UNITED STATES
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): October 7, 2008 (July 31, 2008)
Concho Resources Inc.
(Exact name of registrant as specified in its charters)
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| Delaware |
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001-33615 |
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76-0818600 |
(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
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| 550 West Texas Avenue, Suite 100 |
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| Midland, Texas |
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79701 |
| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s Telephone Number, including Area Code: (432) 683-7443
550 West Texas Avenue, Suite 1300
Midland, Texas 79701
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Explanatory Note
On July 31, 2008, Concho Resources Inc. (the “Company”) closed the previously announced
acquisition of Henry Petroleum LP and certain entities affiliated with Henry Petroleum LP
(“Henry”), together with certain additional non-operated interests in certain of Henry’s
properties from persons affiliated with Henry (the “7/31/08 Acquisition”). In late August
2008 and early September 2008, the Company acquired additional non-operated interests in
certain of Henry’s properties from persons affiliated with Henry (the “Additional
Along-sides” and with the 7/31/08 Acquisition the “Henry Acquisition”). The Company paid
approximately $559.8 million in net cash for the Henry Acquisition. A Form 8-K was filed on
August 6, 2008 regarding the Henry Acquisition and other matters.
This amendment is filed to provide the required financial statements for the Henry
Acquisition and the required pro forma financial statements. It should be read in
connection with the Form 8-K the Company filed on August 6, 2008, which provides a more
complete description of the Henry Acquisition.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired
Audited Special-Purpose Combined Financial Statements of the Henry Group
Properties (as defined therein) as of December 31, 2007 and 2006 and for the
years ended December 31, 2007, 2006 and 2005, together with the accompanying
Report of Independent Registered Public Accountants, are set forth in Exhibit
99.1.
Unaudited Special-Purpose Combined Financial Statements of the Henry Group
Properties (as defined therein) as of June 30, 2008 and for the six months
ended June 30, 2008 and June 30, 2007, are set forth in Exhibit 99.2.
(b) Pro Forma Financial Information
The unaudited pro forma financial information of the Company is set forth in
Exhibit 99.3.