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): June 22, 2004
Pioneer Natural Resources Company
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(Exact name of Registrant as specified in its charter)
Delaware 1-13245 75-2702753
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(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
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(Address of principal executive offices) (Zip Code)
(972) 444-9001
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Registrant's telephone number, including area code
Not applicable
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(Former name or former address, if changed since last report)
PIONEER NATURAL RESOURCES COMPANY
TABLE OF CONTENTS
Page
Item 5. Other Events.............................................. 3
Item 7. Financial Statements and Exhibits
(c) Exhibits............................................. 3
Signature........................................................... 4
Exhibit Index....................................................... 5
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PIONEER NATURAL RESOURCES COMPANY
Item 5. Other Events
On June 22, 2004, Pioneer Natural Resources Company (the "Company") as the
Borrower; JP Morgan Chase Bank as the Administrative Agent; JP Morgan Chase Bank
and Bank of America, N.A., as the Issuing Banks; Wachovia Bank, National
Association as the Syndication Agent; Bank of America, N.A., Bank One, N.A.,
Fleet National Bank and Wells Fargo Bank, National Association, as the
Co-Documentation Agents; and certain other lenders entered into a First
Amendment, dated as of June 9, 2004 (the "First Amendment"), to the Company's
$700,000,000 5-Year Revolving Credit Agreement dated as of December 16, 2003
(the "Credit Agreement"). The First Amendment is attached hereto as Exhibit
99.1.
The First Amendment changes certain definitions in the Credit Agreement,
including a change to remove reference to Pioneer Natural Resources USA, Inc., a
wholly-owned subsidiary of the Company ("Pioneer USA"), from the definition of
"Subsidiary Guarantor" and adds definitions for "First Amendment" and "Total
Adjusted Debt". As a result of the First Amendment, Pioneer USA is no longer a
guarantor of the Credit Agreement.
The indentures of the Company's senior notes provide for subsidiary
guarantees of the Company's senior notes equivalent to the subsidiary guarantees
imposed by the Credit Agreement as long as such guarantee was in existance.
Accordingly, the First Amendment removes Pioneer USA as a guarantor of the
Credit Agreement and has the effect of removing Pioneer USA as a guarantor of
the Company's senior notes.
Item 7. Financial Statements and Exhibits
(c) Exhibits
99.1 First Amendment to 5-Year Revolving Credit Agreement dated
as of June 9, 2004 among the Company, as the Borrower; JP
Morgan Chase Bank as the Administrative Agent; JP Morgan
Chase Bank and Bank of America, N.A., as the Issuing Banks;
Wachovia Bank, National Association as the Syndication
Agent; Bank of America, N.A., Bank One, N.A., Fleet National
Bank and Wells Fargo Bank, National Association, as the
Co-Documentation Agents and certain other lenders.
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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: June 25, 2004 By: /s/ Richard P. Dealy
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Richard P. Dealy
Vice President and Chief Accounting Officer
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PIONEER NATURAL RESOURCES COMPANY
EXHIBIT INDEX
Exhibit No. Description
99.1 (a) First Amendment to 5-Year Revolving Credit Agreement dated as of
June 9, 2004 among the Company, as the Borrower; JP Morgan Chase
Bank as the Administrative Agent; JP Morgan Chase Bank and Bank
of America, N.A., as the Issuing Banks; Wachovia Bank, National
Association as the Syndication Agent; Bank of America, N.A.,
Bank One, N.A., Fleet National Bank and Wells Fargo Bank,
National Association, as the Co-Documentation Agents and certain
other lenders.
5
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(a) filed herewith