Item 2.01. Completion of Acquisition or Disposition of Assets
On
The aggregate consideration paid by Merger Sub in the Offer and the Merger to
purchase all outstanding Shares (other than the Shares already owned by the Hamm
Family), was approximately
The information contained in the Introductory Note of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.
2
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Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing
In connection with the consummation of the Merger, the Company: (i) notified the
Item 3.03. Material Modification to Rights of Security Holders
The information contained in the Introductory Note and Items 2.01 and 3.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Upon completion of the Merger on
Pursuant to the Merger Agreement, the officers of the Company immediately prior to the Effective Time continued as the officers of the Company as the surviving corporation following the Effective Time and will hold office at the pleasure of the board of directors of the Company as the surviving corporation and in accordance with the Company's bylaws.
Item 8.01. Other Items
On
Item 9.01. Financial Statements and Exhibits
(d) The following exhibits are included with this Report:
Exhibit Number Description 2.1 Agreement and Plan of Merger, dated as ofOctober 16, 2022 , by and betweenContinental Resources, Inc. andOmega Acquisition, Inc. (incorporated by reference to Exhibit 2.1 toContinental Resources Inc.'s Current Report on Form 8-K (Commission File No. 001-32886) filedOctober 17, 2022 ). 99.1 Press release, datedNovember 22, 2022 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
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