Current Report Filing (8-k)
September 06 2022 - 7:36AM
Edgar (US Regulatory)
false
0001792849
0001792849
2022-09-02
2022-09-02
0001792849
hpk:CommonStockCustomMember
2022-09-02
2022-09-02
0001792849
hpk:WarrantCustomMember
2022-09-02
2022-09-02
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): September 2, 2022
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HighPeak Energy, Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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001-39464
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84-3533602
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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421 W. 3rd St., Suite 1000
Fort Worth, Texas 76102
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(address of principal executive offices) (zip code)
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(817) 850-9200
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(Registrant’s telephone number, including area code)
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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:
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☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbol(s)
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Name of Each Exchange on Which Registered
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Common Stock
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HPK
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The Nasdaq Stock Market LLC
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Warrant
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HPKEW
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 7.01
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Regulation FD Disclosure.
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On September 6, 2022, HighPeak Energy, Inc. (the “Company”) issued a press release regarding the private placements described in Item 8.01 below. A copy of the press release is included as Exhibit 99.1 hereto and incorporated by reference.
The information furnished pursuant to this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Securities Act”), as amended, and will not be incorporated by reference into any filing under the Securities Act, unless specifically identified therein as being incorporated therein by reference.
On September 2, 2022, HighPeak Energy, Inc. (the “Company”) closed an aggregate $85 million private placement of 3.9 million newly issued shares of the Company’s common stock at a price per share of $21.61 as determined by the 5-day volume weighted average closing price per share for the five days immediately prior to (and excluding) August 22, 2022. The initial closings occurred on August 22, 2022, as disclosed in the Company’s Form 8-K filed on August 22, 2022, with the final closings on September 2, 2022. The Company intends to use the proceeds of the private placement for general corporate purposes.
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Item 9.01
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Financial Statements and Exhibits.
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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.
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HIGHPEAK ENERGY, INC.
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Date:
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September 6, 2022 |
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By:
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/s/ Steven W. Tholen
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Name:
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Steven W. Tholen
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Title:
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Chief Financial Officer
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