As filed with the Securities and Exchange Commission on
December 13, 2007
Registration
No. 333-
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
Form S-1
REGISTRATION
STATEMENT
UNDER
THE SECURITIES ACT OF
1933
Concho Resources Inc.
(Exact name of registrant as
specified in charter)
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Delaware
(State or other jurisdiction
of
incorporation or organization)
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1311 (Primary Standard Industrial Classification Code Number)
550 West Texas Avenue, Suite 1300 Midland, Texas 79701 (432) 683-7443
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76-0818600
(I.R.S. Employer
Identification Number)
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(Address, including zip code,
and telephone number, including area code,
of registrants principal
executive offices)
David W. Copeland
Vice President and General
Counsel
550 West Texas Avenue,
Suite 1300
Midland, Texas 79701
(432) 683-7443
(Name, address, including zip
code, and telephone number, including area code,
of agent for service)
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With a copy to:
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T. Mark Kelly
Douglas E. McWilliams
Vinson & Elkins L.L.P.
1001 Fannin, Suite 2500
Houston, Texas
77002-6760
(713) 758-2222
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William S. Anderson
Bracewell & Giuliani LLP
711 Louisiana Street,
Suite 2300
Houston, Texas 77002-2770
(713) 221-1122
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Gerald S. Tanenbaum
Cahill Gordon & Reindel LLP
80 Pine Street
New York, New York 10005
(212) 701-3224
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Approximate date of commencement of proposed sale to the
public: As soon as practicable on or after the
effective date of this Registration Statement.
If any of the securities being registered on this Form are to be
offered on a delayed or continuous basis pursuant to
Rule 415 under the Securities Act of 1933, check the
following
box. o
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act,
check the following box and list the Securities Act registration
statement number of the earlier effective registration statement
for the same
offering. þ File
No. 333-147655
If this Form is a post-effective amendment filed pursuant to
Rule 462(c) under the Securities Act, check the following
box and list the Securities Act registration statement number of
the earlier effective registration statement for the same
offering. o
If this Form is a post-effective amendment filed pursuant to
Rule 462(d) under the Securities Act, check the following
box and list the Securities Act registration statement number of
the earlier effective registration statement for the same
offering. o
CALCULATION OF
REGISTRATION FEE
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Proposed Maximum
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Proposed Maximum
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Amount of
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Title of Each Class of
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Amount
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Offering
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Aggregate
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Registration
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Securities to be Registered
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to be Registered(1)
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Price per Share
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Offering Price
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Fee(3)
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Common Stock, par value $.001
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3,616,615
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$18.05(2)
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$65,279,901
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$2,004
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(1)
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Includes common stock issuable upon
exercise of the underwriters option to purchase additional
shares of common stock.
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(2)
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Based upon the public offering
price.
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(3)
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The Registrant has previously paid
$6,291 in connection with the Registrants Registration
Statement on
Form S-1
(File
No. 333-147655).
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This Registration Statement shall become effective upon
filing with the Securities and Exchange Commission in accordance
with Rule 462(b) under the Securities Act of 1933.
EXPLANATORY
NOTE
This Registration Statement is being filed with respect to the
registration of additional shares of the Common Stock,
$.001 par value per share, of Concho Resources Inc., a
Delaware corporation, pursuant to Rule 462(b) under the
Securities Act of 1933. The contents of the earlier effective
registration statement on
Form S-1
(File
No. 333-147655)
are incorporated in this Registration Statement by reference.
The required opinions and consents are listed on an
Exhibit Index attached hereto and filed herewith.
CERTIFICATION
Concho Resources Inc. hereby certifies to the Commission that
(i) it has instructed its bank to pay the Commission the
filing fee set forth on the cover page of this Registration
Statement by a wire transfer of such amount to the
Commissions account at Mellon Bank as soon as practicable
(but no later than the close of business on December 14,
2007), (ii) it will not revoke such instructions,
(iii) it has sufficient funds in the relevant account to
cover the amount of such filing fee and (iv) it will
confirm receipt of such instructions by the bank during regular
business hours on December 14, 2007.
Signatures
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Registration Statement on
Form S-1
to be signed on its behalf by the undersigned, thereunto duly
authorized, in Midland, Texas, on this 13th day of
December, 2007
CONCHO RESOURCES INC.
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By:
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/s/ David
W. Copeland
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Name: David W. Copeland
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Title:
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Vice President, General Counsel and Secretary
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Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement on
Form S-1
has been signed by the following persons in the capacities and
on the dates indicated.
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Signature
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Title
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Date
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*
Timothy
A. Leach
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Chairman, Chief Executive Officer and Director
(principal executive officer)
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December 13, 2007
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Steven
L. Beal
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President, Chief Operating Officer and Director
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December 13, 2007
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/s/ Curt
F. Kamradt
Curt
F. Kamradt
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Vice President, Chief Financial Officer and Treasurer
(principal financial and accounting officer)
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December 13, 2007
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Tucker
S. Bridwell
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Director
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December 13, 2007
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W.
Howard Keenan, Jr.
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Director
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December 13, 2007
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Ray
M. Poage
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Director
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December 13, 2007
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A.
Wellford Tabor
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Director
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December 13, 2007
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*By:
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/s/ David
W. Copeland
Attorney-in-fact
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Pursuant to a Power of Attorney previously filed as
Exhibit 24.1 to the Registration Statement on
Form S-1
(File No. 333-147655) filed with the Securities and
Exchange Commission.