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 4,
2023
OCCIDENTAL PETROLEUM CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Delaware
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1-09210
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95-4035997
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS
Employer Identification No.)
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5 Greenway Plaza, Suite 110
Houston, Texas
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77046
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(Address of
Principal Executive Offices)
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(Zip
Code)
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Registrant’s Telephone Number, Including Area Code: (713) 215-7000
Not Applicable
(Former Name or Former Address, if Changed Since Last
Report)
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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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Name of Each Exchange on Which
Registered
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Common Stock, $0.20 par
value
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OXY
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New York Stock Exchange
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Warrants to Purchase Common Stock,
$0.20 par value
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OXY WS
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17
CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
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Item 2.02 |
Results of Operations and Financial
Condition.
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On January 4, 2023, Occidental Petroleum Corporation (“Occidental”
or the “Company”) provided a financial and operational update. The
information set forth under “Item 7.01 Regulation FD Disclosure” is
incorporated herein by reference.
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Item 7.01 |
Regulation FD Disclosure.
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Financial
Update
During the fourth quarter of 2022, Occidental completed its $3
billion share repurchase program and took steps to further improve
its balance sheet.
Following the third quarter 2022 earnings call, Occidental repaid
approximately $940 million of debt and retired $450 million of
notional interest rate swaps for approximately $170 million in
cash.
During fiscal year 2022, Occidental repaid over $10.5 billion of
debt, including over $1.1 billion in the fourth quarter, reducing
the face value of its debt to below $18 billion. Occidental has now
retired all outstanding interest rate swaps.
Operational
Update
The late December 2022 North American Winter Storm Elliott resulted
in third party and company operated downtime, primarily related to
compression, that impacted Occidental’s domestic onshore
operations. While normal operations have resumed, average Permian
and Rockies production in the fourth quarter of 2022 is expected to
be impacted by a combined 10 Mboe per day (thousands of barrels
equivalent per day).
The information contained in this Current Report on Form 8-K
(“Current Report”) shall not be deemed to be “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and shall not be incorporated by reference
into any filings made by the Company under the Securities Act of
1933, as amended, or the Exchange Act, except as may be expressly
set forth by specific reference in such filing.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report contains “forward-looking statements” within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995, including but not limited
to statements about Occidental’s expectations, beliefs, plans or
forecasts. All statements other than statements of historical fact
are “forward-looking statements” for purposes of federal and state
securities laws, and they include, but are not limited to: any
statements of belief and any statements regarding the projected
impact of Winter Storm Elliott. Words such as “project,” “expect”
or similar expressions that convey the prospective nature of events
or outcomes are generally indicative of forward-looking statements.
You should not place undue reliance on these forward-looking
statements, which speak only as of the date of this Current Report.
Unless legally required, Occidental does not undertake any
obligation to update, modify or withdraw any forward-looking
statements as a result of new information, future events or
otherwise.
Although Occidental believes that the expectations reflected in any
of its forward-looking statements are reasonable, actual results
may differ from anticipated results, sometimes materially. Factors
that could cause results to differ from those projected or assumed
in any forward-looking statement include, but are not limited to
those factors found in Occidental’s filings with the U.S.
Securities and Exchange Commission, including Occidental’s Annual
Report on Form 10-K for the year ended December 31, 2021 and
subsequent Quarterly Reports on Form 10-Q and Current Reports on
Form 8-K.
SIGNATURE
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 hereunto duly authorized.
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Date: January 4, 2023
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OCCIDENTAL PETROLEUM
CORPORATION
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By:
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/s/ Nicole E. Clark
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Name:
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Nicole E. Clark
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Title:
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Vice President, Deputy General
Counsel and Corporate Secretary
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