Change of control - how the Oxy deal affects it? - post regarding Anadarko Petroleum Corp. layoffs

Change of control - how the Oxy deal affects it?

Reading the OXY-APC agreement, https://www.sec.gov/Archives/edgar/data/773910/000119312519144401/d745029dex21.htm

Section 6.6.b refers to a 1-year employee protection for "affected employees". The COC states that within 1-year an APC employee can initiate the process while for a total of 3 years the "affected employees" will be also protected.

Difference is that after the first year the APC employees can;t initiate the severance process.

Why the agreement doesn't refer to the 3-years but only to the 1-year?

Is that OXY-APC agreement an update for the APC change of control?

Similar language was there for the CVX and APC deal?

How do we interpret this if we are not asked to move in the first year (OXY is still preparing to transfer) and then by Spring 2020 as the new office open we are asked to move?

Comment! It's anonymous!

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The CoC cannot be amended at this time to adversely affect participants and so don’t listen to any of the non-APC people or former APC people on this board who are upset they do not get a chance at this first class package. A buyer agrees to it when they decide to acquire APC.

The COC very clearly states that the severance package is in effect if employment is terminated without cause or if the acquiring company is itself acquired within 3 years.

Bulls and bears make money, the greedy gluttonous pig with the CoC gets slaughtered

Amendment/Termination

“Until a Change of Control occurs, the Company reserves the right to amend or terminate the Plan; provided, that, in connection with or in anticipation of a Change of Control, the Plan may not be terminated or amended in a way that would adversely affect Participants’ rights. Upon the occurrence of a Change of Control, the Plan will no longer be subject to termination or amendment in any way that would adversely affect the rights of Participants.

Any questions concerning benefits under the Plan should be directed to the Human Resources Department of the Company.”

CoC literally says it cannot be terminated or adjusted in anticipation of a change of control. So it should still apply in its entirety.

Not surprising. COCs are renegotiated with buyers all the time. Oxy should balk at the APC plan. The APC COC is completely and ridiculously too rich and of no value to a buyer. As a stockholder of Oxy I hope they don’t agree to being held hostage for 3 years.

All APC employees will be fired, there is no value.

Don’t worry, you’ll get a severance package...besides OXY is a complete sh--hole you don’t want to be there

Hoping this is addressed very quickly in the FAQ by HR.

Actually the problem is that it is not clear there is a 3-year protected period.

The agreement refers to compliance with all existing contract requirements (COC will be one of them) but explicitly refers to 1-year without any reference to the 3-year.

Is it then part of the negotiations and APC has agreed to water it down?

I think many at APC share the same concern regarding the COC termination for good reason option. Hopefully OXY will do the right thing and offer severance to those that want to go and not do anything shady to prevent it. I would be surprised to see them risking a toxic culture of disgruntled employees for the protected 3 year period.

I have the same question

Thread regarding Anadarko Petroleum Corp. layoffs

Change of control - how the Oxy deal affects it?

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