Form 8-K

 

 

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): October 6, 2016

 

 

GULFPORT ENERGY CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   000-19514   73-1521290

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification Number)

14313 North May Avenue

Suite 100

Oklahoma City, OK

   73134
(Address of principal executive offices)   (Zip code)

(405) 848-8807

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 

Item 8.01. Other Events.

On October 6, 2016, Gulfport issued a press release announcing the pricing at par of the offering of $650 million aggregate principal amount of its 6.000% Senior Notes due 2024 (the “Notes”) to fund the repurchase of its outstanding 7.750% Senior Notes due 2020. The Notes were offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to certain non-U.S. persons in accordance with Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). Net proceeds to Gulfport from the sale of the Notes will be approximately $640.0 million. The Notes offering is expected to close on October 14, 2016, subject to customary closing conditions. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The Notes will not be 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 such registration requirements. This report is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Number

   

Exhibit

99.1    Press Release dated October 6, 2016 entitled “Gulfport Energy Corporation Prices $650 Million Offering of 6.000% Senior Notes to Repurchase its Outstanding 7.750% Senior Notes due 2020.”

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 thereunto duly authorized.

 

  GULFPORT ENERGY CORPORATION
Date: October 6, 2016   By:  

 /s/ Aaron Gaydosik

   

Aaron Gaydosik

Chief Financial Officer

Exhibit Index

 

Number

   

Exhibit

99.1    Press Release dated October 6, 2016 entitled “Gulfport Energy Corporation Prices $650 Million Offering of 6.000% Senior Notes to Repurchase its Outstanding 7.750% Senior Notes due 2020.”