-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EMo8FNzB9GBVX2HaHH62tqJustog/kQ7sj6tyWM2neHpQ+KvBO3bJYuEb/YGMCSo M+2SV1FGs9mc6OTVMpqw2w== 0000950129-02-001715.txt : 20020415 0000950129-02-001715.hdr.sgml : 20020415 ACCESSION NUMBER: 0000950129-02-001715 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20020329 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APACHE CORP CENTRAL INDEX KEY: 0000006769 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 410747868 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04300 FILM NUMBER: 02599979 BUSINESS ADDRESS: STREET 1: 2000 POST OAK BLVD STREET 2: ONE POST OAK CENTER STE 100 CITY: HOUSTON STATE: TX ZIP: 77056-4400 BUSINESS PHONE: 7132966000 MAIL ADDRESS: STREET 1: 2000 POST OAK BLVD STREET 2: STE 100 CITY: HOUSTON STATE: TX ZIP: 77056-4400 FORMER COMPANY: FORMER CONFORMED NAME: APACHE OIL CORP DATE OF NAME CHANGE: 19660830 8-K 1 h95690e8-k.txt APACHE CORPORATION - DATED MARCH 29, 2002 ================================================================================ 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): March 29, 2002 APACHE CORPORATION (Exact name of registrant as specified in Charter) DELAWARE 1-4300 41-0747868 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification Number)
2000 POST OAK BOULEVARD SUITE 100 HOUSTON, TEXAS 77056-4400 (Address of Principal Executive Offices) Registrant's telephone number, including area code: (713) 296-6000 ================================================================================ ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. By unanimous written consent dated March 29, 2002, the Registrant's Board of Directors, upon the recommendation of the Audit Committee, resolved (i) not to engage Arthur Andersen LLP ("Andersen") to act as the Registrant's independent public accountants and (ii) to engage Ernst & Young LLP to serve as the Registrant's independent public accountants for the fiscal year ending December 31, 2002. This decision followed the Registrant's decision to seek proposals from other independent accountants to audit its financial statements for the fiscal year ending December 31, 2002 announced on March 22, 2002. The audit reports of Andersen on the consolidated financial statements of the Registrant and subsidiaries as of and for the fiscal years ended December 31, 2001 and December 31, 2000 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty or audit scope. In addition, there were no modifications as to accounting principles except that the audit reports of Andersen contained an explanatory paragraph with respect to (a) the change in the method of accounting for crude oil inventories effective January 1, 2000 as required by the Securities and Exchange Commission, and (b) the change in the method of accounting for derivative instruments effective January 1, 2001 as required by the Financial Accounting Standards Board. During the Registrant's two most recent fiscal years ended December 31, 2001, and from January 1, 2002 through the date of this Form 8-K, there were no disagreements between the Registrant and Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Andersen's satisfaction, would have caused Andersen to make reference to the subject matter of the disagreement in connection with their reports; and there were no reportable events, as described in Item 304(a)(1)(v) of Regulation S-K. The Registrant provided Andersen with a copy of the above disclosures. A letter dated April 2, 2002, from Andersen stating its agreement with such statements is listed under Item 7 as Exhibit 16.1 and incorporated herein by reference. The Registrant's press release dated March 22, 2002, announcing that a search for new independent public accountants is in process, is listed under Item 7 as Exhibit 99.1 and is incorporated herein by reference. The Registrant's press release dated April 2, 2002 announcing the engagement of Ernst & Young as the Registrant's independent public accountants for the fiscal year ended December 31, 2002, is listed under Item 7 as Exhibit 99.2 and is incorporated herein by reference. During the Registrant's two most recent fiscal years ended December 31, 2001, and from January 1, 2002 through the date of this Form 8-K, the Registrant did not consult Ernst & Young with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant's consolidated financial statements, or any other matters or reportable events described in Items 304(a)(2)(i) and (ii) of Regulation S-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) EXHIBITS. EXHIBIT NO. DESCRIPTION - ----------- ----------- *16.1 Letter of Arthur Andersen LLP, dated April 2, 2002, regarding change in certifying accountant. *99.1 Press Release, dated March 22, 2002, "Apache to Change Independent Auditors". *99.2 Press Release, dated April 2, 2002, "Apache Names Ernst & Young Independent Auditors for 2002." - ---------------- * filed herewith 2 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 thereunto duly authorized. APACHE CORPORATION Date: April 2, 2002 /s/ Z.S. Kobiashvili ----------------------------------------- Z.S. Kobiashvili Senior Vice President and General Counsel INDEX TO EXHIBITS EXHIBIT NO. DESCRIPTION - ----------- ----------- *16.1 Letter of Arthur Andersen LLP, dated April 2, 2002, regarding change in certifying accountant. *99.1 Press Release, dated March 22, 2002, "Apache to Change Independent Auditors". *99.2 Press Release, dated April 2, 2002, "Apache Names Ernst & Young Independent Auditors for 2002". - --------- * filed herewith EX-16.1 3 h95690ex16-1.txt LETTER OF ARTHUR ANDERSEN LLP REGARDING CHANGE EXHIBIT 16.1 [Arthur Andersen LLP Letterhead] April 2, 2002 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Dear Sir or Madam: We have read the second and third paragraphs of Item 4 included in the Form 8-K dated March 29, 2002, of Apache Corporation to be filed with the Securities and Exchange Commission, and are in agreement with the statements contained therein. Very truly yours, /s/ Arthur Andersen LLP Arthur Andersen LLP cc: Mr. Roger B. Plank Executive Vice President and Chief Financial Officer Apache Corporation EX-99.1 4 h95690ex99-1.txt PRESS RELEASE DATED MARCH 22, 2002 EXHIBIT 99.1 [APACHE CORPORATION LETTERHEAD] CONTACT: (MEDIA): TONY LENTINI (713) 296-6227 BILL MINTZ (713) 296-7276 (INVESTOR): ROBERT DYE (713) 296-6662 (WEB SITE): www.apachecorp.com FOR IMMEDIATE RELEASE APACHE TO CHANGE INDEPENDENT AUDITORS Houston, March 22, 2002--Apache Corporation (NYSE: APA) today reported that it has filed its 2001 10-K with the Securities and Exchange Commission and that a search for a new independent auditing firm for 2002, replacing Arthur Andersen, is in process. \ Apache Chairman and CEO Raymond Plank said, "Our decision to engage another independent accounting firm is in no way a judgment on Arthur Andersen's current entanglement with the Enron debacle. That is for others to decide. Our experience, based on 47 years of working with Andersen, is that their people have always conducted themselves professionally and with integrity. The devastating impact that this misfortune has had on so many careers and families is regrettable. "We've made this decision because we believe it is in the best interests of our shareholders to move forward now that our 2001 10-K has been filed. "No matter which outside auditor we employ, Apache and its officers, as always, take full responsibility for our numbers and the other information we report," Plank said. Apache Corporation is a large oil and gas independent with operations in the United States, Canada, Australia, Egypt, China, Poland and Argentina. -end- EX-99.2 5 h95690ex99-2.txt PRESS RELEASE DATED APRIL 2, 2002 EXHIBIT 99.2 [APACHE CORPORATION LETTERHEAD] CONTACT: (MEDIA): TONY LENTINI (713/296-6227) BILL MINTZ (713/296-7276) (INVESTOR): ROBERT DYE (713/296-6662) (WEB SITE): www.apachecorp.com FOR IMMEDIATE RELEASE APACHE NAMES ERNST & YOUNG INDEPENDENT AUDITORS FOR 2002 Houston, April 2, 2002--Apache Corporation (NYSE: APA) today announced that it has selected Ernst & Young LLP as its independent public accountants for 2002, replacing Arthur Andersen. Apache is a large oil and gas independent with operations in the United States, Canada, Egypt, Western Australia, China, Poland and Argentina. -end- -----END PRIVACY-ENHANCED MESSAGE-----