0001171843-13-005022.txt : 20131213 0001171843-13-005022.hdr.sgml : 20131213 20131213124924 ACCESSION NUMBER: 0001171843-13-005022 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20131213 DATE AS OF CHANGE: 20131213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Global Geophysical Services Inc CENTRAL INDEX KEY: 0001311486 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-34709 FILM NUMBER: 131275646 BUSINESS ADDRESS: STREET 1: 13927 SOUTH GESSNER CITY: MISSOURI CITY STATE: TX ZIP: 77489 BUSINESS PHONE: 713-972-9200 MAIL ADDRESS: STREET 1: 13927 SOUTH GESSNER CITY: MISSOURI CITY STATE: TX ZIP: 77489 8-A12B 1 f8a12b_121313.htm FORM 8-A12B f8a12b_121313.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

____________________

FORM 8-A

____________________

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934

____________________
 
GLOBAL GEOPHYSICAL SERVICES, INC.
(Exact name of Registrant as specified in its charter)
____________________

Delaware
 
05-0574281
(State of incorporation or organization)
 
(I.R.S. Employer
Identification Number)

13927 South Gessner Road
Missouri City, Texas
 
77489
(Address of principal executive offices)
 
(Zip Code)
 
Securities to be registered pursuant to Section 12(b) of the Act:
 
Title of Each Class to be Registered
 
Name Each Exchange on Which
Each Class is to be Registered
Depositary Shares, Each Representing a 1/1000th Interest in a Share of 11.5% Series A Cumulative Preferred Stock
 
New York Stock Exchange
     

If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A. (c), check the following box. x

If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o

Securities Act registration statement file number to which this Form relates: 333-192393

Securities to be registered pursuant to Section 12(g) of the Act: None
 
 
 

 
Item 1. Description of Registrant’s Securities to be Registered.
 
This Registration Statement relates to the registration under the Securities Exchange Act of 1934, as amended, of depositary shares of Global Geophysical Services, Inc., a Delaware corporation (the “Company”), each depositary share representing a 1/1000th interest in a share of the Company’s 11.5% Series A Cumulative Preferred Stock, par value $0.01 per share and a liquidation preference of $25,000.00 per share (the “Series A Preferred Stock”). The descriptions set forth under the caption “Description of the Series A Preferred Stock” and “Description of the Depositary Shares” in the Company’s prospectus supplement dated December 6, 2013, as filed with the Securities and Exchange Commission on December 10, 2013, pursuant to Rule 424(b) under the Securities Act of 1933, as amended, to the prospectus which forms a part of the Company’s Registration Statement on Form S-3 (File No. 333-192393), which became effective as of December 3, 2013, are incorporated herein by reference.

Item 2. Exhibits

The following exhibits are filed as part of this registration statement:

Exhibit
   
Number
 
Description
3.1
 
Third Amended and Restated Certificate of Incorporation of Global Geophysical Services, Inc., dated April 26, 2010 (incorporated by reference to Exhibit 3.1 to the Company’s 8-K filed on April 27, 2010).
     
3.2
 
Amended and Restated Bylaws of Global Geophysical Services, Inc., effective April 27, 2010 (incorporated by reference to Exhibit 3.2 to the Company’s 8-K filed on April 27, 2010).
     
3.3
 
Certificate of Designations with respect to the 11.5% Series A Cumulative Preferred Stock (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed on December 13, 2013).
     
4.1
 
Deposit Agreement, dated as of December 13, 2013, by and among Global Geophysical Services, Inc., Computershare Inc. and Computershare Trust Company, N.A., collectively, as Depositary, and the holders from time to time of the depositary receipts described therein (incorporated by reference to Exhibit 4.1 of the Company’s 8-K filed on December 13, 2013).
     
4.2
 
Form of Depositary Receipt representing the Depositary Shares (included as Exhibit A to Exhibit 4.1) (incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K filed on December 13, 2013).
     
4.3
 
Form of Certificate representing the 11.5% Series A Cumulative Preferred Stock (incorporated by reference to Exhibit 4.3 of the Company’s Form 8-K filed on December 13, 2013).

 

 
 

 
SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.


   
Global Geophysical Services, Inc.
 
 
   
By:
/s/ P. MATHEW VERGHESE
     
      P. Mathew Verghese
      Senior Vice President, Chief Financial Officer,
      Principal Financial Officer & Principal Accounting Officer
Date: December 13, 2013
   
 
 
 

 
 
 

 
Exhibit Index

Exhibit
   
Number
 
Description
3.1
 
Third Amended and Restated Certificate of Incorporation of Global Geophysical Services, Inc., dated April 26, 2010 (incorporated by reference to Exhibit 3.1 to the Company’s 8-K filed on April 27, 2010).
     
3.2
 
Amended and Restated Bylaws of Global Geophysical Services, Inc., effective April 27, 2010 (incorporated by reference to Exhibit 3.2 to the Company’s 8-K filed on April 27, 2010).
     
3.3
 
Certificate of Designations with respect to the 11.5% Series A Cumulative Preferred Stock (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed on December 13, 2013).
     
4.1
 
Deposit Agreement, dated as of December 13, 2013, by and among Global Geophysical Services, Inc., Computershare Inc. and Computershare Trust Company, N.A., collectively, as Depositary, and the holders from time to time of the depositary receipts described therein (incorporated by reference to Exhibit 4.1 of the Company’s 8-K filed on December 13, 2013).
     
4.2
 
Form of Depositary Receipt representing the Depositary Shares (included as Exhibit A to Exhibit 4.1) (incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K filed on December 13, 2013).
     
4.3
 
Form of Certificate representing the 11.5% Series A Cumulative Preferred Stock (incorporated by reference to Exhibit 4.3 of the Company’s Form 8-K filed on December 13, 2013).