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: September 30, 2002
HELMERICH & PAYNE, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-4221 73-0679879
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(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification
incorporation) Number)
Utica at Twenty-first Street, Tulsa, Oklahoma 74114
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(Address of principal executive offices) (Zip Code)
(918) 742-5531
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Page 1 of 3 Pages.
Item 5. Other Events and Regulation FD Disclosure.
On September 30, 2002, Helmerich & Payne, Inc. issued the following
press release:
"TULSA- Helmerich & Payne, Inc. (NYSE:HP) today announced the
completion of the spin-off of Cimarex Energy Co. (NYSE:XEC). Helmerich
& Payne also announced the completion of the subsequent merger of Key
Production Company, Inc. (NYSE: KP) and a subsidiary of Cimarex Energy
Co. to create a new U.S.-based independent oil and gas company with an
equity market value of approximately $650 million. Cimarex Energy Co.
will commence trading on the New York Stock Exchange on October 1, 2002
under the symbol XEC. As of the close of the market on September 30,
2002, Key will cease trading on the New York Stock Exchange.
President and CEO, Hans Helmerich, commented: "We are excited about
the future of Cimarex. This combination creates a new company with a
critical mass of quality properties and a strong and experienced team
of people. Additionally, Cimarex has the financial strength to pursue
growth opportunities going forward. At the same time, this
transaction provides for Helmerich & Payne, Inc. a greater visibility
for the growth we are experiencing as the industry's premier land
drilling contractor. I appreciate the hard work and commitment of the
people that brought about today's successful deal completion".
On September 27, 2002, Helmerich & Payne established 0.53146496005 as
the distribution ratio for the previously declared distribution of
Cimarex Energy Co. common stock to the stockholders of Helmerich &
Payne. Holders of record of Helmerich & Payne common stock as of the
close of business on September 27, 2002, will receive 0.53146496005 of
a share of Cimarex Energy Co. common stock for every share of Helmerich
& Payne common stock then owned.
The distribution ratio was determined by dividing the 26,591,321 shares
of Cimarex Energy Co. common stock to be distributed by 50,034,006, the
total number of shares of Helmerich & Payne common stock outstanding as
of the close of business on the record date. The distribution is
payable on September 30, 2002."
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SIGNATURES
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, thereunto duly authorized.
HELMERICH & PAYNE, INC.
(Registrant)
By: /s/ STEVEN R. MACKEY
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Name: Steven R. Mackey
Title: Vice President
Dated: September 30, 2002
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