APACHE CORPORATION 23,000,000 Shares of Common Stock (Par Value $0.625 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • July 28th, 2010 • Apache Corp • Crude petroleum & natural gas • New York
Apache Corporation, a Delaware corporation (the “Company”) confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Citigroup Global Markets Inc. (“Citigroup”), Goldman, Sachs & Co. (“Goldman Sachs”), J.P. Morgan Securities Inc. (“JP Morgan”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Citigroup, Goldman Sachs and JP Morgan are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of an aggregate of 23,000,000 shares of Common Stock, par value $0.625 per share, of the Company (“Common Stock”) as set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described i
APACHE CORPORATION 22,000,000 Depositary Shares Each Representing a 1/20th Interest in a Share of 6.00% Mandatory Convertible Preferred Stock, Series D UNDERWRITING AGREEMENTUnderwriting Agreement • July 28th, 2010 • Apache Corp • Crude petroleum & natural gas • New York
Apache Corporation, a Delaware corporation (the “Company”) confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Citigroup Global Markets Inc. (“Citigroup”), Goldman, Sachs & Co. (“Goldman Sachs”), J.P. Morgan Securities Inc. (“JP Morgan”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Citigroup, Goldman Sachs and JP Morgan are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of an aggregate of 22,000,000 depositary shares (the “Depositary Shares”), each representing a 1/20th interest in a share of its 6.00% Mandatory Convertible Preferred Stock, Series D, of the Company (“Series D Preferred Stock”), as set forth in Schedule A hereto
DEPOSIT AGREEMENT Dated July 28, 2010 APACHE CORPORATION AS ISSUER and WELLS FARGO BANK, N.A. AS DEPOSITARY, REGISTRAR AND TRANSFER AGENT RELATING TO RECEIPTS, DEPOSITARY SHARES AND RELATED 6.00% MANDATORY CONVERTIBLE PREFERRED STOCK, SERIES DDeposit Agreement • July 28th, 2010 • Apache Corp • Crude petroleum & natural gas • New York
DEPOSIT AGREEMENT, dated July 28, 2010, among APACHE CORPORATION, a Delaware corporation, WELLS FARGO BANK, N.A., a national banking association, as Depositary, and all holders from time to time of Receipts (as hereinafter defined) issued hereunder.
