Attached files
file | filename |
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EX-5.1 - EX-5.1 - Athlon Energy Inc. | a14-1375_8ex5d1.htm |
EX-23.1 - EX-23.1 - Athlon Energy Inc. | a14-1375_8ex23d1.htm |
EX-23.3 - EX-23.3 - Athlon Energy Inc. | a14-1375_8ex23d3.htm |
EX-23.2 - EX-23.2 - Athlon Energy Inc. | a14-1375_8ex23d2.htm |
As filed with the Securities and Exchange Commission on February 6, 2014
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Athlon Energy Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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1311 |
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46-2549833 |
420 Throckmorton Street, Suite 1200
Fort Worth, Texas 76102
(817) 984-8200
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Robert C. Reeves
President and Chief Executive Officer
420 Throckmorton Street, Suite 1200
Fort Worth, Texas 76102
(817) 984-8200
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Sean T. Wheeler |
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Gerald M. Spedale |
Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: o
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. x 333-193528
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer o |
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Accelerated filer o |
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Non-accelerated filer x |
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Smaller reporting company o |
CALCULATION OF REGISTRATION FEE
Title of Each Class of Securities to Be |
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Amount to be |
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Proposed Maximum |
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Proposed Maximum |
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Amount of |
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Common Stock, par value $0.01 per share |
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2,300,000 |
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$ |
32.00 |
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$ |
73,600,000 |
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$ |
9,479.68 |
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(1) Includes shares of common stock that may be sold to cover the exercise of an option to purchase additional shares granted to the underwriters.
(2) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(a) under the Securities Act of 1933, as amended.
(3) In accordance with Rule 462(b) promulgated under the Securities Act, an additional amount of securities having a proposed maximum offering price of no more than 20% of the maximum aggregate offering price of the securities eligible to be sold under the related Registration Statement on Form S-1, as amended (File No. 333-193528) (the Initial Registration Statement), is hereby registered. The Registrant previously registered 13,800,000 shares of Common Stock with a proposed maximum aggregate offering price of $384,606,000 on the Initial Registration Statement, which was declared effective on February 6, 2014, and for which a filing fee of $49,537.26 was previously paid.
This Registration Statement shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(b) promulgated under the Securities Act.
EXPLANATORY NOTE AND INCORPORATION OF CERTAIN INFORMATION BY REFERENCE
This Registration Statement is being filed with the Securities and Exchange Commission (the Commission) pursuant to Rule 462(b) under the Securities Act of 1933, as amended. This Registration Statement relates to the public offering of common stock, par value $0.01 per share, of the Registrant contemplated by the Registration Statement on Form S-1, as amended (File No. 333-193528), initially filed with the Commission by the Registrant on January 24, 2014 (as amended, the Prior Registration Statement), and is being filed for the sole purpose of registering additional securities of the same class as were included in the Prior Registration Statement. The contents of the Prior Registration Statement and all exhibits thereto are hereby incorporated by reference.
The required opinions and consents are listed on an Exhibit Index attached hereto and filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Fort Worth, State of Texas, on February 6, 2014.
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Athlon Energy Inc. | |
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By: |
/s/ Robert C. Reeves |
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Robert C. Reeves |
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President, Chief Executive Officer and Director |
POWER OF ATTORNEY
Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and the dates indicated.
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Title |
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Date | ||
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/s/ Robert C. Reeves |
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President, Chief Executive Officer and |
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February 6, 2014 | ||
Robert C. Reeves |
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Director (Principal Executive Officer) |
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Vice President Chief Financial |
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February 6, 2014 | ||
William B. D. Butler |
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Officer (Principal Financial Officer) |
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Vice President Controller |
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February 6, 2014 | ||
John C. Souders |
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(Principal Accounting Officer) |
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Director |
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February 6, 2014 | ||
Gregory A. Beard |
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Director |
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February 6, 2014 | ||
Ted A. Gardner |
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Director |
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February 6, 2014 | ||
Wilson B. Handler |
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Director |
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February 6, 2014 | ||
Sam Oh |
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Director |
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February 6, 2014 | ||
Mark A. Stevens |
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Director |
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February 6, 2014 | ||
Rakesh Wilson |
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By: |
/s/ Robert C. Reeves |
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Robert C. Reeves |
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Attorney-in-Fact |
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INDEX TO EXHIBITS
Exhibit |
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Description |
5.1 |
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Opinion of Latham & Watkins LLP as to the legality of the securities being registered. |
23.1 |
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Consent of Ernst & Young LLP. |
23.2 |
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Consent of UHY LLP. |
23.3 |
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Consent of Cawley, Gillespie & Associates, Inc. |
23.4 |
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Consent of Latham & Watkins LLP (included in Exhibit 5.1). |
24.1* |
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Power of Attorney. |
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Previously filed on the signature page to the Registrants Registration Statement on Form S-1, as amended (File No. 333-193528), initially filed with the Securities and Exchange Commission on January 24, 2014 and incorporated by reference herein. |