Current Report Filing (8-k)
April 05 2013 - 11:49AM
Edgar (US Regulatory)
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 reported event): April 1, 2013
POSTROCK ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Commission
File No. 001-34635
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Delaware |
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27-0981065 |
(State or other jurisdiction of Incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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210 Park Avenue Oklahoma City, Oklahoma |
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73102 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants Telephone Number, including Area Code: (405) 600-7704
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)) |
Item 3.02 Unregistered Sales of Equity Securities.
On April 1, 2013, a dividend payment date for the Cumulative Redeemable Series A Preferred Stock of PostRock Energy Corporation,
PostRock issued to White Deer Energy L.P., White Deer Energy TE L.P. and White Deer Energy FI L.P. (collectively, the Investor) a number of warrants exercisable for a total of 1,330,753 shares of PostRock common stock at an exercise
price of $1.77 per share, and an additional 13,307.53 shares of Series B Voting Preferred Stock of PostRock, in lieu of a cash dividend pursuant to the terms of the Securities Purchase Agreement, dated September 2, 2010, between PostRock and
the Investor.
On April 1, 2013, PostRock issued to the Investor additional warrants exercisable for a total of 96,979
shares of PostRock common stock at an exercise price of $1.95 per share, in lieu of a cash dividend pursuant to the terms of the Securities Purchase Agreement, dated August 1, 2012, between PostRock and the Investor.
On April 1, 2013, PostRock issued to the Investor additional warrants exercisable for a total of 137,828 shares of PostRock common
stock at an exercise price of $1.42 per share, in lieu of a cash dividend pursuant to the terms of the Securities Purchase Agreement, dated December 20, 2012, between PostRock and the Investor.
All warrants and shares of Series B preferred stock were issued in reliance upon an exemption from registration pursuant to
Section 4(2) under the Securities Act of 1933, as amended, which exempts transactions by an issuer not involving any public offering.
SIGNATURE
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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POSTROCK ENERGY CORPORATION |
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By: |
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/s/ David J. Klvac |
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David J. Klvac |
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Executive Vice President, Chief Financial Officer and Chief Accounting Officer |
Date: April 5, 2013
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