Attached files
| file | filename |
|---|---|
| EX-2.1 - EX-2.1 - GOODRICH PETROLEUM CORP | h78453exv2w1.htm |
| EX-99.2 - EX-99.2 - GOODRICH PETROLEUM CORP | h78453exv99w2.htm |
| EX-99.1 - EX-99.1 - GOODRICH PETROLEUM CORP | h78453exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): December 30, 2010
GOODRICH PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-12719 | 76-0466193 | ||
| (State or other Jurisdiction of | (Commission File Number) | (IRS Employer Identification Number) | ||
| Incorporation) |
| 801 Louisiana, Suite 700 Houston, Texas |
77002 |
|
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 780-9494
N/A
(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 2.01. Completion of Acquisition or Disposition of Assets.
On
December 30, 2010, Goodrich Petroleum Corporation (the “Company”) closed the sale (the
“Disposition”) of certain of its non-core shallow properties in East Texas and North Louisiana to
SND Operating, L.L.C. (“SND”) pursuant to the Purchase Agreement (the “Agreement”) by and between
Goodrich Petroleum Company, L.L.C., the Company’s wholly-owned subsidiary, and SND dated October
27, 2010. The total consideration paid by SND for the assets was
approximately $65
million.
A copy of the Agreement is filed
as Exhibit 2.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
Also
on December 30, 2010, the Company issued a press release to announce the closing of the
Disposition. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on
Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the press release shall not be deemed
“filed” for the purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall such information and
exhibit be deemed 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
a filing.
Item 9.01. Financial Statements and Other Exhibits.
(b) Pro Forma Financial Information
Unaudited pro forma financial information of the Company to give effect to the Disposition is
filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference:
| • | Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2010; | ||
| • | Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2010; and | ||
| • | Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 2009. |
(d) Exhibits
| Exhibit No. | Description | |
2.1*
|
Purchase Agreement by and between Goodrich Petroleum, L.L.C. and SND Operating, L.L.C., dated October 27, 2010. | |
99.1
|
Press release issued December 30, 2010. | |
99.2
|
Unaudited Pro Forma Condensed Consolidated Financial Statements of Goodrich Petroleum Corporation as of September 30, 2010 and for the nine months ended September 30, 2010 and the year ended December 31, 2009. |
| * | The schedules to this agreement have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. The Company will furnish copies of such schedules to the Securities and Exchange Commission upon request. | |
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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.
| GOODRICH PETROLEUM CORPORATION |
||||
| Date: January 4, 2011 | By: | /s/ Michael J. Killelea | ||
| Michael J. Killelea | ||||
| Senior Vice President, General Counsel and Corporate Secretary |
||||
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EXHIBIT INDEX
| Exhibit No. | Description | |
2.1*
|
Purchase Agreement by and between Goodrich Petroleum, L.L.C. and SND Operating, L.L.C., dated October 27, 2010. | |
99.1
|
Press release issued December 30, 2010. | |
99.2
|
Unaudited Pro Forma Condensed Consolidated Financial Statements of Goodrich Petroleum Corporation as of September 30, 2010 and for the nine months ended September 30, 2010 and the year ended December 31, 2009. |
| * | The schedules to this agreement have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. The Company will furnish copies of such schedules to the Securities and Exchange Commission upon request. |
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