8-K 1 pva8k.htm

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: May 7, 2003

(Date of Earliest Event Reported)

 

 

PENN VIRGINIA CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

Virginia

001-13283

23-1184320

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

 

Three Radnor Corporate Center, Suite 230,

 

100 Matsonford Road, Radnor, Pennsylvania

19087

(Address of Principal Executive Offices)

(Zip Code)


Registrant's telephone number, including area code: (610) 687-8900


(Former Name, Former Address, and Former Fiscal Year, If Changed Since Last Report)

One Radnor Corporate Center, Suite 200,

 

100 Matsonford Road, Radnor, Pennsylvania

19087

(Address of Principal Executive Offices)

(Zip Code)

 

Item 7. Financial Statements and Exhibits.

           (c)  Exhibits

                99 - Penn Virginia Corporation press release dated May 7, 2003.

Exhibit 99 and the information included in it shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as may be expressly set forth by specific reference in this Report other than under Item 9 or Item 12 hereof.

Items 9 and 12. Regulation FD Disclosure.

On May 7, 2003, Penn Virginia Corporation issued a press release regarding its financial results for the three months ended March 31, 2003. A copy of this earnings press release is furnished as Exhibit 99 to this report.

The non-generally accepted accounting principle financial measure of operating cash flow is presented in our earnings release. The amounts included in the calculation of this measure are computed in accordance with generally accepted accounting principles ("GAAP"). As part of our press release information, we have provided reconciliations of this non-GAAP financial measure to its most comparable financial measure or measures calculated and presented in accordance with GAAP.

We believe that investors can more accurately understand our financial results if they have access to the same financial measures used by management. Operating cash flow represents net cash provided by operating activities before changes in assets and liabilities. Operating cash flow is presented because management believes it is a useful adjunct to net cash provided by operating activities under GAAP. Management believes that operating cash flow is widely accepted as a financial indicator of an oil and gas company's ability to generate cash which is used to internally fund exploration and development activities, service debt and pay dividends. This measure is widely used by investors and professional research analysts in the valuation, comparison, rating and investment recommendations of companies within the oil and gas exploration and production industry. Operating cash flow is not a measure of financial performance under GAAP and should not be considered as an alternative to cash flows from operating, investing, or financing activities as an indicator of cash flows, or as a measure of liquidity, or as an alternative to net income.

In accordance with General Instruction B.2 of Form 8-K and Securities and Exchange Commission Release No. 33-8176, the above information is being furnished under Items 9 and 12 of Form 8-K and is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or incorporated by reference in any filing under the Securities Act of 1933, or the Securities Exchange Act of 1934.

 

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.

Date: May 8, 2003

Penn Virginia Corporation

 

 

 

By: /s/ Frank A. Pici

    Frank A. Pici

    Executive Vice President and Chief Financial     Officer

Exhibit Index

Exhibit No.

Description

99

Penn Virginia Corporation press release dated May 7, 2003