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 5, 2016
Lonestar Resources US Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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001-37670 |
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81-0874035 |
(State or other jurisdiction of |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
600 Bailey Avenue, Suite 200, Fort Worth, TX |
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76107 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (817) 921-1889
Not Applicable
(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:
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 July 5, 2016, Lonestar Resources US Inc. (the Company) issued a press release announcing the completion of its previously announced redomicile transaction and that the Companys Class A common stock issued in connection with the redomicile transaction began trading on the NASDAQ Global Market on July 5, 2016. A copy of the press release issued by the Company is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
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Number |
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Description |
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99.1 |
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Press release dated July 5, 2016 |
SIGNATURES
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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Lonestar Resources US Inc. | |
Date: July 5, 2016 |
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By: |
/s/ Frank D. Bracken III |
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Name: Frank D. Bracken III | |
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Title: Chief Executive Officer |
Exhibit 99.1
Shares of Lonestar Resources Commence Trading On NASDAQ
July 5, 2016- Lonestar Resources US Inc., a Delaware corporation (the Company), is pleased to announce the completion of its previously announced transaction to redomicile the parent company of the Lonestar group of companies from Australia to Delaware.
In connection with the transaction, the Company issued to the former shareholders of Lonestar Resources Limited one share of its Class A common stock for every two ordinary shares of Lonestar Resources Limited issued and outstanding prior to the effective time of the transaction, which had the effect of a 1-for-2 reverse stock split and resulting in the reduction of shares outstanding from 15,044,051 to 7,521,788. The Companys Class A common stock began trading on the NASDAQ Global Market on a post-split basis on July 5, 2016.
The Company intends to delist Lonestar Resources Limited from the Australian Stock Exchange at the close of trading on Wednesday, July 6, 2016.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words could, believe, anticipate, intend, estimate, expect, may, continue, predict, potential, project and similar expressions that are intended to identify forward-looking statements. All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections. Known material factors that could cause actual results to differ materially from those in the forward-looking statements include: an active trading market for our common stock may not develop on NASDAQ; the trading price for our common stock may fluctuate significantly; and the Company will continue to be a controlled company, as defined under NASDAQ rules, and the interests of our controlling stockholder may differ from those of our public stockholders. Forward-looking statements also are affected by the risk factors described in the Companys registration statement on Form 10, as most recently amended on June 9, 2016, and those set forth in other filings made by the Company with the U.S. Securities and Exchange Commission. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
Lonestar Resources US Inc.
600 Bailey Avenue, Suite 200 Fort Worth, Texas 76107
(817) 546-6400