Clayton Williams Energy 8-K 2012
Item 8.01. Other Events.
On March 14, 2012, and in accordance with the previously announced merger agreements between our wholly owned subsidiary, Southwest Royalties, Inc. (“SWR”), and the 24 limited partnerships of which SWR is the general partner (the “SWR Partnerships”), the SWR Partnerships were merged with and into SWR, with SWR continuing as the surviving entity in the mergers. At the effective time of the mergers, all of the units representing limited partnership interests in the SWR Partnerships, other than those held by SWR, were converted into the right to receive cash. SWR will not receive any cash payment for its partnership interests in the SWR Partnerships. However, as a result of the mergers, SWR acquired 100% of the assets and liabilities of the SWR Partnerships. SWR paid aggregate merger consideration of $38.6 million.
SWR obtained the funds to finance the aggregate merger consideration by conveying a volumetric production payment in the form of a term overriding royalty interest to a third party covering approximately 752,000 barrels of oil equivalents from specified properties acquired in the mergers.
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 thereto duly authorized.