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): December 4, 2015 (December 1, 2015)
Bill Barrett Corporation
(Exact name of registrant as specified in its charter)
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Delaware | | 001-32367 | | 80-0000545 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer Identification No.) |
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| 1099 18th Street, Suite 2300 Denver, Colorado | | 80202 | |
| (Address of principal executive office) | | (Zip Code) | |
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| | | (303) 293-9100 | | | |
| (Registrant's telephone number, including area code) | |
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| | | Not Applicable | | | |
| (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:
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¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure
Closing of Non-Core Asset Divestitures. On December 1, 2015, Bill Barrett Corporation (the “Company”) issued a press release announcing that it closed the previously announced sales of non-core properties located in the Uinta Basin and DJ Basin, respectively, for net cash proceeds of approximately $56 million, subject to customary post-closing purchase price adjustments.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Upcoming Investor Presentation. On December 4, 2015, the Company issued a press release announcing management plans to participate in the Wells Fargo Energy Symposium at 11:00 a.m. ET (9:00 a.m. MT) on Wednesday, December 9, 2015. Scot Woodall, Chief Executive Officer and President, will present on behalf of the Company. The presentation for this event will be available on the Company’s website at www.billbarrettcorp.com under the “Investor Relations” section.
A copy of the press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
All statements in the presentation, other than statements of historical fact, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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Exhibit Number | | Description of Exhibit |
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99.1 | | Press Release, dated December 1, 2015. |
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99.2 | | Press Release, dated December 4, 2015. |
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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Date: | December 4, 2015 | | BILL BARRETT CORPORATION |
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| | | By: | /s/ Kenneth A. Wonstolen |
| | | | Kenneth A. Wonstolen |
| | | | Senior Vice President - General Counsel; and Secretary |
EXHIBIT INDEX
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Exhibit Number | | Description of Exhibit |
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99.1 | | Press Release, dated December 1, 2015. |
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99.2 | | Press Release, dated December 4, 2015. |
Press Release
For immediate release
Company contact: Larry C. Busnardo, Senior Director, Investor Relations, 303-312-8514
Bill Barrett Corporation Announces Closing of Non-Core Asset Divestitures
DENVER - December 1, 2015 - Bill Barrett Corporation (the “Company”) (NYSE: BBG) today announced that it has closed the previously announced sales of non-core properties located in the Uinta Basin and DJ Basin, respectively, for net cash proceeds of approximately $56 million, subject to customary post-closing purchase price adjustments. The sale of these properties did not result in a reduction of the Company’s borrowing base related to its revolving credit facility. The proceeds from these sales will be used for general corporate purposes.
Forward-Looking Statements
All statements in this press release, other than statements of historical fact, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Words such as expects, forecast, guidance, anticipates, intends, plans, believes, seeks, estimates and similar expressions or variations of such words are intended to identify forward-looking statements herein; however, these are not the exclusive means of identifying forward-looking statements.
These and other forward-looking statements in this press release are based on management’s judgment as of the date of this release and are subject to numerous risks and uncertainties. Please refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the SEC and other filings, including our Current Reports on Form 8-K and Quarterly Reports on Form 10-Q, all of which are incorporated by reference herein, for further discussion of risk factors that may affect the forward-looking statements. The Company encourages you to consider the risks and uncertainties associated with projections and other forward-looking statements and to not place undue reliance on any such statements. In addition, the Company assumes no obligation to publicly revise or update any forward-looking statements based on future events or circumstances.
ABOUT BILL BARRETT CORPORATION
Bill Barrett Corporation (NYSE: BBG), headquartered in Denver, Colorado, develops oil and natural gas in the Rocky Mountain region of the United States. Additional information about the Company may be found on its website www.billbarrettcorp.com.
Press Release
For immediate release
Company contact: Larry C. Busnardo, Senior Director, Investor Relations, 303-312-8514
Bill Barrett Corporation to Participate in Upcoming Investor Conference
DENVER - December 4, 2015 - Bill Barrett Corporation (the “Company”) (NYSE: BBG) announced today that it is scheduled to present at the Wells Fargo Energy Symposium at 11:00 a.m. ET (9:00 a.m. MT) on Wednesday, December 9, 2015. Scot Woodall, Chief Executive Officer and President, will present on behalf of the Company. The presentation for this event will be available on the Company’s website at www.billbarrettcorp.com under the “Investor Relations” section.
ABOUT BILL BARRETT CORPORATION
Bill Barrett Corporation (NYSE: BBG), headquartered in Denver, Colorado, develops oil and natural gas in the Rocky Mountain region of the United States. Additional information about the Company may be found on its website www.billbarrettcorp.com.
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