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
July 8, 2019
Date of Report (Date of earliest event reported)
Encana Corporation
(Exact name of registrant as specified in its charter)
| Canada | 1-15226 | 98-0355077 | ||
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Suite 4400, 500 Centre Street SE, PO Box 2850
Calgary, Alberta, Canada, T2P 2S5
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (403) 645-2000
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:
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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| Common Shares | ECA | New York Stock Exchange |
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 8.01 |
Other Events. |
On July 8, 2019, Encana Corporation issued a news release announcing that its wholly-owned subsidiary, Newfield Exploration Mid-Continent Inc., has signed an agreement to sell its natural gas assets in Oklahoma’s Arkoma Basin. A copy of the news release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| ITEM 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit No. |
Exhibit Description |
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| Exhibit 99.1 | News Release dated July 8, 2019. | |
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.
| Dated: July 9, 2019 |
ENCANA CORPORATION (Registrant) |
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| By: | /s/ Dawna I. Gibb | |||||||
| Name: | Dawna I. Gibb | |||||||
| Title: | Assistant Corporate Secretary | |||||||
EXHIBIT INDEX
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Exhibit No. |
Exhibit Description |
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| Exhibit 99.1 | News Release dated July 8, 2019. | |
Exhibit 99.1
Encana Signs Agreement to Sell its Arkoma Basin Natural Gas Assets
CALGARY, July 8, 2019 — Encana Corporation (NYSE, TSX: ECA) today announced that its wholly owned subsidiary, Newfield Exploration Mid-Continent Inc., signed an agreement to sell its natural gas assets in Oklahoma’s Arkoma Basin to an undisclosed buyer. Total cash consideration to Encana under the transaction is $165 million. The agreement is subject to ordinary closing conditions, regulatory approvals and other adjustments and is expected to close in the third quarter of 2019.
“Along with our recently announced agreement to exit China, this transaction shows our commitment to realize value from non-core assets. Proceeds from this sale will be directed to our balance sheet,” said Doug Suttles, Encana President & CEO.
Encana’s Arkoma assets include approximately 140,000 net acres of leasehold and current production of approximately 77 million cubic feet equivalent per day (98% natural gas).
CIBC Griffis & Small provided advisory services to Encana for the transaction. Davis, Graham & Stubbs LLP served as Encana’s external legal counsel.
ADVISORY REGARDING FORWARD-LOOKING STATEMENTS—This news release contains forward-looking statements or information (collectively, “FLS”) within the meaning of applicable securities legislation, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. FLS include: expected consideration, including anticipated adjustments and use of proceeds therefrom; expectation that closing conditions and regulatory approvals will be satisfied and timing of closing; and commitment to realizing value from non-core assets. FLS involve assumptions, risks and uncertainties that may cause such statements not to occur or results to differ materially. These assumptions include: future commodity prices and differentials; assumptions in corporate guidance; and expectations and projections made in light of Encana’s historical experience and its perception of historical trends. Risks and uncertainties include: risks inherent to closing the transaction including whether it will close on a timely basis or at all; adjustments to expected proceeds; commodity price volatility; counterparty and credit risk; and other risks and uncertainties impacting Encana’s business, as described in its most recent Annual Report on Form 10-K and as described from time to time in Encana’s other periodic filings as filed on SEDAR and EDGAR. Although Encana believes such FLS are reasonable, there can be no assurance they will prove to be correct. The above assumptions, risks and uncertainties are not exhaustive. FLS are made as of the date hereof and, except as required by law, Encana undertakes no obligation to update or revise any FLS.
Further information on Encana Corporation is available on the company’s website, www.encana.com , or by contacting:
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Investor contacts: (281) 210-5110 (403) 645-3550 |
Media contact: (281) 210-5253 |
SOURCE: Encana Corporation