Form 8-K MURPHY OIL CORP /DE For: May 20
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): May 19, 2015
MURPHY OIL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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1-8590 |
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71-0361522 |
(State or other jurisdiction of incorporation |
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(Commission File Number) |
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(I.R.S. Employer Identification No. |
200 Peach Street |
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P.O. Box 7000, El Dorado, Arkansas |
71730-7000 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code 870-862-6411 |
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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 |
Entry into a Material Definitive Agreement |
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On May 19, 2015, Murphy Oil Corporation (the “Company”) entered into an agreement with Wells Fargo Bank, National Association, to effect a variable term, capped accelerated share repurchase transaction (the “ASR”) to repurchase an aggregate $250 million of the Company’s common stock. The Company will repurchase shares under the ASR as part of the board authorized program to repurchase up to $500 million of the Company’s stock as previously announced on August 6, 2014.
A full text of a news release announcing the ASR is attached as Exhibit 99.1
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Item 9.01 |
Financial Statements and Exhibits |
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(d) |
Exhibit |
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99.1 |
A news release dated May 20, 2015 announcing an ASR is attached hereto as Exhibit 99.1. |
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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.
MURPHY OIL CORPORATION |
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By: |
/s/ Keith Caldwell |
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Keith Caldwell |
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Senior Vice President and Controller |
Date: May 20, 2015
Exhibit Index
Exhibit No. |
Description |
99.1 |
News release dated May 20, 2015, as issued by Murphy Oil Corporation. |
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News Release dated May 20, 2015
MURPHY OIL CORPORATION ANNOUNCES $250 MILLION ACCELERATED SHARE REPURCHASE TRANSACTION
EL DORADO, Arkansas, May 20, 2015 – Murphy Oil Corporation (NYSE: MUR) ("the Company") announced today that it has entered into a variable term, capped accelerated share repurchase transaction (the "ASR") with Wells Fargo Bank, National Association, to repurchase an aggregate of $250 million of the Company's common stock. The ASR is part of the board authorized program announced on August 6, 2014, to repurchase up to $500 million of the Company's stock. The total aggregate number of shares of Company common stock to be repurchased pursuant to the ASR will be determined by reference to the Rule 10b-18 volume-weighted price of the Company's common stock, less a fixed discount, over the term of the ASR, subject to a minimum number of shares. The ASR is expected to be completed no later than approximately three months following execution. All shares of the Company's common stock delivered under the ASR will be immediately retired or converted to treasury shares.
This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. These statements, which express management's current views concerning future events or results, are subject to inherent risks and uncertainties. Factors that could cause one or more of the events forecasted in this press release not to occur include, but are not limited to, a deterioration in the business or prospects of Murphy, adverse developments in Murphy's markets, or adverse developments in the U.S. or global capital markets, credit markets or economies generally. For further discussion of risk factors, see Murphy's 2014 Annual Report on Form 10-K on file with the U.S. Securities and Exchange Commission. Murphy undertakes no duty to publicly update or revise any forward-looking statements.
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