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EX-99.2 - EX-99.2 - Chaparral Energy, Inc.d682722dex992.htm
EX-99.1 - EX-99.1 - Chaparral Energy, Inc.d682722dex991.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

(Amendment No. 1)

 

 

CURRENT REPORT

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 28, 2014 (December 18, 2013)

 

 

CHAPARRAL ENERGY, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   333-134748   73-1590941

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

701 Cedar Lake Boulevard

Oklahoma City, OK

  73114
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (405) 478-8770

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.01. Completion of Acquisition or Disposition of Assets.

On December 19, 2013, Chaparral Energy, Inc. (the “Company”) filed a Current Report on Form 8-K reporting that Chaparral Energy, L.L.C. (the “Buyer”), a wholly owned subsidiary of the Company, completed the acquisition of certain oil and natural gas assets from Cabot Oil & Gas Corporation (the “Seller”) consisting of approximately 66,000 net acres located in Beaver and Texas counties, Oklahoma, and Ochiltree county, Texas (the “Acquired Properties”), for a purchase price of approximately $153.9 million, subject to post-closing adjustments. The Company is filing this 8-K/A to provide the financial statements required by Item 2.01 with respect to the Acquired Properties.

 

Item 9.01. Financial Statements and Exhibits.

 

(a) Financial Statements of Businesses Acquired.

Statement of Revenues and Direct Operating Expenses of the Acquired Properties for the year ended December 31, 2012 (audited) and for the nine month periods ended September 30, 2012, and 2013 (unaudited) and related notes are filed as Exhibit 99.1 to this report and incorporated herein by this reference.

 

(b) Pro Forma Financial Information.

Unaudited Pro Forma Condensed Consolidated Balance Sheets as of September 30, 2013, Unaudited Pro Forma Condensed Consolidated Statements of Operations for the year ended December 31, 2012, and the nine month period ended September 30, 2013, the related notes and Unaudited Pro Forma Supplemental Oil and Gas Disclosures as of December 31, 2012, showing the pro forma effects of the Company’s acquisition of the Acquired Properties are filed as Exhibit 99.2 to this report and incorporated herein by this reference.

 

(d) Exhibits.

 

Exhibit

Number

   Description    Method of Filing  
99.1    Financial Statements of Businesses Acquired      Filed herewith electronically   
99.2    Pro Forma Financial Information      Filed herewith electronically   

 

1


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

February 28, 2014

 

By:  

/s/    JOSEPH O. EVANS        

Name:   Joseph O. Evans
Title:   Chief Financial Officer and Executive Vice President

 

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Exhibit Index

 

Exhibit

Number

  

Description

99.1    Financial Statements of Business Acquired
99.2    Pro Forma Financial Information

 

3