UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 9, 2012
CONTINENTAL RESOURCES, INC.
(Exact Name of Registrant as Specified in Charter)
| Oklahoma | 1-32886 | 73-0767549 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 20 N. Broadway Oklahoma City, Oklahoma |
73102 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
(405) 234-9000
(Registrant’s telephone number, including area code)
(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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(b) Resignation of Jeffrey B. Hume as President and Chief Operating Officer
On May 9, 2012, Jeffrey B. Hume resigned as President and Chief Operating Officer of Continental Resources, Inc. (the “Company”), effective June 4, 2012. Mr. Hume will remain with the Company and, effective June 4, 2012, will serve as Vice Chairman of Strategic Growth Initiatives.
(c) Appointment of Winston Frederick “Rick” Bott as President and Chief Operating Officer
Effective June 4, 2012, the Board of Directors (the “Board”) of the Company appointed Winston “Rick” Bott to serve as its President and Chief Operating Officer. Mr. Bott, 52, joins the Company from Cairn India Limited, a publicly traded oil and gas company operating the largest producing oil field in the India private sector, where he served as Executive Director and Chief Operating Officer from 2008 until 2011 and as Executive Director and Deputy Chief Executive Officer of Cairn Energy India Ltd., a subsidiary of Cairn India, from 2011 until later that year. Prior to joining Cairn India Limited, Mr. Bott served as Vice President, International Division, of Devon Energy Corporation, an independent, domestic oil and gas company, from 2003 to 2008. From 1996 to 2003, Mr. Bott served in several international exploration roles for United Meridian Corp. and Ocean Energy, Inc., who purchased United Meridian Corp. From 1982 to 1996 he led exploration teams with British Gas and Tenneco Oil Company.
Mr. Bott will receive an annual base salary of $522,000. In addition, Mr. Bott will be eligible to participate in the Company’s annual incentive plan with a bonus target of 95% of base salary with the amount determined by the Board based on Company performance and Mr. Bott’s individual performance. Mr. Bott will be granted 75,000 shares of restricted stock under the 2005 Long-Term Incentive Plan. The shares will vest 1/3 per year beginning in November of 2013. Mr. Bott will also receive a grant of 16,500 shares of restricted stock under the 2005 Long-Term Incentive Plan that vest upon commencement of his employment. Mr. Bott will also be provided use of a Company vehicle and Company benefits. Other than as disclosed herein, we do not have any agreement with Mr. Bott, either written or oral, that guarantees salaries, salary increases, bonuses or benefits.
There are no arrangements or understandings between Mr. Bott and any other person pursuant to which Mr. Bott will be appointed President and Chief Operating Officer, nor is there a family relationship between any Board member or executive officer of the Company and Mr. Bott. Mr. Bott has not entered into any related party transactions with the Company pursuant to 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 99.1 | Press release dated May 14, 2012. | |
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.
| CONTINENTAL RESOURCES, INC. | ||||
| (Registrant) | ||||
| Dated: May 14, 2012 | ||||
| By: | /s/ John D. Hart | |||
|
| ||||
| John D. Hart | ||||
| Senior Vice President, Chief Financial Officer and Treasurer | ||||
Exhibit Index
| Exhibit Number |
Description | |
| 99.1 | Press release dated May 14, 2012. | |
Exhibit 99.1
Continental Resources, Inc. Announces Senior Management Transition
Industry Veteran Rick Bott Joins Continental as President and Chief Operating Officer
Jeff Hume to Serve as Vice Chairman of Strategic Growth Initiatives
OKLAHOMA CITY, May 14, 2012—Continental Resources, Inc. (CLR) today announced a transition in senior management, reflecting the Company’s high rate of growth and continued focus on exploration and oil production.
Jeff Hume, the Company’s President and Chief Operating Officer, will assume the role of Vice Chairman of Strategic Growth Initiatives. Rick Bott will succeed Mr. Hume as President and Chief Operating Officer. The leadership changes will be effective June 4, 2012.
“As we grow the Company and add shareholder value, we continue to build out a world-class management team,” said Chairman and Chief Executive Officer Harold Hamm. “Jeff and I have worked together for 29 years. He has done an outstanding job as President and has been integral to Continental’s success. In his new role, he will provide valuable leadership on issues that have increasing impact on our success as the Company rapidly grows in size and scope.”
Rick Bott most recently served as Executive Director and Chief Operating Officer of Cairn India Limited, a publicly listed company and member of the Nifty Fifty of the India National Stock Exchange. Mr. Bott has over 27 years of global exploration and production experience leading integrated organizations, developing new business and focusing on cross-cultural leadership development. Earlier, Mr. Bott served in Devon Energy Corporation’s International Division, where he was Vice President responsible for developing and implementing exploration strategy. He also served as President of Ocean Egypt Companies and as President of Ocean Yemen Corporation and held a number of international management and technical positions with British Gas and Tenneco.
“We are thrilled to round out our executive team with someone of Rick Bott’s caliber. He is a geologist who shares my passion for oil exploration. His extensive experience will enable Continental to deliver on key Company objectives. Cairn India is a world-class leader in oil development, and under his leadership, Cairn India increased oil production from 65,000 barrels of oil per day to 175,000 Bopd,” said Mr. Hamm.
“It has been my good fortune to have worked in a number of companies that have capitalized on the strength of a talented work force, built world-class assets and applied innovative technologies and visionary leadership. I see these same factors coming together at Continental Resources, and I feel privileged to join this cohesive organization with solid financials and am excited about helping to achieve real growth and long-term shareholder value,” Mr. Bott said.
About Continental Resources
Continental Resources is a Top 10 petroleum liquids producer in the United States and the largest leaseholder in the nation’s premier oil play, the Bakken Play of North Dakota and Montana. Based in Oklahoma City, the Company also has a leading presence in the Anadarko Woodford Play of Oklahoma and the Red River Units Play of North Dakota, South Dakota and Montana. Founded in 1967, Continental’s growth strategy has focused on crude oil since the 1980s. The Company reported total revenues of $1.6 billion for 2011 and is ahead of plan to triple production and proved reserves from 2009 to 2014. Visit www.CLR.com for more information.
Forward-Looking Statements
This press release includes forward-looking information that is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Other than historical facts included in this press release, all information regarding strategy, future operations, drilling plans, estimated reserves, future production, estimated capital expenditures, projected costs, the potential of drilling prospects and other plans and objectives of management are forward-looking information. All forward-looking statements speak only as of the date of this press release. Although the Company believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Actual results may differ materially from those anticipated due to many factors, including oil and natural gas prices, industry conditions, drilling results, uncertainties in estimating reserves, uncertainties in estimating future production from enhanced recovery operations, availability of drilling rigs and other services, availability of crude oil and natural gas transportation capacity, availability of capital resources and other factors listed in reports we have filed or may file with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update any forward-looking statement to reflect events or circumstances that may arise after the date of this press release.
CONTACTS: Continental Resources, Inc.
| Investors Warren Henry, VP Investor Relations 405-234-9127 Warren.Henry@CLR.com |
Media Kristin Miskovsky, VP Public Relations 405-234-9480 Kristin.Miskovsky@CLR.com |