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) December 4, 2013
Global Geophysical Services, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34709 | 05-0574281 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 13927 South Gessner Road Missouri City, TX |
77489 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (713) 972-9200
________________________________________________________________________________
(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 7.01. Regulation FD Disclosure.
Global Geophysical Services, Inc. (the "Company") issued a press release on December 4, 2013 announcing that it is commencing, subject to market and other conditions, an underwritten public offering of non-convertible, perpetual preferred stock through the issuance of depositary shares each representing a 1/1000th interest in a share of the Company's Series A Cumulative Preferred Stock. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. Thisinformation and the information in the attached Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Title of Document
99.1
Press release dated December 4, 2013.
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.
| Global Geophysical Services, Inc.
(Registrant) |
||
| December 4, 2013
(Date) |
/s/ P. MATHEW VERGHESE
P. Mathew Verghese Senior Vice President & Chief Financial Officer |
| Exhibit Index | ||
| 99.1 | Press release dated December 4, 2013 | |
EXHIBIT 99.1
HOUSTON, Dec. 4, 2013 (GLOBE NEWSWIRE) -- Global Geophysical Services, Inc. ("Global" or the "Company") (NYSE:GGS) today announced that it is commencing, subject to market and other conditions, an underwritten public offering of non-convertible, perpetual preferred stock through the issuance of depositary shares each representing a 1/1000th ownership interest in a share of the Company's Series A Cumulative Preferred Stock. The offering is being made on a "best efforts" basis pursuant to an effective shelf registration statement that Global previously filed with the Securities and Exchange Commission (the "SEC"). The Company intends to file an application to list the depositary shares representing the Preferred Stock on the New York Stock Exchange under the symbol "GGS.Pr.A". The Company intends to use the net proceeds from the sale of the Series A Cumulative Preferred Stock for general corporate purposes.
MLV & Co. LLC and National Securities Corporation are acting as joint book-running managers for the offering.
Prospective investors should read the preliminary prospectus supplement and the shelf registration statement for more complete information about Global and the offering. Copies of the preliminary prospectus supplement, the accompanying prospectus and, when available, the final prospectus supplement will be available on the SEC's website, www.sec.gov. Alternatively, copies may be obtained from MLV & Co. LLC, 1251 Avenue of the Americas, New York, NY 10020, Attention: Randy Billhardt, Email: rbillhardt@mlvco.com or by telephone at (212) 542-5866; from National Securities Corporation, 120 Broadway, New York, NY 10271, Attention: Kim Addarich, Email: kaddarich@nhldcorp.com or by telephone at (212) 417-8164.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any security, nor will there be any sale of such security in any jurisdiction in which such offer, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus supplement and related base prospectus.
Certain statements in this news release regarding future expectations and plans for future activities may be regarded as "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. While such statements reflect the Company's current views with respect to future events, no assurances can be given that such expectations will be realized or that such future events or activities will occur. The Company's actual results could differ materially from those projected as a result of certain factors. Some of the factors that could affect our future results and could cause results to differ materially from those expressed in our forward-looking statements are discussed in our filings with the SEC, including our Annual Reports on Form 10-K and our Quarterly Reports on Form 10-Q, available on the SEC's website at www.sec.gov.
About Global Geophysical Services, Inc.
Global Geophysical Services, headquartered in Houston, TX, provides an integrated suite of geoscience and engineering solutions to the global oil and gas industry.
CONTACT: Sean M. Gore
V.P. Corporate Development
13927 South Gessner Road
Missouri City, TX 77489
ir@globalgeophysical.com
Phone: (713) 808-1750
Fax: (713) 972-1008
www.globalgeophysical.com