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 – August 11, 2010
(Date of earliest event reported)
QEP RESOURCES, INC.
(Exact name of registrant as specified in its charter)
| STATE OF DELAWARE | 000-34778 | 87-0287750 | ||
| (State or other jurisdiction of incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification No.) |
1050 17th Street, Suite 500, Denver, Colorado 80265
(Address of principal executive offices)
Registrant’s telephone number, including area code (303) 672-6900
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | 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)) |
Item 8.01 Other Events.
On August 11, 2010, QEP Resources, Inc. (“QEP”) purchased its 7.50% Senior Notes due 2011, 6.05% Senior Notes due 2016, 6.80% Senior Notes due 2018, and 6.80% Senior Notes due 2020 that were tendered to QEP by holders (and not withdrawn), pursuant to change of control offers commenced by QEP on July 9, 2010.
Through the change of control offers, QEP purchased:
| • | $71,500,000 principal amount of the 7.50% Senior Notes due 2011, leaving $78,500,000 principal amount outstanding; |
| • | $73,157,000 principal amount of the 6.05% Senior Notes due 2016, leaving $176,843,000 principal amount outstanding; |
| • | $311,352,000 principal amount of the 6.80% Senior Notes due 2018, leaving $138,600,000 principal amount outstanding; and |
| • | $162,232,000 principal amount of the 6.80% Senior Notes due 2020, leaving $137,768,000 principal amount outstanding. |
The offers were conducted upon the terms and subject to the conditions set forth in the Notice of Change of Control and Offer to Purchase Notes Statement, dated as of July 9, 2010, and in the related Letter of Transmittal. QEP used proceeds from its revolving credit facility and term loan to fund the purchases.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. |
Exhibit | |
| 99.1 | Press Release issued August 11, 2010 by QEP Resources, Inc. | |
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.
| QEP RESOURCES, INC. | ||||||
| (Registrant) | ||||||
| August 11, 2010 | ||||||
| /s/ Richard J. Doleshek | ||||||
| Richard J. Doleshek | ||||||
| Executive Vice President, | ||||||
| Chief Financial Officer and Treasurer | ||||||
List of Exhibits:
| Exhibit No. |
Exhibit | |
| 99.1 | Press Release issued August 11, 2010 by QEP Resources, Inc. | |
Exhibit 99.1
News Release
QEP Resources, Inc.
1050 17th Street, Suite 500
Denver, CO 80265
August 11, 2010
NYSE: QEP
QEP RESOURCES REPURCHASES SENIOR NOTES
DENVER — (PR NEWSWIRE), August 11, 2010 – QEP Resources, Inc. (NYSE: QEP) today announced that it purchased certain Senior Notes that were validly tendered to QEP by holders pursuant to change of control offers commenced by QEP on July 9, 2010.
Through the change of control offers, QEP purchased:
| • | $71,500,000 principal amount of the 7.50% Senior Notes due 2011, leaving $78,500,000 principal amount outstanding; |
| • | $73,157,000 principal amount of the 6.05% Senior Notes due 2016, leaving $176,843,000 principal amount outstanding; |
| • | $311,352,000 principal amount of the 6.80% Senior Notes due 2018, leaving $138,648,000 principal amount outstanding; and |
| • | $162,232,000 principal amount of the 6.80% Senior Notes due 2020, leaving $137,768,000 principal amount outstanding. |
The offers were conducted upon the terms and subject to the conditions set forth in the Notice of Change of Control and Offer to Purchase Notes Statement, dated as of July 9, 2010, and in the related Letter of Transmittal.
QEP used proceeds from its term loan and revolving credit facility to fund the purchases.
QEP Resources is a leading independent natural gas and oil exploration and production company with operations focused in the Rocky Mountain and Midcontinent regions of the United States. The company also gathers and processes natural gas. The company is headquartered in Denver, Colorado.
Contact: Scott Gutberlet
Phone: (303) 672-6988