Permian Resources Corp — Capital/Financing Update 2016

Mar 4, 2016

8-K 1 a16-5262_18k.htm 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): February 29, 2016

*SILVER RUN ACQUISITION CORPORATION*

(Exact name of registrant as specified in its charter)

Delaware	001-37697	47-5381253
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification No.
incorporation)

1000 Louisiana Street, Suite 1450
Houston, TX	77002
(Address of principal executive offices)	(Zip Code)

*(713) 357-1400* (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:

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

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*Item 8.01 Other Events.*

On February 29, 2016, Silver Run Acquisition Corporation (the “ Company ”) consummated its initial public offering (the “ IPO ”) of 50,000,000 units (the “ Units ”), including the issuance of 5,000,000 Units as a result of the underwriters’ partial exercise of their over-allotment option. Each Unit consists of one share of Class A common stock of the Company, par value $0.0001 per share (the “ Class A Common Stock ”), and one-third of one warrant of the Company, each whole warrant entitling the holder thereof to purchase one whole share of Class A Common Stock at an exercise price of $11.50 per share. The Units were sold at a price of $10.00 per unit, generating gross proceeds to the Company of $500,000,000.

On February 29, 2016, simultaneously with the consummation of the IPO, the Company completed the private sale (the “ Private Placement ”) of 8,000,000 warrants (the “ Private Placement Warrants ”) at a purchase price of $1.50 per Private Placement Warrant, to the Company’s sponsor, Silver Run Sponsor, LLC, generating gross proceeds to the Company of $12,000,000.

A total of $500,000,000, comprised of $490,000,000 of the proceeds from the IPO, including approximately $17,500,000 of the underwriters’ deferred discount, and $10,000,000 of the proceeds of the sale of the Private Placement Warrants, were placed in a trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee. An audited balance sheet as of February 29, 2016 reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.

*Item 9.01 Financial Statements and Exhibits.*

(d) Exhibits. The following exhibits are filed with this Form 8-K:

Exhibit No.	Description of Exhibits
99.1	Audited Balance Sheet, as of February 29, 2016.

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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 hereunto duly authorized.

Silver Run Acquisition Corporation — By:	/s/ Thomas J. Walker
Name:	Thomas J. Walker
Title:	Chief Financial Officer

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*EXHIBIT INDEX*

Exhibit No.	Description of Exhibits
99.1	Audited Balance Sheet, as of February 29, 2016.

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