee Directors |
| 10.2 | | Separation and Release Agreement, dated July 28, 2014, between WPX Energy, Inc. and James J. Bender |
| 99.1 | | Unaudited Pro Forma Condensed Financial Information |
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 hereunto duly authorized.
| | |
| WPX ENERGY, INC. |
| |
| By: | | /s/ Stephen E. Brilz |
| | |
| | Stephen E. Brilz Vice President and Secretary |
DATED: September 3, 2014
EXHIBIT INDEX
| | |
Exhibit No. | | Description |
| |
| 10.1 | | Form of Restricted Stock Unit Award between WPX Energy, Inc. and Non-Employees Directors |
| |
| 10.2 | | Separation and Release Agreement, dated July 28, 2014, between WPX Energy, Inc. and James J. Bender |
| |
| 99.1 | | Unaudited Pro Forma Condensed Financial Information |
