8-KOther EventsExhibits & Filings

CONOCOPHILLIPS 8-K Report, Corporate Update (Feb 22, 2006)

Filed February 22, 2006For Securities:COP

Summary

ConocoPhillips (COP) announced on February 21, 2006, that the waiting period under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 has expired concerning its proposed acquisition of Burlington Resources. This antitrust clearance is a significant step towards completing the transaction, which is still subject to Burlington Resources shareholder approval and other customary closing conditions. The company expects the acquisition to close in the first half of 2006. Investors are advised that further detailed information regarding the merger, including the Form S-4 and proxy statements, will be filed with the SEC and made available for review. These documents will contain crucial information for making informed voting or investment decisions.

Key Highlights

  • 1Expiration of HSR antitrust waiting period for ConocoPhillips' acquisition of Burlington Resources.
  • 2Acquisition is a significant step closer to completion following antitrust clearance.
  • 3Transaction remains subject to Burlington Resources shareholder approval.
  • 4Other customary closing conditions must also be met.
  • 5The acquisition is anticipated to be completed in the first half of 2006.
  • 6ConocoPhillips and Burlington Resources will file Form S-4 and proxy statements with the SEC.
  • 7Investors are urged to review all SEC filings related to the merger for important information.

Frequently Asked Questions

The primary update is the announcement that the Hart-Scott-Rodino (HSR) antitrust waiting period has expired for ConocoPhillips' proposed acquisition of Burlington Resources. This signifies a major regulatory hurdle has been cleared.

ConocoPhillips expects the transaction to be completed in the first half of 2006, provided that Burlington Resources shareholders approve the deal and all other customary closing conditions are met.

Investors should look for the forthcoming Form S-4 filing by ConocoPhillips and the proxy statement from Burlington Resources. These documents will contain comprehensive details about the merger and are crucial for making informed voting or investment decisions. They will be available on the SEC's website and directly from the companies.

Yes, besides the cleared antitrust review, the acquisition is still contingent upon approval from Burlington Resources' shareholders and the satisfaction of other customary closing conditions.