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):  August 1, 2017

 

Jones Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-36006

 

80-0907968

(State or Other Jurisdiction of
Incorporation or Organization)

 

(Commission File
Number)

 

(I.R.S. Employer Identification No.)

 

 

807 Las Cimas Parkway, Suite 350
Austin, Texas

78746

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant’s telephone number, including area code:  (512) 328-2953

 

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:

 

☐   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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

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.   ☒

 

 

 

 

Item 2.01                 Completion of Acquisition or Disposition of Assets.

 

As previously announced, on June 22, 2017,  Jones Energy, Inc. (“Jones Energy” or “the Company”) entered into a definitive agreement (the “Arkoma Agreement”) to sell its Arkoma Basin properties (the “Divestiture”) for a purchase price of $65.0 million, subject to customary adjustments.  The Company closed the Divestiture on August 1, 2017.  The Company may also receive a contingent payment of up to $2.5 million based on improving natural gas prices. Unaudited pro forma condensed consolidated information of the Company to give effect to the Divestiture is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

 

Item 7.01                 Regulation FD Disclosure.

 

On August 1, 2017,  Jones Energy issued a press release announcing the closing of the Divestiture. A copy of the press release is furnished as Exhibit 99.2 hereto and is incorporated herein by reference.

 

The information disclosed in Item 7.01, including Exhibit 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.

 

Item 9.01                 Financial Statements and Exhibits.

 

(b)          Pro Forma Financial information:

Unaudited pro forma information of the Company to give effect to the disposition of our Arkoma assets is filed as Exhibit 99.1 and is incorporated by reference:

-- Unaudited pro forma condensed consolidated balance sheets as of June 30,  2017

-- Unaudited pro forma condensed consolidated statements of operations for the six months ended June 30, 2017 and the year ended December 31, 2016

 

(d)          Exhibits

 

Exhibit No.

    

Description

99.1

 

Unaudited Pro Forma Condensed Consolidated Financial Statements.

99.2

 

Press Release of Jones Energy, Inc., dated August 1, 2017.

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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.

 

 

 

JONES ENERGY, INC.

 

 

 

 

Date: August 7, 2017

By:

/s/ Robert J. Brooks

 

 

Robert J. Brooks

 

 

Executive Vice President and Chief Financial Officer

 

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EXHIBIT INDEX

 

 

Exhibit No.

      

Description

99.1

 

Unaudited Pro Forma Condensed Consolidated Financial Statements.

99.2

 

Press Release of Jones Energy, Inc., dated August 1, 2017.

 

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