8-K 1 a777424_8k.txt FORM 8-K 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 (Date of earliest event reported): July 10, 2001 AMERADA HESS CORPORATION -------------------------------------------------------------------------------- (Exact name of Registrant as Specified in Charter) DELAWARE No. 1-1204 No. 13-4921002 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 1185 Avenue Of the Americas 10036 New York, New York -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (212) 997-8500 -------------- N/A -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events On July 10, 2001, Amerada Hess Corporation (the "Company") and Triton Energy Limited ("Triton"), a company limited by shares organized under the laws of the Cayman Islands, issued a joint press release (the "Press Release") announcing that they have entered into a definitive agreement under which the Company will commence a cash tender offer for all outstanding ordinary shares of Triton at $45 per share (including to be converted preference shares). The Company has received an irrevocable commitment from Hicks, Muse, Tate & Furst Incorporated to sell its approximately 38% ownership stake in Triton to the Company. Filed and incorporated herein by reference is the text of the Press Release dated July 10, 2001 (the "Press Release"), which Press Release is attached hereto as Exhibit 99.1. 2 Item 9. Regulation FD Disclosure Pursuant to Regulation FD, the Company hereby furnishes, but does not file, the information and text of the slide show presentation of the Company attached hereto as Exhibit 99.2. 3 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits The following exhibits are filed or furnished as part of this Report to the extent described in Items 5 and 9. 99.1 Press Release dated July 10, 2001. 99.2 Slide Show Presentation of the Company dated July 10, 2001. 4 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. Date: July 10, 2001 AMERADA HESS CORPORATION By: ----------------------- Name: [ ] Title: [ ] EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated July 10, 2001 99.2 Slide Show Presentation of the Company dated July 10, 2001