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Key Production
Completes Merger
Monday September 30, 4:17 pm ET
DENVER--(BUSINESS WIRE)--Sept. 30, 2002--Key Production
Company, Inc. (NYSE:KP - News) today announced the completion
of the merger with the exploration and production and
gas marketing operations of Helmerich & Payne, Inc.
(NYSE:HP - News) to create a new U.S.-based independent
oil and gas company with an equity market value of approximately
$650 million.
The new publicly traded company will
be named Cimarex Energy Co. and will commence trading
on the New York Stock Exchange on October 1 under the
symbol XEC. As of the close of the market on September
30, 2002, Key will cease trading on the New York Stock
Exchange.
Helmerich & Payne established
September 27, 2002, as the record date for the pro rata
distribution of 26,591,321 shares of Cimarex Energy
Co. common stock to Helmerich & Payne, Inc. stockholders.
As of that date, there were 50,034,006 total shares
of Helmerich & Payne common stock outstanding. The
distribution is payable before the close of business
on September 30, 2002.
Key stockholders will receive approximately
14.1 million shares of Cimarex, or one share of Cimarex
for each share of Key that they own. As a result of
the spin off and merger with Key, approximately 65.25%
of Cimarex common stock will be held by stockholders
of Helmerich & Payne and 34.75% by the former stockholders
of Key.
Key's Chairman and Chief Executive
Officer F.H (Mick) Merelli stated: "We are extremely
pleased to have combined the operations of Key and Helmerich
& Payne's E&P division under one roof. The merger
creates a dynamic new company that will capitalize on
the respective strengths of both organizations with
a common goal of growing per-share reserves and net
asset value. The employees of both companies should
also be commended for all the hard work put into completing
the transaction." Merelli will also be the Chairman
and CEO of Cimarex.
The former shareholders of Key will
receive a Letter of Transmittal by mail for use in exchanging
their current shares forshares of Cimarex. The exchange
and transmittal process will begin promptly. Key's transfer
agent, Continental Stock Transfer & Trust Company,
will be responsible for the exchange process. Questions
concerning this process should be directed to Key's
transfer agent: 212/509-4000. Key stock certificates
should not be sent to Key, Cimarex or Helmerich &
Payne for exchange.
The initial announcement of the agreement
for merger was issued on February 25, 2002. The Cimarex
Form S-4 Registration Statement was declared effective
by the Securities and Exchange Commission on August
21, 2002. Beginning on August 22 proxy statements were
mailed to the stockholders of Key. The proxy statement
advised the stockholders of a special shareholder meeting
held on September 20, 2002, at which time the merger
was approved. The closing of the merger with Cimarex
was completed today.
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Contact:
Key Production Company, Inc.
Paul Korus, 303/295-3995
Key
Production news releases
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