UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 8.01 of this report is incorporated by reference in this Item 2.03.
Item 8.01 Other Events.
On December 13, 2023, APA Corporation, a Delaware corporation (“APA”) of which Apache Corporation, a Delaware corporation (the “Company”) is a wholly-owned subsidiary, established a commercial paper program under which APA may issue from time to time on a private placement basis short-term unsecured promissory notes (the “Notes”) up to a maximum aggregate face amount of $1.8 billion outstanding at any time.
The Company has unconditionally guaranteed payment of the Notes on an unsecured basis, such guarantee effective until the first time that the aggregate principal amount of indebtedness under senior notes and debentures outstanding under the Company’s existing indentures is less than US$1.0 billion.
The Notes will be sold under customary market terms in the U.S. commercial paper market at a discount from par or at par and bear interest at rates determined at the time of issuance. The maturities of the Notes may vary but may not exceed 397 days from the date of issuance. As of the date of this Current Report on Form 8-K, APA has not issued any Notes.
The Notes and the Company’s guarantee of payment thereof will rank pari passu with all other unsecured and unsubordinated indebtedness of APA and the Company, respectively. When the Company’s guarantee terminates, APA and the Company may have other indebtedness, in which case the Notes then may effectively be subordinated to any other indebtedness of the Company.
The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The information contained in this Current Report on Form 8-K is neither an offer to sell nor a solicitation of an offer to buy any securities.
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 hereunto duly authorized.
| APACHE CORPORATION | ||||||
| Date: December 13, 2023 | By: | /s/ Ben C. Rodgers | ||||
| Ben C. Rodgers, | ||||||
| Senior Vice President and Treasurer | ||||||