Current Report Filing (8-k)
2018年8月14日 - 10:18PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
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): August 14, 2018
CHAPARRAL ENERGY, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-38602
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73-1590941
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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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701 Cedar Lake Boulevard
Oklahoma City, OK
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73114
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(Address of principal executive offices)
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(Zip Code)
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Registrants 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 (see General Instruction A.2.):
☐
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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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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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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this
chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§ 240.12b-2
of this chapter).
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. ☐
Item 2.02.
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Results of Operations and Financial Condition.
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On August 14, 2018, Chaparral Energy, Inc. (the Company) issued a press release announcing its financial and operational
results for the quarter ended June 30, 2018 and conference call information in connection therewith. A copy of the press release is attached hereto as Exhibit 99.1.
Item 7.01.
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Regulation FD Disclosure.
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On August 14, 2018, the Company posted a new presentation titled August 2018 Investor Presentation, under the
InvestorsPresentations section of the Companys website, www.chaparralenergy.com/investors. The presentation is attached hereto as Exhibit 99.2.
The Companys press release, announcing its financial and operational results for the quarter ended June 30, 2018, and its
presentation
contain non-GAAP financial
measures. Generally,
a non-GAAP financial
measure is a numerical measure of a companys performance,
financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with United States generally accepted accounting
principles, or GAAP. Pursuant to the requirements of Regulation G, the Company has provided quantitative reconciliations within the press release and presentation of
the non-GAAP financial
measures
to the most directly comparable GAAP financial measures.
In accordance with General Instruction B.2 of
Form 8-K, the
information set forth in this Item 2.02 and Item 7.01 of this current report on
Form 8-K, including
Exhibit 99.1 and Exhibit 99.2
attached hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that Section,
nor shall it be deemed incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings,
except to the extent expressly set forth by specific reference in such a filing. The filing of this Current Report on
Form 8-K shall
not be deemed an admission as to the materiality of any
information herein that is required to be disclosed solely by reason of Regulation FD.
Cautionary Note Regarding Forward-Looking Statements
Many of the statements included or incorporated in this Current Report on
Form 8-K and
the
furnished exhibits constitute forward-looking statements. In particular, they include statements relating to future actions, strategies, future operating and financial performance, and the Companys future financial results. These
forward-looking statements are based on current expectations and projections about future events. Readers are cautioned that forward-looking statements are not guarantees of future operating and financial performance or results and involve
substantial risks and uncertainties that cannot be predicted or quantified, and, consequently, the actual performance of the Company may differ materially from those expressed or implied by such forward-looking statements. Such risks and
uncertainties include, but are not limited to, factors described from time to time in the Companys Annual Report on
Form 10-K and
Quarterly Reports on
Form 10-Q filed
with the Securities and Exchange Commission (including the sections entitled Risk Factors and Managements Discussion and Analysis of Financial Condition and
Results of Operations contained therein).
Item 9.01.
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Financial Statements and Exhibits.
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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.
August 14, 2018
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By:
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/s/ JOSEPH O. EVANS
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Name:
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Joseph O. Evans
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Title:
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Chief Financial Officer and Executive Vice President
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Chaparral Energy (NYSE:CHAP)
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