Current Report Filing (8-k)
June 09 2022 - 05:08PM
Edgar (US Regulatory)
0001705873FALSE00017058732022-06-092022-06-09
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 9,
2022
Berry Corporation (bry)
(Exact name of registrant as specified in its charter)
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Delaware |
001-38606 |
81-5410470 |
(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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16000 N. Dallas Parkway, Suite 500
Dallas, Texas 75248
(Address of Principal Executive Offices)
Registrant’s Telephone Number, Including Area
Code: (661) 616-3900
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:
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☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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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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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
Common Stock, par value $0.001 per share
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Trading Symbol
BRY
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Name of each exchange on which registered
Nasdaq Global Select Market
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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. ☐
This Current Report on Form 8-K is being filed solely to file (i)
the consent of KPMG LLP, the independent registered public
accounting firm of Berry Corporation (bry) (the “Company”), dated
June 9, 2022, to the incorporation by reference into the Company’s
Registration Statement on Form S-3 (No. 333-228740)(the
“Registration Statement”) of their report dated March 4, 2022,
relating to the consolidated financial statements of the Company
included in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2021 (the “Form 10-K”) filed with the Securities
and Exchange Commission on March 4, 2022, as well as the use of the
name KPMG LLP and references to KPMG LLP as an independent
registered public accounting firm under the heading “Experts” in
the prospectus included in the Registration Statement; and (ii) the
consent of DeGolyer and MacNaughton, dated June 9, 2022, to the
incorporation by reference into the Registration Statement of their
report of third party dated January 19, 2022 (the “D&M Letter
Report”), containing DeGolyer and MacNaughton’s opinion of the
proved reserves and future net revenue, as of December 31, 2021, of
the Company, included as an exhibit to the Form 10-K, as well as
(a) the use of the name DeGolyer and MacNaughton, (b) references to
DeGolyer and MacNaughton as an independent petroleum engineering
consulting firm, and (c) the use of information from, and the
inclusion of, the D&M Letter Report therein. The consents filed
as Exhibits 23.1 and 23.2 to this Current Report are in addition
to, and do not change, the previously-filed consents of KPMG LLP
and DeGolyer and MacNaughton filed as Exhibits 23.1 and 23.2,
respectively, to the Form 10-K.
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Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit No. |
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Description |
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23.1* |
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23.2* |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL
document). |
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__________
(*) Filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
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Berry Corporation (bry) |
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Dated: June 9, 2022 |
By: |
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/s/ Danielle Hunter
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Danielle Hunter |
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Executive Vice President, General Counsel and Corporate
Secretary |
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