Form 8-K REX ENERGY CORP For: Jun 11

 

 

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): June 11, 2015

 

 

Rex Energy Corporation

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware		001-33610		20-8814402
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

366 Walker Drive State College, Pennsylvania		16801
(Address of principal executive offices)		(Zip Code)

Registrant’s Telephone Number, including area code: (814) 278-7267

Not Applicable

(Former name, former address and former fiscal year, 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 (see General Instruction A.2.):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 7.01.

Regulation FD Disclosure.

On June 11, 2015, Rex Energy Corporation (“Rex Energy”) issued a press release announcing that it has completed its offer to exchange up to $325,000,000 aggregate principal amount of its 6.250% Senior Notes due 2022 that were not registered under the Securities Act of 1933, as amended (the “Securities Act”), for an equal principal amount of its 6.250% Senior Notes due 2022 that have been registered under the Securities Act. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information under this heading, including the related Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth in such a filing.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit Number		Description
99.1		Press Release of Rex Energy Corporation dated June 11, 2015.

[Signature page to follow]

 

1

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Rex Energy has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: June 11, 2015

 

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EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Press Release of Rex Energy Corporation dated June 11, 2015.

Exhibit 99.1

Rex Energy Announces Closing Of 6.250% Senior Notes Exchange Offer

STATE COLLEGE, Pa., June 11, 2015 (GLOBE NEWSWIRE) — Rex Energy Corporation (Nasdaq: REXX) (the “Company”) today announced that it has completed its offer to exchange up to $325 million aggregate principal amount of its 6.250% Senior Notes due 2022, which have been registered under the Securities Act of 1933, as amended (the “Exchange Notes”), for up to $325 million of its outstanding 6.250% Senior Notes due 2022, which were previously issued in private placements (the “Private Notes”).

The registered exchange offer, which expired at 5:00 p.m., New York City time, on June 8, 2015, fulfilled the Company’s obligations regarding the registration of its outstanding Private Notes. Pursuant to registration rights agreements entered into by the Company in connection with the sale of the Private Notes, the Company agreed to file a registration statement with the Securities and Exchange Commission relating to the exchange offer and the Exchange Notes.

The Company received and accepted tenders of 100% of the Private Notes that were outstanding. The Exchange Notes contain substantially identical terms to the Private Notes.

About Rex Energy Corporation

Rex Energy is headquartered in State College, Pennsylvania and is an independent oil and gas exploration and production company operating in the Appalachian and Illinois Basins within the United States.

 

CONTACT:		Mark Aydin
		Manager, Investor Relations
		(814) 278-7249
		[email protected]

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