0000902664-14-002370.txt : 20140507 0000902664-14-002370.hdr.sgml : 20140507 20140507170638 ACCESSION NUMBER: 0000902664-14-002370 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20140507 DATE AS OF CHANGE: 20140507 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WPX ENERGY, INC. CENTRAL INDEX KEY: 0001518832 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 451836028 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87171 FILM NUMBER: 14821905 BUSINESS ADDRESS: STREET 1: ONE WILLIAMS CENTER CITY: TULSA STATE: OK ZIP: 74172 BUSINESS PHONE: 918-573-2000 MAIL ADDRESS: STREET 1: ONE WILLIAMS CENTER CITY: TULSA STATE: OK ZIP: 74172 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Taconic Capital Advisors LP CENTRAL INDEX KEY: 0001390113 IRS NUMBER: 205826144 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 450 PARK AVENUE STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-209-3100 MAIL ADDRESS: STREET 1: 450 PARK AVENUE STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 p14-1205sc13g.htm WPX ENERGY, INC.

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________

 
SCHEDULE 13G
_______________________

  

Under the Securities Exchange Act of 1934
 
(Amendment No.__)
 

WPX Energy, Inc.

(Name of Issuer)
 

Common Stock, par value $0.01 per share

(Title of Class of Securities)
 

98212B103

(CUSIP Number)
 

May 6, 2014

(Date of Event Which Requires Filing of this Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
 
x Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 10 Pages)

 

______________________________

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
CUSIP No. 98212B10313GPage 2 of 10 Pages

 

1

NAMES OF REPORTING PERSONS

TACONIC CAPITAL ADVISORS L.P.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

        0

6

SHARED VOTING POWER

12,000,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

12,000,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,000,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.9%

12

TYPE OF REPORTING PERSON

IA, PN

         

 

 
CUSIP No. 98212B10313GPage 3 of 10 Pages

 

1

NAMES OF REPORTING PERSONS

TACONIC CAPITAL ADVISORS UK LLP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

England and Wales

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

        0

6

SHARED VOTING POWER

12,000,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

12,000,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,000,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.9%

12

TYPE OF REPORTING PERSON

IA, PN

         

 

 
CUSIP No. 98212B10313GPage 4 of 10 Pages

 

1

NAMES OF REPORTING PERSONS

TACONIC CAPITAL ADVISORS (HONG KONG) LIMITED

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Hong Kong

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

        0

6

SHARED VOTING POWER

12,000,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

12,000,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,000,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.9%

12

TYPE OF REPORTING PERSON

IA, OO

         

 

 
CUSIP No. 98212B10313GPage 5 of 10 Pages

 

1

NAMES OF REPORTING PERSONS

TACONIC ASSOCIATES LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

        0

6

SHARED VOTING POWER

12,000,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

12,000,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,000,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.9%

12

TYPE OF REPORTING PERSON

OO

         

 

 
CUSIP No. 98212B10313GPage 6 of 10 Pages

 

1

NAMES OF REPORTING PERSONS

FRANK P. BROSENS

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

        0

6

SHARED VOTING POWER

12,000,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

12,000,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,000,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.9%

12

TYPE OF REPORTING PERSON

IN

         

 

 
CUSIP No. 98212B10313GPage 7 of 10 Pages

 

Item 1(a). NAME OF ISSUER.
   
  The name of the issuer is WPX Energy, Inc. (the "Company").

 

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
   
  The Company's principal executive offices are located at 3500 One Williams Center, Tulsa, Oklahoma 74172-0172.

 

Item 2(a). NAME OF PERSON FILING:

 

  This statement is filed by:

 

  (i) Taconic Capital Advisors L.P. ("Taconic Advisors") ;
   
  (ii) Taconic Capital Advisors UK LLP ("Taconic Advisors UK");
     
  (iii) Taconic Capital Advisors (Hong Kong) Limited ("Taconic Advisors Hong Kong");
     
  (iv) Taconic Associates LLC ("Taconic Associates"); and
     
  (vi) Frank P. Brosens ("Mr. Brosens").

 

  The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
   
  The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the Common Stock reported herein.

 

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

 

 

The address of the principal business office of each of Taconic Advisors, Taconic Associates and Mr. Brosens is c/o Taconic Capital Advisors L.P., 450 Park Avenue, 9th Floor, New York, NY 10022.

 

The address of the principal business office of Taconic Advisors UK is 55 Grosvenor Street, London, W1K 3HY United Kingdom.

 

The address of the principal business office of Taconic Advisors Hong Kong is Room 1801, 18th Floor, LHT Tower, No. 31 Queen's Road Central, Hong Kong, China.

 

 
CUSIP No. 98212B10313GPage 8 of 10 Pages

 

Item 2(c). CITIZENSHIP:

 

 

Taconic Advisors is a limited partnership organized under the laws of Delaware.

 

Taconic Advisors UK is a limited liability partnership organized under the laws of England and Wales.

 

Taconic Advisors Hong Kong is a limited liability company organized under the laws of Hong Kong.

 

Taconic Associates is a limited liability company organized under the laws of Delaware.

 

Mr. Brosens is a citizen of the United States of America.

 

 

Item 2(d). TITLE OF CLASS OF SECURITIES:
   
  Common Stock,  par value $0.01 (the "Common Stock").

 

Item 2(e). CUSIP NUMBER:
   
  98212B103

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO §§ 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

  (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
       
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
       
  (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
       
  (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
       
  (e) x Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
       
  (f) ¨

Employee benefit plan or endowment fund in accordance with

Rule 13d-1(b)(1)(ii)(F); 

       
  (g) ¨

Parent holding company or control person in accordance with

Rule 13d-1(b)(1)(ii)(G);

       
  (h) ¨

Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); 

       
  (i) ¨

Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);

 

 
CUSIP No. 98212B10313GPage 9 of 10 Pages

  

       
  (j) ¨ Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
       
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution: _____________________________________

   

 

Item 4. OWNERSHIP.

 

  A. Taconic Advisors
    (a) Amount beneficially owned: 12,000,000 shares of Common Stock
    (b) Percent of Class: 5.9%. The percentages used herein and in the rest of the Schedule 13G are calculated based upon 202,150,303 shares of Common Stock outstanding, which reflects the number of shares of Common Stock outstanding, as of May 6, 2014, as reported in the Company's Quarterly Report on Form 10-Q filed on May 7, 2014.
    (c) (i) Sole power to vote or direct the vote: 0
      (ii) Shared power to vote or direct the vote: 12,000,000 shares of Common Stock
      (iii) Sole power to dispose or direct the disposition: 0
      (iv) Shared power to dispose or direct the disposition: 12,000,000 shares of Common Stock

 

  B. Taconic Advisors UK
    (a) Amount beneficially owned: 12,000,000 shares of Common Stock
    (b) Percent of Class: 5.9%.
    (c) (i) Sole power to vote or direct the vote: 0
      (ii) Shared power to vote or direct the vote: 12,000,000 shares of Common Stock
      (iii) Sole power to dispose or direct the disposition: 0
      (iv) Shared power to dispose or direct the disposition: 12,000,000 shares of Common Stock

 

  C. Taconic Advisors Hong Kong
    (a) Amount beneficially owned: 12,000,000 shares of Common Stock
    (b) Percent of Class: 5.9%.
    (c) (i) Sole power to vote or direct the vote: 0
      (ii) Shared power to vote or direct the vote: 12,000,000 shares of Common Stock
      (iii) Sole power to dispose or direct the disposition: 0
      (iv) Shared power to dispose or direct the disposition: 12,000,000 shares of Common Stock
     

 

  D. Taconic Associates
    (a) Amount beneficially owned: 12,000,000 shares of Common Stock
    (b) Percent of Class: 5.9%.
    (c) (i) Sole power to vote or direct the vote: 0
      (ii) Shared power to vote or direct the vote: 12,000,000 shares of Common Stock
      (iii) Sole power to dispose or direct the disposition: 0
      (iv) Shared power to dispose or direct the disposition: 12,000,000 shares of Common Stock

  

 
CUSIP No. 98212B10313GPage 10 of 10 Pages

 

 

  E. Mr. Brosens
    (a) Amount beneficially owned: 12,000,000 shares of Common Stock
    (b) Percent of Class: 5.9%.
    (c) (i) Sole power to vote or direct the vote: 0
      (ii) Shared power to vote or direct the vote: 12,000,000 shares of Common Stock
      (iii) Sole power to dispose or direct the disposition: 0
      (iv) Shared power to dispose or direct the disposition: 12,000,000 shares of Common Stock

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
  Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
  Not applicable.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
   
  Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
  Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP.
   
  Not applicable.

 

Item 10. CERTIFICATION.

 

  Each of the Reporting Persons hereby makes the following certification:
   
  By signing below each Reporting Person certifies that, to the best of its or his knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 
 

 

SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

DATED: May 7, 2014

 

 

TACONIC CAPITAL ADVISORS L.P.

 

   
   
  /s/ Frank P. Brosens
  Name: Frank P. Brosens
  Title: Principal

 

 

TACONIC CAPITAL ADVISORS UK LLP

 

By: TACONIC CAPITAL SERVICES UK LIMITED, its managing manager

 

  /s/ Frank P. Brosens    
  Name: Frank P. Brosens    
  Title: Principal    

  

 

TACONIC CAPITAL ADVISORS (HONG KONG) LIMITED

 

By: TACONIC CAPITAL PERFORMANCE PARTNERS LLC, its director

     
  /s/ Frank P. Brosens  
  Name: Frank P. Brosens  
  Title: Manager  

 

 

TACONIC ASSOCIATES LLC

 

  
  /s/ Frank P. Brosens  
  Name: Frank P. Brosens  
  Title: Manager  

  

  /s/ Frank P. Brosens  
  Frank P. Brosens  

 

 

 EX-99 2 p14-1205exhibit_1.htm EXHIBIT 1

 

EXHIBIT 1

JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate.

DATED: May 7, 2014

 

 

 

TACONIC CAPITAL ADVISORS L.P.

 

   
   
  /s/ Frank P. Brosens
  Name: Frank P. Brosens
  Title: Principal

 

 

TACONIC CAPITAL ADVISORS UK LLP

 

By: TACONIC CAPITAL SERVICES UK LIMITED, its managing manager

 

  /s/ Frank P. Brosens
  Name: Frank P. Brosens  
  Title: Principal  

 

 

TACONIC CAPITAL ADVISORS (HONG KONG) LIMITED

 

By: TACONIC CAPITAL PERFORMANCE PARTNERS LLC, its director

     
  /s/ Frank P. Brosens  
  Name: Frank P. Brosens  
  Title: Manager  

 

 
 

 

 

TACONIC ASSOCIATES LLC

 

  
  /s/ Frank P. Brosens  
  Name: Frank P. Brosens  
  Title: Manager  

 

  /s/ Frank P. Brosens  
  Frank P. Brosens