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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): APRIL 16, 2002
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PIONEER NATURAL RESOURCES COMPANY
(Exact name of Registrant as specified in its charter)
DELAWARE 75-2702753
(State or other 1-13245 (I.R.S. Employer
jurisdiction of incorporation) (Commission File Number) Identification Number)
5205 N. O'CONNOR BLVD.,
SUITE 1400,
IRVING, TEXAS
(Address of principal 75039
executive offices) (Zip code)
Registrant's telephone number, including area code: (972) 444-9001
NOT APPLICABLE
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On April 16, 2002, Pioneer Natural Resources Company, a Delaware
corporation, signed an Underwriting Agreement and related Terms Agreement for
the public issuance and sale of 10,000,000 shares of its common stock, par value
$.01 per share, and granted the underwriters an option to purchase an additional
1,500,000 shares solely to cover over-allotments, if any.
Credit Suisse First Boston, Banc of America Securities LLC, JPMorgan,
and Lehman Brothers are the joint lead managing underwriters. Deutsche Bank
Securities, Wachovia Securities, Friedman Billings Ramsey, Howard Weil, Johnson
Rice & Company, L.L.C., Petrie Parkman & Co. and Raymond James are co-managing
underwriters. The Underwriting Agreement and related Terms Agreement are filed
herewith as Exhibits 99.1 and 99.2, respectively.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
99.1 Underwriting Agreement dated April 16, 2002, among Pioneer Natural
Resources Company, Pioneer Natural Resources USA, Inc. and Credit
Suisse First Boston Corporation.
99.2 Terms Agreement dated April 16, 2002, among Pioneer Natural Resources
Company, Pioneer Natural Resources USA, Inc., Credit Suisse First
Boston Corporation, Banc of America Securities LLC, J.P. Morgan
Securities Inc. and Lehman Brothers Inc. as representatives of the
underwriters.
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 thereunto duly authorized.
PIONEER NATURAL RESOURCES COMPANY
By: /s/ Richard P. Dealy
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Richard P. Dealy
Vice President and Chief Accounting Officer
Date: April 17, 2002
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 Underwriting Agreement dated April 16, 2002, among Pioneer
Natural Resources Company, Pioneer Natural Resources USA, Inc.
and Credit Suisse First Boston Corporation.
99.2 Terms Agreement dated April 16, 2002, among Pioneer Natural
Resources Company, Pioneer Natural Resources USA, Inc., Credit
Suisse First Boston Corporation, Banc of America Securities
LLC, J.P. Morgan Securities Inc. and Lehman Brothers Inc. as
representatives of the underwriters.