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): January 17, 2007
ENCORE ACQUISITION COMPANY
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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001-16295
(Commission
File Number)
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75-2759650
(IRS Employer
Identification No.) |
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777 Main Street, Suite 1400, Fort Worth, Texas
(Address of principal executive offices)
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76102
(Zip Code) |
Registrant’s telephone number, including area code: (817) 877-9955
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure
Encore Acquisition Company (“Encore”) has announced its intention to form a master limited
partnership, or MLP, that will engage in an initial public offering of common units representing
limited partner interests. The MLP is expected to own certain Wyoming oil and natural gas
properties to be acquired from subsidiaries of Anadarko Petroleum Corporation and certain legacy
oil and natural gas properties currently owned by Encore. Net proceeds from the initial public offering
are expected to be used to repay indebtedness incurred in connection with the acquired properties.
A copy of the press release announcing the proposed offering is attached as Exhibit 99.1 hereto and
is incorporated herein by reference.
Encore’s announcement shall not constitute an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of any securities in any state or jurisdiction in
which the offer, solicitation or sale of securities would be unlawful. The securities will only be
offered and sold pursuant to a registration statement filed under the Securities Act of 1933, as
amended.
The information being furnished pursuant to Item 7.01 of this Form 8-K and in Exhibit 99.1
shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of
1934 (the “Exchange Act”) or otherwise be subject to the liabilities of that section, nor shall it
be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act,
except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The exhibit listed below is being furnished pursuant to Item 7.01 of this Form 8-K:
99.1
Press Release dated January 17, 2007 regarding proposed MLP offering