CLR » Topics » PART IV

These excerpts taken from the CLR 10-K filed Feb 27, 2009.

Part I

You should read this entire report carefully, including “Risk Factors” and our historical consolidated financial statements and the notes to those historical consolidated financial statements included elsewhere in this report. Unless the context otherwise requires, references in this report to “Continental Resources,” “we,” us,” “our,” or “ours” refer to Continental Resources, Inc., and its subsidiary.

 

Item 1. Business

Part I

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">You should read this entire report carefully, including “Risk Factors” and our historical consolidated financial statements and the notes to
those historical consolidated financial statements included elsewhere in this report. Unless the context otherwise requires, references in this report to “Continental Resources,” “we,” us,” “our,” or
“ours” refer to Continental Resources, Inc., and its subsidiary.

 





Item 1.Business

Part II

 

Item 5. Market for Registrant’s Common Equity and Related Shareholder Matters

Our common stock is listed on the New York Stock Exchange and trades under the symbol “CLR.” The following table sets forth quarterly high and low sales prices since May 14, 2007, when we became a publicly traded company, and cash dividends declared for each quarter of the previous two years.

 

     2008    2007
     First
Quarter
   Second
Quarter
   Third
Quarter
   Fourth
Quarter
   First
Quarter
   Second
Quarter
   Third
Quarter
   Fourth
Quarter

High

   $ 32.06    $ 76.10    $ 83.81    $ 39.74    $ —      $ 16.40    $ 18.97    $ 27.62

Low

     20.55      30.55      31.44      12.01      —        14.00      14.11      18.05

Cash Dividend

     —        —        —        —        0.12      0.21      —        —  

We declared cash dividends to our shareholders of record for tax purposes and, subject to forfeiture, to holders of unvested restricted stock during such time as we were a subchapter S corporation. On January 10, 2007, we declared a cash dividend of approximately $18.8 million to our shareholders for tax purposes and, subject to forfeiture, to holders of unvested restricted stock. On January 31, 2007, we paid $18.7 million of the dividend declared. On March 6, 2007, we declared a cash dividend of approximately $33.3 million payable in April 2007 to our shareholders of record as of March 15, 2007, for tax purposes and, subject to forfeiture, to holders of unvested restricted stock. In connection with the completion of our offering on May 14, 2007, we converted from a subchapter S corporation to a subchapter C corporation, and we do not anticipate paying any additional cash dividends on our common stock in the foreseeable future. As of February 23, 2009, the number of record holders of our common stock was 54. Management believes, after inquiry, that the number of beneficial owners of our common stock is approximately 28,000. On February 23, 2009, the last reported sales price of our Common Stock, as reported on the NYSE, was $15.18 per share.

The following table summarizes our purchases of our common stock during the fourth quarter of 2008:

 

Period

  (a) Total
number
of shares
purchased
  (b) Average
price paid
per share
  (c) Total number of
shares purchased as
part of publicly
announced plans
or programs
  (d) Maximum number
of shares that may
yet be purchased
under the plans
or program

October 1, 2008 to October 31, 2008

  60,295   $ 29.28   —     —  

November 1, 2008 to November 30, 2008

  14,214   $ 26.37   —     —  

December 1, 2008 to December 31, 2008

  14,722   $ 17.94   —     —  
                 

Total

  89,231   $ 26.94   —     —  

All shares purchased above represent shares issued pursuant to stock option exercises or restricted stock grants that were surrendered to cover taxes required to be withheld. We paid the amounts above to the Internal Revenue Service for the required withholding. See Notes to Consolidated Financial StatementsNote 13. Stock Compensation.

 

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Part II

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 





Item 5.Market for Registrant’s Common Equity and Related Shareholder Matters

FACE="Times New Roman" SIZE="2">Our common stock is listed on the New York Stock Exchange and trades under the symbol “CLR.” The following table sets forth quarterly high and low sales prices since May 14, 2007, when we became a
publicly traded company, and cash dividends declared for each quarter of the previous two years.

 




































































































































   2008  2007
   First
Quarter
  Second
Quarter
  Third
Quarter
  Fourth
Quarter
  First
Quarter
  Second
Quarter
  Third
Quarter
  Fourth
Quarter

High

  $32.06  $76.10  $83.81  $39.74  $—    $16.40  $18.97  $27.62

Low

   20.55   30.55   31.44   12.01   —     14.00   14.11   18.05

Cash Dividend

   —     —     —     —     0.12   0.21   —     —  

We declared cash dividends to our shareholders of record for tax purposes and, subject to
forfeiture, to holders of unvested restricted stock during such time as we were a subchapter S corporation. On January 10, 2007, we declared a cash dividend of approximately $18.8 million to our shareholders for tax purposes and, subject to
forfeiture, to holders of unvested restricted stock. On January 31, 2007, we paid $18.7 million of the dividend declared. On March 6, 2007, we declared a cash dividend of approximately $33.3 million payable in April 2007 to our
shareholders of record as of March 15, 2007, for tax purposes and, subject to forfeiture, to holders of unvested restricted stock. In connection with the completion of our offering on May 14, 2007, we converted from a subchapter S
corporation to a subchapter C corporation, and we do not anticipate paying any additional cash dividends on our common stock in the foreseeable future. As of February 23, 2009, the number of record holders of our common stock was 54. Management
believes, after inquiry, that the number of beneficial owners of our common stock is approximately 28,000. On February 23, 2009, the last reported sales price of our Common Stock, as reported on the NYSE, was $15.18 per share.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">The following table summarizes our purchases of our common stock during the fourth quarter of 2008:

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 
















































































Period

 (a) Total
number
of shares
purchased
 (b) Average
price paid
per share
 (c) Total number of
shares purchased as
part of publicly
announced plans
or
programs
 (d) Maximum number
of shares that may
yet be purchased
under the plans
or program

October 1, 2008 to October 31, 2008

 60,295 $29.28 —   —  

November 1, 2008 to November 30, 2008

 14,214 $26.37 —   —  

December 1, 2008 to December 31, 2008

 14,722 $17.94 —   —  
         

Total

 89,231 $26.94 —   —  

All shares purchased above represent shares issued pursuant to stock option exercises or
restricted stock grants that were surrendered to cover taxes required to be withheld. We paid the amounts above to the Internal Revenue Service for the required withholding. See Notes to Consolidated Financial StatementsNote 13.
Stock Compensation.

 


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PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

Information as to Item 10 will be set forth in the Proxy Statement for the Annual Meeting of Shareholders to be held on May 28, 2009, (the “Annual Meeting”) and is incorporated herein by reference.

 

Item 11. Executive Compensation

Information as to Item 11 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Information as to Item 12 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 

Item 13. Certain Relationships and Related Transactions

The information as to Item 13 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 

Item 14. Principal Accountant Fees and Services

The information as to Item 14 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 

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PART IV

 

Item 15. Exhibits and Financial Statement Schedules

(1) Financial Statements

The Consolidated Financial Statements of Continental Resources, Inc. and the Report of the Independent Registered Public Accounting Firm are included in Item 8 of this report beginning on page 54.

(2) Financial Statement Schedules

None.

(3) Index to Exhibits

The exhibits marked with the asterisk symbol (*) are filed or furnished (in the case of Exhibit 32) with this Form 10-K. The exhibits marked with the cross symbol (†) are management contracts or compensatory plans or arrangements filed pursuant to Item 601(b)(10)(iii) of Regulation S-K.

 

  3.1    Third Amended and Restated Certificate of Incorporation of Continental Resources, Inc. filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861) filed May 22, 2007 and incorporated herein by reference.
  3.2   

Second Amended and Restated Bylaws of Continental Resources, Inc. filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861) filed May 22, 2007

and incorporated herein by reference.

  4.1    Registration Rights Agreement filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861) filed May 22, 2007 and incorporated herein by reference.
  4.2    Specimen Common Stock Certificate filed as Exhibit 4.1 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.1    Sixth Amended and Restated Credit Agreement among Union Bank of California, N.A., Guaranty Bank, FSB, Fortis Capital Corp., The Royal Bank of Scotland plc, other financial institutions and banks and Continental Resources, Inc. dated April 12, 2006 filed as Exhibit 10.1 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.2    Omnibus Agreement among Continental Resources, Inc., Hiland Partners, LLC, Harold Hamm, Hiland Partners GP, LLC, Continental Gas Holdings, Inc. and Hiland Partners, LP effective as of the closing of Hiland Partners, LP’s initial public offering of common units on October 22, 2004 (incorporated by reference to Exhibit 10.10 to the Annual Report on Form 10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No. 000-51120).
10.3    Compression Services Agreement among Hiland Partners, LP and Continental Resources, Inc. effective as of January 28, 2005 (incorporated by reference to Exhibit 10.3 to the Annual Report on Form 10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No. 000-51120).
10.4    Gas Purchase Contract between Continental Resources, Inc. and Hiland Partners, LP dated November 8, 2005 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Hiland Partners, LP filed on November 10, 2005, Commission File No. 000-51120).
10.5    Strategic Customer Relationship Agreement among Complete Energy Services, Inc., CES Mid-Continent Hamm, Inc. and Continental Resources, Inc. dated October 14, 2004 (incorporated by reference to Exhibit 10.12 to the Registration Statement on Form S-1 of Complete Production Services, Inc. filed on November 15, 2005, Commission File No. 333-128750).

 

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10.6†    Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.6 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.7†    First Amendment to Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.7 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.8†    Form of Incentive Stock Option Agreement filed as Exhibit 10.8 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.9†    Amended and Restated Continental Resources, Inc. 2005 Long-Term Incentive Plan effective as of April 3, 2006 filed as Exhibit 10.9 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.10†    Form of Restricted Stock Award Agreement filed as Exhibit 10.10 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.11†    Amended and Restated Employment Agreement between Continental Resources, Inc. and Mark E. Monroe dated April 3, 2006 filed as Exhibit 10.11 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.12†    Form of Indemnification Agreement between Continental Resources, Inc. and each of the directors and executive officers thereof filed as Exhibit 10.12 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.13†    Membership Interest Assignment Agreement by and between Continental Resources, Inc., the Harold Hamm Revocable Inter Vivos Trust, the Harold Hamm HJ Trust and the Harold Hamm DST Trust dated March 30, 2006 filed as Exhibit 10.13 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.14    Crude oil gathering agreement between Banner Pipeline Company, L.L.C., a wholly owned subsidiary of Continental Resources, Inc. and Banner Transportation Company dated July 11, 2007 filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861) filed July 11, 2007 and incorporated herein by reference.
10.15*    Amendment No. 1 Dated as of April 17, 2007 to the Sixth Amended and Restated Credit Agreement.
10.16*    Commitment Increase Agreement and Amendment No. 2 Dated as of January 23, 2008 to the Sixth Amended and Restated Credit Agreement.
10.17*    Amendment No. 3 Dated as of December 22, 2008, to the Sixth Amended and Restated Credit Agreement.
10.18*    Commitment Increase Agreement and Amendment No. 4 Dated as of December 23, 2008 to the Sixth Amended and Restated Credit Agreement.
10.19†*    Summary of Non-Employee Director Compensation.
21.1*    Subsidiaries of Continental Resources, Inc.
23.1*    Consent of Grant Thornton LLP.
23.2*    Consent of Ryder Scott Company, L.P.
31.1*    Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
31.2*    Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
32*    Certification of the Company’s Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

 

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PART III

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 





Item 10.Directors, Executive Officers and Corporate Governance

SIZE="2">Information as to Item 10 will be set forth in the Proxy Statement for the Annual Meeting of Shareholders to be held on May 28, 2009, (the “Annual Meeting”) and is incorporated herein by reference.

STYLE="font-size:18px;margin-top:0px;margin-bottom:0px"> 





Item 11.Executive Compensation

Information as to
Item 11 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 





Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Information as to Item 12 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

STYLE="font-size:18px;margin-top:0px;margin-bottom:0px"> 





Item 13.Certain Relationships and Related Transactions

The
information as to Item 13 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 





Item 14.Principal Accountant Fees and Services

The
information as to Item 14 will be set forth in the Proxy Statement for the Annual Meeting and is incorporated herein by reference.

 


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PART IV

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 





Item 15.Exhibits and Financial Statement Schedules

(1) Financial
Statements

The Consolidated Financial Statements of Continental Resources, Inc. and the Report of the Independent Registered Public
Accounting Firm are included in Item 8 of this report beginning on page 54.

(2) Financial Statement Schedules

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">None.

(3) Index to Exhibits

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">The exhibits marked with the asterisk symbol (*) are filed or furnished (in the case of Exhibit 32) with this Form 10-K. The exhibits marked with
the cross symbol (†) are management contracts or compensatory plans or arrangements filed pursuant to Item 601(b)(10)(iii) of Regulation S-K.

 




































































  3.1  Third Amended and Restated Certificate of Incorporation of Continental Resources, Inc. filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861)
filed May 22, 2007 and incorporated herein by reference.
  3.2  

Second Amended and Restated Bylaws of Continental Resources, Inc. filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K (Commission
File No. 001-328861) filed May 22, 2007

and incorporated herein by reference.

  4.1  Registration Rights Agreement filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861) filed May 22, 2007 and incorporated herein by reference.
  4.2  Specimen Common Stock Certificate filed as Exhibit 4.1 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by
reference.
10.1  Sixth Amended and Restated Credit Agreement among Union Bank of California, N.A., Guaranty Bank, FSB, Fortis Capital Corp., The Royal Bank of Scotland plc, other financial institutions and banks
and Continental Resources, Inc. dated April 12, 2006 filed as Exhibit 10.1 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.2  Omnibus Agreement among Continental Resources, Inc., Hiland Partners, LLC, Harold Hamm, Hiland Partners GP, LLC, Continental Gas Holdings, Inc. and Hiland Partners, LP effective as of the
closing of Hiland Partners, LP’s initial public offering of common units on October 22, 2004 (incorporated by reference to Exhibit 10.10 to the Annual Report on Form 10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No.
000-51120).
10.3  Compression Services Agreement among Hiland Partners, LP and Continental Resources, Inc. effective as of January 28, 2005 (incorporated by reference to Exhibit 10.3 to the Annual Report on Form
10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No. 000-51120).
10.4  Gas Purchase Contract between Continental Resources, Inc. and Hiland Partners, LP dated November 8, 2005 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of
Hiland Partners, LP filed on November 10, 2005, Commission File No. 000-51120).
10.5  Strategic Customer Relationship Agreement among Complete Energy Services, Inc., CES Mid-Continent Hamm, Inc. and Continental Resources, Inc. dated October 14, 2004 (incorporated by reference to
Exhibit 10.12 to the Registration Statement on Form S-1 of Complete Production Services, Inc. filed on November 15, 2005, Commission File No. 333-128750).

 


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10.6†  Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.6 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and
incorporated herein by reference.
10.7†  First Amendment to Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.7 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April
14, 2006 and incorporated herein by reference.
10.8†  Form of Incentive Stock Option Agreement filed as Exhibit 10.8 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated
herein by reference.
10.9†  Amended and Restated Continental Resources, Inc. 2005 Long-Term Incentive Plan effective as of April 3, 2006 filed as Exhibit 10.9 to the Company’s registration statement on Form S-1
(Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.10†  Form of Restricted Stock Award Agreement filed as Exhibit 10.10 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated
herein by reference.
10.11†  Amended and Restated Employment Agreement between Continental Resources, Inc. and Mark E. Monroe dated April 3, 2006 filed as Exhibit 10.11 to the Company’s registration statement on
Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.12†  Form of Indemnification Agreement between Continental Resources, Inc. and each of the directors and executive officers thereof filed as Exhibit 10.12 to the Company’s registration statement
on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.13†  Membership Interest Assignment Agreement by and between Continental Resources, Inc., the Harold Hamm Revocable Inter Vivos Trust, the Harold Hamm HJ Trust and the Harold Hamm DST Trust dated
March 30, 2006 filed as Exhibit 10.13 to the Company’s registration statement on Form S-1 (Commission File No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.14  Crude oil gathering agreement between Banner Pipeline Company, L.L.C., a wholly owned subsidiary of Continental Resources, Inc. and Banner Transportation Company dated July 11, 2007 filed as
Exhibit 99.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-328861) filed July 11, 2007 and incorporated herein by reference.
10.15*  Amendment No. 1 Dated as of April 17, 2007 to the Sixth Amended and Restated Credit Agreement.
10.16*  Commitment Increase Agreement and Amendment No. 2 Dated as of January 23, 2008 to the Sixth Amended and Restated Credit Agreement.
10.17*  Amendment No. 3 Dated as of December 22, 2008, to the Sixth Amended and Restated Credit Agreement.
10.18*  Commitment Increase Agreement and Amendment No. 4 Dated as of December 23, 2008 to the Sixth Amended and Restated Credit Agreement.
10.19†*  Summary of Non-Employee Director Compensation.
21.1*  Subsidiaries of Continental Resources, Inc.
23.1*  Consent of Grant Thornton LLP.
23.2*  Consent of Ryder Scott Company, L.P.
31.1*  Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
31.2*  Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
32*  Certification of the Company’s Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

 


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These excerpts taken from the CLR 10-K filed Mar 17, 2008.

PART IV

 

Item 15. Exhibits and Financial Statement Schedules

 

  3.1    Third Amended and Restated Certificate of Incorporation of Continental Resources, Inc. filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed May 22, 2007 and incorporated herein by reference.
  3.2    Second Amended and Restated Bylaws of Continental Resources, Inc. filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K filed May 22, 2007 and incorporated herein by reference.
  4.1    Registration Rights Agreement filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed May 22, 2007 and incorporated herein by reference.
  4.2    Specimen Common Stock Certificate filed as Exhibit 4.1 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.1    Sixth Amended and Restated Credit Agreement among Union Bank of California, N.A., Guaranty Bank, FSB, Fortis Capital Corp., The Royal Bank of Scotland plc, other financial institutions and banks and Continental Resources, Inc. dated April 12, 2006 filed as Exhibit 10.1 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.2    Omnibus Agreement among Continental Resources, Inc., Hiland Partners, LLC, Harold Hamm, Hiland Partners GP, LLC, Continental Gas Holdings, Inc. and Hiland Partners, LP effective as of the closing of Hiland Partners, LP’s initial public offering of common units (incorporated by reference to Exhibit 10.10 to the Annual Report on Form 10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No. 000-51120).
10.3    Compression Services Agreement among Hiland Partners, LP and Continental Resources, Inc. effective as of January 28, 2005 (incorporated by reference to Exhibit 10.3 to the Annual Report on Form 10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No. 000-51120).
10.4    Gas Purchase Contract between Continental Resources, Inc. and Hiland Partners, LP dated November 8, 2005 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Hiland Partners, LP filed on November 10, 2005, Commission File No. 000-51120).
10.5    Strategic Customer Relationship Agreement among Complete Energy Services, Inc., CES Mid-Continent Hamm, Inc. and Continental Resources, Inc. dated October 14, 2004 (incorporated by reference to Exhibit 10.12 to the Registration Statement on Form S-1 of Complete Production Services, Inc. filed on November 15, 2005, Commission File No. 333-128750).
10.6    Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.6 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.7    First Amendment to Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.7 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.8    Form of Incentive Stock Option Agreement filed as Exhibit 10.8 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.9    Amended and Restated Continental Resources, Inc. 2005 Long-Term Incentive Plan effective as of April 3, 2006 filed as Exhibit 10.9 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.

 

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10.10    Form of Restricted Stock Award Agreement filed as Exhibit 10.10 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.11    Amended and Restated Employment Agreement between Continental Resources, Inc. and Mark E. Monroe dated April 3, 2006 filed as Exhibit 10.11 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.12    Form of Indemnification Agreement between Continental Resources, Inc. and each of the directors and executive officers thereof filed as Exhibit 10.12 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.13    Membership Interest Assignment Agreement by and between Continental Resources, Inc., the Harold Hamm Revocable Inter Vivos Trust, the Harold Hamm HJ Trust and the Harold Hamm DST Trust dated March 30, 2006 filed as Exhibit 10.13 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.14    Crude oil gathering agreement between Banner Pipeline Company, LLC, a wholly owned subsidiary of Continental Resources, Inc. and Banner Transportation Company dated July 11, 2007 filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed July 11, 2007 and incorporated herein by reference.
21.1*    Subsidiaries of Continental Resources, Inc.
23.1*    Consent of Grant Thornton LLP.
23.2*    Consent of Ryder Scott Company, L.P.
31.1*    Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
31.2*    Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
32*    Certification of the Company’s Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

 

* Filed herewith

 

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PART IV

 






Item 15.
Exhibits and Financial Statement Schedules

 
































































































  3.1  Third Amended and Restated Certificate of Incorporation of Continental Resources, Inc. filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed May 22, 2007 and
incorporated herein by reference.
  3.2  Second Amended and Restated Bylaws of Continental Resources, Inc. filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K filed May 22, 2007 and incorporated herein by reference.
  4.1  Registration Rights Agreement filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed May 22, 2007 and incorporated herein by reference.
  4.2  Specimen Common Stock Certificate filed as Exhibit 4.1 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.1  Sixth Amended and Restated Credit Agreement among Union Bank of California, N.A., Guaranty Bank, FSB, Fortis Capital Corp., The Royal Bank of Scotland plc, other financial institutions and banks
and Continental Resources, Inc. dated April 12, 2006 filed as Exhibit 10.1 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.2  Omnibus Agreement among Continental Resources, Inc., Hiland Partners, LLC, Harold Hamm, Hiland Partners GP, LLC, Continental Gas Holdings, Inc. and Hiland Partners, LP effective as of the
closing of Hiland Partners, LP’s initial public offering of common units (incorporated by reference to Exhibit 10.10 to the Annual Report on Form 10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No.
000-51120).
10.3  Compression Services Agreement among Hiland Partners, LP and Continental Resources, Inc. effective as of January 28, 2005 (incorporated by reference to Exhibit 10.3 to the Annual Report on Form
10-K of Hiland Partners, LP filed on March 30, 2005, Commission File No. 000-51120).
10.4  Gas Purchase Contract between Continental Resources, Inc. and Hiland Partners, LP dated November 8, 2005 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of
Hiland Partners, LP filed on November 10, 2005, Commission File No. 000-51120).
10.5  Strategic Customer Relationship Agreement among Complete Energy Services, Inc., CES Mid-Continent Hamm, Inc. and Continental Resources, Inc. dated October 14, 2004 (incorporated by reference to
Exhibit 10.12 to the Registration Statement on Form S-1 of Complete Production Services, Inc. filed on November 15, 2005, Commission File No. 333-128750).
10.6  Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.6 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated
herein by reference.
10.7  First Amendment to Continental Resources, Inc. 2000 Stock Option Plan filed as Exhibit 10.7 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006
and incorporated herein by reference.
10.8  Form of Incentive Stock Option Agreement filed as Exhibit 10.8 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by
reference.
10.9  Amended and Restated Continental Resources, Inc. 2005 Long-Term Incentive Plan effective as of April 3, 2006 filed as Exhibit 10.9 to the Company’s registration statement on Form S-1
(file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.

 


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10.10  Form of Restricted Stock Award Agreement filed as Exhibit 10.10 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by
reference.
10.11  Amended and Restated Employment Agreement between Continental Resources, Inc. and Mark E. Monroe dated April 3, 2006 filed as Exhibit 10.11 to the Company’s registration statement on
Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.12  Form of Indemnification Agreement between Continental Resources, Inc. and each of the directors and executive officers thereof filed as Exhibit 10.12 to the Company’s registration statement
on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.13  Membership Interest Assignment Agreement by and between Continental Resources, Inc., the Harold Hamm Revocable Inter Vivos Trust, the Harold Hamm HJ Trust and the Harold Hamm DST Trust dated
March 30, 2006 filed as Exhibit 10.13 to the Company’s registration statement on Form S-1 (file No. 333-132257) filed April 14, 2006 and incorporated herein by reference.
10.14  Crude oil gathering agreement between Banner Pipeline Company, LLC, a wholly owned subsidiary of Continental Resources, Inc. and Banner Transportation Company dated July 11, 2007 filed as
Exhibit 99.1 to the Company’s Current Report on Form 8-K filed July 11, 2007 and incorporated herein by reference.
21.1*  Subsidiaries of Continental Resources, Inc.
23.1*  Consent of Grant Thornton LLP.
23.2*  Consent of Ryder Scott Company, L.P.
31.1*  Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
31.2*  Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)
32*  Certification of the Company’s Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

 





*Filed herewith

 


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