Devon Energy Files 8-K: Material Agreement, Equity Sales
Ticker: DVN · Form: 8-K · Filed: Jul 8, 2024 · CIK: 1090012
Sentiment: neutral
Topics: material-agreement, equity-sale, filing
Related Tickers: DVN
TL;DR
DVN filed an 8-K on 7/8/24 for a material agreement and equity sales.
AI Summary
On July 8, 2024, Devon Energy Corp. (DVN) filed an 8-K, reporting the entry into a material definitive agreement. The filing also includes details on unregistered sales of equity securities and financial statements and exhibits.
Why It Matters
This filing indicates significant corporate activity for Devon Energy, potentially impacting its financial structure and operational agreements.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered equity sales, which can carry inherent risks and require further investigation.
Key Numbers
- 001-32318 — SEC File Number (Devon Energy's SEC filing identifier)
- 73-1567067 — IRS Employer Identification No. (Devon Energy's tax identification number)
Key Players & Entities
- Devon Energy Corp. (company) — Registrant
- 0001193125-24-176302 (document_id) — Accession Number
- July 8, 2024 (date) — Report Date
- 333 W. SHERIDAN AVENUE (address) — Principal Executive Offices
- OKLAHOMA CITY (city) — Principal Executive Offices
- OKLAHOMA (state) — Principal Executive Offices
- 73102 (zip_code) — Principal Executive Offices
FAQ
What is the nature of the material definitive agreement entered into by Devon Energy?
The filing indicates the entry into a material definitive agreement, but the specific details are not provided in this summary section of the 8-K.
What type of equity securities were sold unregistered?
The filing mentions unregistered sales of equity securities, but the specific type and details of these sales are not elaborated in the provided text.
What are the key financial statements and exhibits included with this filing?
The filing states that financial statements and exhibits are included, but their specific content is not detailed in the provided excerpt.
When was Devon Energy incorporated?
Devon Energy Corporation was incorporated in Delaware, as indicated by the filing.
What is Devon Energy's primary business sector?
Devon Energy's Standard Industrial Classification is CRUDE PETROLEUM & NATURAL GAS [1311].
Filing Stats: 1,281 words · 5 min read · ~4 pages · Grade level 15.2 · Accepted 2024-07-08 16:15:59
Key Financial Figures
- $0.10 — ich registered Common Stock, par value $0.10 per share DVN The New York Stock Ex
- $3,250,000,000.00 — anies from Sellers, in exchange for (i) $3,250,000,000.00 in cash (the "Cash Consideration"), and
- $250,000,000.00 — chase Agreement, Purchaser will deposit $250,000,000.00 into escrow within three business days
Filing Documents
- d519064d8k.htm (8-K) — 32KB
- d519064dex21.htm (EX-2.1) — 1012KB
- 0001193125-24-176302.txt ( ) — 1400KB
- dvn-20240708.xsd (EX-101.SCH) — 3KB
- dvn-20240708_lab.xml (EX-101.LAB) — 17KB
- dvn-20240708_pre.xml (EX-101.PRE) — 11KB
- d519064d8k_htm.xml (XML) — 4KB
Forward-Looking Statements
Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. These risks include, but are not limited to: the delay or failure to consummate the Transaction with the Sellers due to unsatisfied closing conditions, such as HSR Clearance delay, or other factors; the ultimate amount of Cash Consideration to be paid or Stock Consideration to be issued in the Transaction due to purchase price adjustments; the risk that, if acquired, the business of the Subject Companies does not perform consistent with Devon's expectations, including with respect to future production or drilling inventory; and the other risks identified in the Company's 2023 Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission (the "SEC"). Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. The forward-looking statements in this Current Report on Form 8-K are made as of the date hereof, and the Company does not undertake any obligation to update the forward-looking statements as a result of new information, future events or otherwise. Item9.01
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit Description Exhibit 2.1* Securities Purchase Agreement, dated July 8, 2024, by and among Grayson Mill Holdings II, LLC, Grayson Mill Holdings III, LLC, Grayson Mill Intermediate HoldCo II, LLC, Grayson Mill Intermediate HoldCo III, LLC, WPX Energy Williston, LLC and Devon Energy Corporation. Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain annexes, schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant undertakes to furnish supplemental copies of any of the omitted annexes, schedules and exhibits to the SEC upon its request.
SIGNATURES
SIGNATURES 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. DEVON ENERGY CORPORATION By: /s/ Jeffrey L. Ritenour Jeffrey L. Ritenour Executive Vice President and Chief Financial Officer Date: July 8, 2024