Shareholders of Continental Resources, Inc. (CLR) have approved the Company's purchase of the assets of Wheatland Oil Inc. of Enid, Oklahoma. Wheatland's principal assets are an ownership of approximately 5% of the interest acquired by Continental Resources in all leases and wells in a defined portion of the Bakken play pursuant to a participation agreement effective January 1, 2002.
The transaction is expected to be completed on Monday, August 13, 2012 by the transfer of approximately 3.9 million shares of Continental Resources common stock to the owners of Wheatland Oil.
Wheatland's assets include 37,900 net acres in the North Dakota and Montana Bakken play and interests in more than 1,000 gross wells, with net proved reserves of 17 MMBoe (million barrels of oil equivalent) as of year-end 2011 and production of 2.5 MBoepd (thousand barrels of oil equivalent per day) in December 2011.
Wheatland is owned 75% by the Revocable Inter Vivos Trust of Harold G. Hamm, of which Harold Hamm is sole trustee and beneficiary, and 25% by Jeff Hume. Mr. Hamm is Chairman of the Board, Chief Executive Officer and the majority shareholder of Continental Resources. Mr. Hume is Vice Chairman of Strategic Growth Initiatives of Continental Resources.
A special independent and disinterested committee of Continental Resources' Board of Directors was formed to consider and evaluate the proposed transaction with Wheatland, to determine whether to pursue a transaction with Wheatland and, to the extent a determination to pursue such a transaction was made, to negotiate the terms of the purchase and sale agreement for Continental Resources, and make a recommendation to the disinterested members of the Continental Resources' Board of Directors as to the advisability of the transaction. Evercore Partners served as independent financial advisor for the committee and Weil, Gotshal & Manges LLP served as independent counsel for the committee.
Today's shareholder vote was conducted in compliance with Section 312.03(b) of the New York Stock Exchange Listed Company Manual and as required under the terms of the purchase and sale agreement. More than 99 percent of shareholders who voted approved the transaction. In addition, the proposal was approved by a wide majority of votes cast by Continental Resources' shareholders other than members of Continental Resources' Board of Directors, Continental Resources' executive officers, Mr. Hamm and his affiliates, and Mr. Hume and his affiliates.