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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JULY 9, 2001
TRITON ENERGY LIMITED
(Exact name of registrant as specified in its charter)
CAYMAN ISLANDS 1-11675 NONE
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
CALEDONIAN HOUSE, JENNETT STREET
P.O. BOX 1043
GEORGE TOWN
GRAND CAYMAN, CAYMAN ISLANDS NA
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (345) 949-0050
N/A
(Former name or former address, if changed since last report)
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This Current Report on Form 8-K/A amends and supplements the Current
Report on Form 8-K filed July 11, 2001, by Triton Energy Limited, a company
limited by shares organized under the laws of the Cayman Islands (the
"Company"), with the Securities and Exchange Commission.
ITEM 5. OTHER EVENTS.
The Company, Amerada Hess Corporation, a Delaware corporation ("Amerada
Hess"), and Amerada Hess (Cayman) Limited, a wholly-owned subsidiary of Amerada
Hess ("AHC Sub"), entered into an Acquisition Agreement, dated as of July 9,
2001 (the "Acquisition Agreement"). On July 17, 2001, the Company, Amerada Hess
and AHC Sub executed an amendment to the Acquisition Agreement (the "Acquisition
Agreement Amendment"). A copy of the Acquisition Agreement Amendment is attached
hereto as Exhibit 2.2 and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
2.1 Acquisition Agreement, dated July 9, 2001, by and
among Amerada Hess, AHC Sub and the Company.(1)
2.2 Amendment No. 1 to Acquisition Agreement, dated
July 17, 2001, by and among Amerada Hess, AHC Sub
and the Company.(2)
4.1 Amendment No. 4 to Rights Agreement, dated July 9,
2001, by and between the Company and Mellon Investor
Services LLC.(1)
10.1 Principal Shareholders Agreement, dated July 9, 2001,
by and among Amerada Hess, AHC Sub, the Company and
the other Shareholders of the Company listed on
Annex A thereto.(1)
10.2 Amendment No. 2 to Shareholders Agreement, dated July
9, 2001, by and between the Company and HM4 Triton,
L.P.(1)
99.1 Press Release, dated July 10, 2001.(3)
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(1) Previously filed as an exhibit to the Company's Form 8-K, dated July 9,
2001, and filed July 11, 2001, and incorporated herein by reference.
(2) Filed herewith.
(3) Previously filed as an exhibit to Schedule 14D-9 filed by the registrant
on July 10, 2001, and incorporated herein by reference.
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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.
TRITON ENERGY LIMITED
Date: July 17, 2001 By: /s/ A.E. TURNER, III
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Name: A.E. Turner, III
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Title: Senior Vice President
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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2.1 Acquisition Agreement, dated July 9, 2001, by and
among Amerada Hess, AHC Sub and the Company.(1)
2.2 Amendment No. 1 to Acquisition Agreement, dated July 17,
2001, by and among Amerada Hess, AHC Sub and the
Company.(2)
4.1 Amendment No. 4 to Rights Agreement, dated July 9, 2001,
by and between the Company and Mellon Investor Services
LLC.(1)
10.1 Principal Shareholders Agreement, dated July 9, 2001, by
and among Amerada Hess, AHC Sub, the Company and the
other Shareholders of the Company listed on Annex A
thereto.(1)
10.2 Amendment No. 2 to Shareholders Agreement, dated July 9,
2001, by and between the Company and HM4 Triton, L.P.(1)
99.1 Press Release, dated July 10, 2001.(3)
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(1) Previously filed as an exhibit to the Company's Form 8-K, dated July 9,
2001, and filed July 11, 2001, and incorporated herein by reference.
(2) Filed herewith.
(3) Previously filed as an exhibit to Schedule 14D-9 filed by the registrant
on July 10, 2001, and incorporated herein by reference.