APPROACH RESOURCES INC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2017-12-26: Form 8-K; Period of report 2017-12-20; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
- 2017-11-27: Form 8-K; Period of report 2017-11-27; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2017-11-20: Form 8-K; Period of report 2017-11-16; Description 4.01 Changes in Registrant's Certifying Accountant; Details 4.01.
- 2017-11-02: Form 8-K; Period of report 2017-11-01; Description 2.02 Results of Operations and Financial Condition; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2017-12-26 | 8-K | 2017-12-20 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure provided under Item 1.01 of this Form 8-K is incorporated by reference into this Item 2.03 as if fully set forth herein. 5.02 On December 20, 2017, pursuant to the terms of the previously disclosed Stockholders Agreement, dated as of January 27, 2017, by and among the Company, Wilks Brothers, LLC and SDW Investments, LLC (the “Stockholders Agreement”), James H. Brandi, a member of the Company’s board of directors (the “Board”), delivered the Company a conditional notice of resignation, effective December 31, 2017. | arex-8k_20171220.htm |
| 2017-11-27 | 8-K | 2017-11-27 | 7.01 Regulation FD Disclosure | 7.01 Approach Resources Inc. and its wholly-owned subsidiary, Approach Oil & Gas Inc., announced the successful consummation of its previously announced agreement to acquire certain interests in oil and gas properties, rights and related assets of Amistad Energy Partners, LLC in the southern Midland Basin. | arex-8k_20171127.htm |
| 2017-11-20 | 8-K | 2017-11-16 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 Effective November 16, 2017, Hein & Associates LLP (“Hein”), the independent registered public accounting firm for Approach Resources Inc. (the “Company”), combined with Moss Adams LLP (“Moss Adams”). | arex-8k_20171122.htm |
| 2017-11-02 | 8-K | 2017-11-01 | 2.02 Results of Operations and Financial Condition; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 2.02 On November 1, 2017, Approach Resources Inc. (the “Company”) issued a press release announcing financial and operational results for the three months and nine months ended September 30, 2017 (the “Press Release”). 3.02 On November 1, 2017, Approach Oil & Gas Inc. (“AOG”), a wholly owned subsidiary of the Company, and for the limited purposes stated therein, the Company, entered into a purchase and sale agreement (the “Purchase Agreement”) with Amistad Energy Partners, LLC, a Delaware limited liability company (“Seller”), pursuant to which, AOG has agreed to acquire certain interests in oil and gas properties, rights and related assets of Seller in the southern Midland Basin (the “Acquisition”). 7.01 On November 1, 2017, the Company issued the Press Release discussed above in Item 2.02 of this current report on Form 8-K. A copy of the Press Release is furnished herewith as Exhibit 99.1. | arex-8k_20171101.htm |
| 2017-10-19 | 8-K | 2017-10-19 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On October 19, 2017, Approach Resources Inc. (the “Company”) issued a press release announcing, among other things, updated third quarter 2017 production estimates, and scheduled its third quarter 2017 earnings call (the “Press Release”). 7.01 On October 19, 2017, the Company issued the Press Release discussed above in Item 2.02 of this current report on Form 8-K. A copy of the Press Release is furnished herewith as Exhibit 99.1. | d478440d8k.htm |
| 2017-08-02 | 8-K | 2017-08-02 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On August 2, 2017, Approach Resources Inc. (the “Company”) issued a press release announcing financial and operational results for the three months and six months ended June 30, 2017 (the “Press Release”). 7.01 On August 2, 2017, the Company issued the Press Release discussed above in Item 2.02 of this current report on Form 8-K. A copy of the Press Release is furnished herewith as Exhibit 99.1. | d433350d8k.htm |
| 2017-06-07 | 8-K | 2017-06-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 After receiving the requisite number of votes for approval from the stockholders of Approach Resources Inc. (the “Company”) at the Company’s 2017 Annual Meeting of Stockholders (the “Annual Meeting”), the Company executed the Sixth Amendment (the “Sixth Amendment”) to its 2007 Stock Incentive Plan (as amended, the “2007 Plan”), effective June 7, 2017. 5.07 The Company held the Annual Meeting on June 7, 2017, in Fort Worth, Texas, to (i) elect two directors to the class of directors whose respective terms expire at the 2020 Annual Meeting of Stockholders, (ii) approve, on an advisory basis, the compensation of the Company’s named executive officers, (iii) approve, on an advisory basis, the frequency of future advisory votes on the Company’s executive compensation, (iv) approve the Sixth Amendment to our 2007 Stock Incentive Plan and the material terms of the 2007 Stock Incentive Plan for purposes of complying with Section 162(m) of the Internal Revenue Code, and (v) ratify the appointment of Hein & Associates LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017. | d408275d8k.htm |
| 2017-05-19 | 8-K | 2017-05-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 15, 2017, Uma L. Datla, the Chief Accounting Officer of Approach Resources Inc. (the “Company”), informed the Company of her intent to resign to accept the position of Chief Accounting Officer of another publicly traded company in her hometown of Dallas, Texas. | d354786d8k.htm |
| 2017-05-04 | 8-K | 2017-05-04 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On May 4, 2017, Approach Resources Inc. (the “Company”) issued a press release announcing financial and operational results for the three months ended March 31, 2017 (the “Press Release”). 7.01 On May 4, 2017, the Company issued the Press Release discussed above in Item 2.02 of this current report on Form 8-K. A copy of the Press Release is furnished herewith as Exhibit 99.1. | d378734d8k.htm |
| 2017-04-03 | 8-K | 2017-04-03 | 7.01 Regulation FD Disclosure | 7.01 On April 3, 2017, Approach Resources Inc. (the “Company”) posted two new presentations titled “DUG Permian Basin 2017” and “DUG Water Conference 2017,” respectively, under the “Investors – Events and Presentations” section of the Company’s website, www.approachresources.com. | d366411d8k.htm |
| 2017-03-28 | 8-K | 2017-03-28 | 7.01 Regulation FD Disclosure | 7.01 On March 28, 2017, Approach Resources Inc. (the “Company”) posted a new presentation titled “Scotia Howard Weil 45th Annual Energy Conference,” under the “Investors – Events and Presentations” section of the Company’s website, www.approachresources.com. | d368859d8k.htm |
| 2017-03-20 | 8-K | 2017-03-17 | 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 3.02 The previously announced offer (the “Exchange Offer”), by Approach Resources Inc. (the “Company”), to exchange any and all of the Company’s outstanding 7.00% Senior Notes due 2021 (the “Notes”) for newly issued shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”), has expired at 11:59 p.m., New York City time, on Friday, March 17, 2017 (the “Expiration Date”). 7.01 The disclosure under Item 3.02 of this Current Report on Form 8-K is incorporated by reference. | d334677d8k.htm |
| 2017-03-09 | 8-K | 2017-03-09 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On March 9, 2017, Approach Resources Inc. (the “Company”) issued a press release announcing financial and operational results for the three and twelve months ended December 31, 2016 (the “Press Release”). 7.01 On March 9, 2017, the Company issued the Press Release discussed above in Item 2.02 of this current report on Form 8-K. A copy of the Press Release is furnished herewith as Exhibit 99.1. | d359376d8k.htm |
| 2017-01-30 | 8-K | 2017-01-26 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.02 unregistered Common Stock at an exchange ratio (the “Initial Exchange Ratio”) of 300 shares of Common Stock for each $1,000 aggregate principal amount of Notes so exchanged. 3.03 The information set forth under Item 1.01 of this report is incorporated by reference into this Item 3.03. 5.02 Effective January 27, 2017, pursuant to the Exchange Agreement and the Stockholders Agreement, the Board appointed Morgan D. Neff, Matthew D. Wilks and Matthew R. Kahn to serve as members of the Board. 5.07 The Company held a Special Meeting of its stockholders on January 26, 2017, in Fort Worth, Texas, for the following purposes: (1) to approve the issuance of shares of common stock in connection with the Exchange Transaction and the Follow-On Exchange Offer (as defined in the Exchange Agreement) under NASDAQ Stock Market Rules 5635(b) and 5635(d); (2) to approve an amendment to the Company’s Restated Certificate of Incorporation to increase the number of authorized shares of Common Stock to 180,000,000 shares; and (3) to approve an adjournment of the Special Meeting, if necessary or appropriate, to establish quorum or permit further solicitation of proxies if there are not sufficient votes cast in favor of one or both of the previous proposals. 8.01 On January 30, 2017, the Company commenced an offer to exchange (the “Exchange Offer”) any and all of the Company’s outstanding Notes for newly issued shares of the Company’s Common Stock. | d337320d8k.htm |
| 2017-01-09 | 8-K | 2017-01-09 | 7.01 Regulation FD Disclosure | 7.01 On January 9, 2017, Approach Resources Inc. (the “Company”) posted an updated presentation titled “Updated Approach Resources Company Presentation” under the “Investors – Events and Presentations” section of the Company’s website, www.approachresources.com. | d286143d8k.htm |
| 2017-01-05 | 8-K | 2017-01-05 | 7.01 Regulation FD Disclosure | 7.01 On January 5, 2017, Approach Resources Inc. (the “Company”) posted an updated presentation titled “Approach Resources Company Presentation” under the “Investors – Events and Presentations” section of the Company’s website, www.approachresources.com. | d309736d8k.htm |