UNITED STATES
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): January 16, 2006
Pioneer Natural Resources Company
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 1-13245 75-2702753
---------------------------- ------------ -------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
5205 N. O'Connor Blvd., Suite 900, Irving, Texas 75039
------------------------------------------------ ----------
(Address of principal executive offices) (Zip Code)
(972) 444-9001
----------------------------------------------------
(Registrant's telephone number, including area code)
Not applicable
-------------------------------------------------------------
(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))
PIONEER NATURAL RESOURCES COMPANY
TABLE OF CONTENTS
Page
Item 8.01. Other Events............................................. 3
Item 9.01. Financial Statements and Exhibits........................ 3
(d) Exhibits........................................... 3
Signature............................................................ 4
Exhibit Index........................................................ 5
2
PIONEER NATURAL RESOURCES COMPANY
Item 8.01. Other Events
On January 16, 2006, Pioneer Natural Resources Company ("Pioneer") and its
subsidiaries (collectively, the "Company") entered into Stock Purchase
Agreements and related agreements with Apache Corporation and its subsidiaries
(collectively, "Apache"), as a result of which Apache will purchase all of
Pioneer's Argentine operations and assets for cash proceeds of approximately
US$675 million. Some of the properties, most important the assets in Tierra del
Fuego, are subject to rights of first refusal. In addition to normal closing
conditions, Pioneer's sale of its Neuquen basin assets and operations is
conditioned on the completion of the sale of Tierra del Fuego either to Apache
or to the holders of the rights of first refusal. The transaction is expected to
close during the first quarter or early second quarter of 2006.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 News Release dated January 17, 2006.
3
PIONEER NATURAL RESOURCES COMPANY
S I G N A T U R E
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.
PIONEER NATURAL RESOURCES COMPANY
Date: January 20, 2006 By: /s/ Darin G. Holderness
------------------------------
Darin G. Holderness
Vice President and Chief Accounting Officer
4
PIONEER NATURAL RESOURCES COMPANY
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1(a) News Release dated January 17, 2006.
-------------
(a) filed herewith
5