8-K

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): July 3, 2013

HALCÓN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-35467	20-0700684
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1000 Louisiana St., Suite 6700 Houston, Texas	77002
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (832) 538-0300

(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):

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

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

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

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

Item 1.01Entry Into Material Definitive Agreement.

On July 3, 2013, Halcón Resources Corporation (the “Company”) and Petro-Hunt Holdings, LLC and Pillar Holdings, LLC (together, the “Stockholders”) entered into a waiver (the “Waiver”) relating to the Registration Rights Agreement dated December 6, 2012 by and among the Company and the Stockholders (the “Registration Rights Agreement”). Under the Registration Rights Agreement, the Company agreed to file with the U.S. Securities and Exchange Commission (the “Commission”), by July 4, 2013, a shelf registration statement providing for the resale of certain shares of the Company’s common stock held by the Stockholders. The Waiver extends the deadline for the Company’s obligation to file such registration statement to October 2, 2013.

The foregoing description of the Waiver is qualified by reference to the full text of the Waiver, a copy of which is attached hereto as Exhibit 4.1 and incorporated herein by reference.

Item 9.01      Financial Statements and Exhibits.

(d)   Exhibits. The following exhibit is filed as part of this Current Report on Form 8-K:

Exhibit No.	Description
4.1	Waiver, dated July 3, 2013, relating to Registration Rights Agreement dated December 6, 2012 by and among Halcón Resources Corporation and Petro-Hunt Holdings, LLC and Pillar Holdings, LLC.

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SIGNATURE

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.

	HALCÓN RESOURCES CORPORATION
July 10, 2013	By:	/s/ Mark J. Mize
	Name:	Mark J. Mize
	Title:	Executive Vice President, Chief Financial Officer and Treasurer

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EXHIBIT INDEX

Exhibit No.	Description
4.1	Waiver, dated July 3, 2013, relating to Registration Rights Agreement dated December 6, 2012 by and among Halcón Resources Corporation and Petro-Hunt Holdings, LLC and Pillar Holdings, LLC.

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EX-4.1

Exhibit 4.1

Halcón Resources Corporation

1000 Louisiana Street, Suite 6700

Houston, Texas 77002

July 3, 2013

Petro-Hunt Holdings, LLC

1601 Elm Street, Suite 3400

Dallas, Texas 75201-7201

Attention: Bruce W. Hunt, President

Pillar Holdings, LLC

1601 Elm Street, Suite 3400

Dallas, Texas 75201-7201

Attention: Casey H. Hunt, President

Ladies and Gentlemen:

Reference is made to that certain Registration Rights Agreement dated as of December 6, 2012 (the “Agreement”) by and between Halcón Resources Corporation, a Delaware corporation (the “Company”), and Petro-Hunt Holdings, LLC, a Delaware limited liability company, and Pillar Holdings, LLC, a Delaware limited liability company (the “Stockholders”).  Capitalized terms used but not defined herein shall have the meanings given to such terms in the Agreement.

Under Section 2(a) of the Agreement, the Company agreed to file with the Commission as soon as reasonably practicable, but in no event later than 30 days after the Final Lock-Up Date, or by July 4, 2013, a shelf registration statement providing for the resale of any and all Registrable Securities held by the Stockholders. The Company requests that the Stockholders extend the timeframe available for the Company to satisfy its obligation to file such registration statement by 90 days, or until October 2, 2013.  With respect to this request, by signing below, the Stockholders irrevocably waive the Company’s obligations to file a registration statement prior to 30 days after the Final Lock-Up Date as set forth in Section 2(a) of the Agreement, and hereby agree that the Company’s obligations under Section 2(a) of the Agreement must now be satisfied by October 2, 2013.  The Stockholders acknowledge, and the Company agrees, that the foregoing limited waiver shall apply only with respect to the filing of the Mandatory Shelf Registration Statement, and does not limit or otherwise affect the piggyback and other registration rights available to the Stockholders under the terms of the Agreement.

By signing below, each Stockholder hereby represents and warrants to the Company that (i) the Stockholder has the full right, power and authority to execute and deliver this letter agreement, (ii) the execution and delivery of this letter agreement has been duly authorized by all necessary corporate action on the part of the Stockholder, and (iii) this letter agreement has been duly executed and delivered by the Stockholder and constitutes the legal, valid and binding obligation of the Stockholder, enforceable in accordance with its terms, except (A) as such enforcement is limited by bankruptcy, insolvency or other similar laws affecting the enforcement of creditors’ rights generally and (B) for limitations imposed by general principles of equity.

This letter agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

If the foregoing correctly sets forth your understanding of our agreement with respect to the matters set forth herein, please indicate by executing a copy of this letter agreement below and returning it to the undersigned.

Sincerely,
HALCÓN RESOURCES CORPORATION
By:	/s/ David S. Elkouri
Name:	David S. Elkouri
Title:	Executive Vice President - General Counsel

Agreed and accepted

as of the date first above written:

PETRO-HUNT HOLDINGS, LLC
By:	/s/ T.E. Nelson
Name:	T.E. Nelson
Title:	Vice President
PILLAR HOLDINGS, LLC
By:	/s/ Casey H. Hunt
Name:	Casey H. Hunt
Title:	President