-----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, LT0czc7VtXVNQqHVNf1coWhPqHYSyIIkQr1uSIuuZOfdJDtQJDXCQvOaib47txU7 Z9J/5Iv7EdOYouvhczumeQ== 0000950172-98-000261.txt : 19980317 0000950172-98-000261.hdr.sgml : 19980317 ACCESSION NUMBER: 0000950172-98-000261 CONFORMED SUBMISSION TYPE: SC 14D1/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980316 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BURLINGTON RESOURCES COAL SEAM GAS ROYALTY TRUST CENTRAL INDEX KEY: 0000906547 STANDARD INDUSTRIAL CLASSIFICATION: OIL ROYALTY TRADERS [6792] IRS NUMBER: 766088828 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A SEC ACT: SEC FILE NUMBER: 005-50305 FILM NUMBER: 98566169 BUSINESS ADDRESS: STREET 1: NATIONSBANK OF TEXAS NA STREET 2: 700 LOUISIANA ST STE 3100 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7132477508 MAIL ADDRESS: STREET 1: NATIONSBANK OF TEXAS N A STREET 2: 901 MAIN STREET SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DEVON ENERGY CORP /OK/ CENTRAL INDEX KEY: 0000837330 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731333969 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A BUSINESS ADDRESS: STREET 1: 20 N BROADWAY STE 1500 CITY: OKLAHOMA CITY STATE: OK ZIP: 73102-8260 BUSINESS PHONE: 4052353611 MAIL ADDRESS: STREET 1: 20 NORTH BROADWAY SUITE 1500 CITY: OKLAHOMA CITY STATE: OK ZIP: 73102-8260 SC 14D1/A 1 SCHEDULE 14D1 FINAL AMENDMENT 1 ============================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- SCHEDULE 14D-1 (Final Amendment) TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 BURLINGTON RESOURCES COAL SEAM GAS ROYALTY TRUST (Name of Subject Company) DEVON ACQUISITION CORPORATION DEVON ENERGY CORPORATION (Bidders) UNITS OF BENEFICIAL INTEREST (Title of Class of Securities) 122016 10 8 (CUSIP Number of Class of Securities) MARIAN J. MOON DEVON ENERGY CORPORATION 20 NORTH BROADWAY, SUITE 1500 OKLAHOMA CITY, OK 73102-8260 (405) 235-3611 (Name, Addresses and Telephone Numbers of Persons Authorized to Receive Notices and Communications on Behalf of Bidder) With a Copy To: C. KEVIN BARNETTE, ESQ. SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 1440 NEW YORK AVENUE, N.W. WASHINGTON, DC 20005 (202) 371-7000 ============================================================================ 2 This Final Amendment amends the Tender Offer Statement on Schedule 14D-1 relating to the tender offer by Devon Acquisition Corporation, a Delaware corporation (the "Purchaser") and a wholly-owned subsidiary of Devon Energy Corporation, an Oklahoma corporation, to purchase any and all Units of Beneficial Interest (the "Units") of Burlington Resources Coal Seam Gas Royalty Trust, at a price of $8.75 per Unit, net to the seller in cash, without interest thereon, upon the terms and subject to the conditions set forth in the Offer to Purchase dated February 13, 1998 (the "Offer to Purchase"), and in the Letter of Transmittal (which together constitute the "Offer"). Capitalized terms used but not defined herein have the respective meanings given to such terms in the Offer to Purchase. Item 6. Interest in Securities of the Subject Company Item 6 is hereby amended and supplemented by the following: The Offer expired at 12:00 midnight, New York City time, on March 13, 1998. Pursuant to the terms of the Offer, Purchaser has accepted for payment 356,228 Units (including 9,000 Units that had been tendered pursuant to notices of guaranteed delivery). A copy of the press release issued by Purchaser relating to the foregoing is attached as Exhibit (a) (11) hereto and incorporated herein by reference. Item 11. Material to be Filed as Exhibits. Exhibit No. Description - ------- ----------- (a)(11) Press Release issued March 16, 1998 2 3 SIGNATURE After due inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: March 16, 1998 DEVON ACQUISITION CORPORATION By: /s/ H. Allen Turner ------------------------- Name: H. Allen Turner Title: Vice President DEVON ENERGY CORPORATION By: /s/ H. Allen Turner -------------------------- Name: H. Allen Turner Title: Vice President 3 4 Exhibit Index ------------- Sequentially Exhibit Description Numbered Page - ------- ----------- ------------- (a)(11) Press release issued March 16, 1998 4 5 Exhibit (a)(11) [Devon Energy Corporation Letterhead] News Release FOR IMMEDIATE RELEASE Contact: Vince White Director of Investor Relations (405) 552-4505 Devon Energy Corporation Announces Expiration of Cash Tender Offer for Units of Beneficial Interest of Burlington Resources Coal Seam Gas Royalty Trust OKLAHOMA CITY, OKLAHOMA, March 16, 1998 Devon Acquisition Corporation ("Devon") announced today that its cash tender offer (the "Offer") expired in accordance with its terms at 12:00 midnight New York City time on March 13, 1998. The Offer was $8.75 per unit for any and all of the 8.8 million outstanding units of beneficial interest ("Units") of Burlington Resources Coal Seam Gas Royalty Trust. 356,228 Units (including 9,000 Units subject to notice of guaranteed delivery) were tendered pursuant to the Offer. Devon is pleased to announce that it has accepted for payment all Units that were validly tendered pursuant to the Offer. Devon will pay the Depositary, Harris Trust Company of New York, for all such Units. The Depositary will then promptly transmit individual payments to the tendering Unit holders. Subject to market conditions, developments in the oil and gas industry and other factors, Devon may purchase additional Units, either in open market or privately negotiated transactions, for investment purposes. Conversely, Devon may decide to dispose of some or all of its Units. Devon is a wholly-owned subsidiary of Devon Energy Corporation, an independent energy company engaged in oil and gas property acquisition, exploration and production. It is one of the top 20 public independent oil and gas companies in the United States, as measured by oil and gas reserves. Devon Energy Corporation's common shares trade on the American Stock Exchange under the symbol DVN. ### -----END PRIVACY-ENHANCED MESSAGE-----