UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 1, 2013
Bonanza Creek Energy, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-35371 |
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61-1630631 |
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(State or other jurisdiction of incorporation or organization) |
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(Commission File No.) |
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(I.R.S. employer identification number) |
410 17th Street, Suite 1400
Denver, Colorado 80202
(Address of principal executive offices, including zip code)
(720) 440-6100
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
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 8.01 Other Events
On April 1, 2013, Bonanza Creek Energy, Inc. (the “Company”) issued a press release announcing the proposed issue of $250 million in aggregate principal amount of senior unsecured notes due 2021. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in this Current Report 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 in 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 a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
Press release issued April 1, 2013 announcing offering of up to $250 million of senior notes due 2021. |
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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Bonanza Creek Energy, Inc. | |
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Date: April 1, 2013 |
By: |
/s/ Christopher I. Humber |
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Christopher I. Humber Senior Vice President, General Counsel and Secretary |
Exhibit 99.1
Bonanza Creek Energy Announces Private Placement of Senior Notes
DENVER, April 1, 2013 — Bonanza Creek Energy, Inc. (NYSE: BCEI) (the “Company”) announced today the proposed issue of $250 million in aggregate principal amount of senior unsecured notes due 2021 (the “Notes”). The Notes will be fully and unconditionally guaranteed on a senior unsecured basis by existing and future subsidiaries of the Company that incur or guarantee certain indebtedness of the Company, including its revolving credit facility. The Company intends to use the net proceeds from the offering to repay all outstanding borrowings under its revolving credit facility and for general corporate purposes, which may include funding its drilling and development program and capital expenditures.
The Notes will be offered inside the United States only to qualified institutional buyers in reliance on Rule 144A of the Securities Act of 1933 (the “Securities Act”) and to persons outside the United States in reliance on Regulation S of the Securities Act. The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any of the Notes, nor shall there be any sale of the Notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, but are not limited to, statements regarding the size of the offering and anticipated use of proceeds. Forward-looking statements are based on certain assumptions made by the Company based on current beliefs and expectations and are subject to a number of risks and uncertainties, many of which are beyond the control of the Company, that may cause actual results to differ materially from those implied or expressed by the forward-looking statements.
Further information on such assumptions, risks and uncertainties is available in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, filed on March 15, 2013, and other filings submitted by the Company to the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company is not under any obligation to (and expressly disclaims any such obligation to) update its forward-looking statements as a result of new information, future events or otherwise.
For further information, please contact:
Mr. Ryan Zorn
Vice President — Finance
720-440-6172
Mr. James Masters
Investor Relations Manager
720-440-6121