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): August 7, 2013

HALCÓN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-35467	20-0700684
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1000 Louisiana St., Suite 6700 Houston, Texas	77002
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (832) 538-0300

(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 (see General Instruction A.2):

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

Item 7.01      Regulation FD Disclosure.

On August 7, 2013, Halcón Resources Corporation (the “Company”) issued a press release announcing the commencement of its underwritten public offering of 38,000,000 shares of its common stock, subject to market conditions. The underwriters will have an option to purchase up to an additional 5,700,000 shares from the Company solely to cover over-allotments, if any. The Company intends to use the net proceeds from the offering to repay a portion of the outstanding borrowings under its senior secured revolving credit facility, which has been, and will continue to be, drawn upon to partially fund acquisitions of both leasehold and producing properties in core areas.

A copy of the press release is furnished herewith as Exhibit 99.1 to this current report on Form 8-K.

Item 8.01      Other Events.

On August 7, 2013, the Company issued a press release announcing that it intends to commence a private offering to eligible purchasers of approximately $300 million aggregate principal amount of senior notes due 2022 (the “Notes”). The Company intends to use the net proceeds from the offering to repay a portion of the outstanding borrowings under its senior secured revolving credit facility, which has been, and will continue to be, drawn upon to partially fund acquisitions of both leasehold and producing properties in core areas.

The Notes have not been registered under the Securities Act of 1933 (the “Securities Act”) or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws. The Notes may be resold by the initial purchasers pursuant to Rule 144A and Regulation S under the Securities Act.

A copy of the press release is filed herewith as Exhibit 99.2 and incorporated herein by reference.

Item 9.01      Financial Statements and Exhibits.

(d)   Exhibits. The following exhibits are included as part of this Current Report on Form 8-K:

Exhibit No.	Description
99.1	Press release issued by Halcón Resources Corporation announcing common stock offering dated August 7, 2013.
99.2	Press release issued by Halcón Resources Corporation announcing notes offering dated August 7, 2013.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HALCÓN RESOURCES CORPORATION
August 7, 2013	By:	/s/ Mark J. Mize
	Name:	Mark J. Mize
	Title:	Executive Vice President, Chief Financial Officer
		and Treasurer

2

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by Halcón Resources Corporation announcing common stock offering dated August 7, 2013.
99.2	Press release issued by Halcón Resources Corporation announcing notes offering dated August 7, 2013.

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EX-99.1

Exhibit 99.1

NEWS RELEASE

Halcón Resources Announces Public Offering of Common Stock

HOUSTON, TEXAS — August 7, 2013 — Halcón Resources Corporation (NYSE: HK) (“Halcón” or the “Company”) today announced that it has filed a preliminary prospectus supplement to its existing shelf registration statement with the U.S. Securities and Exchange Commission relating to an underwritten public offering of 38,000,000 shares of its common stock.  The underwriters will also have a 30-day option to purchase up to 5,700,000 additional shares of common stock from Halcón to cover over-allotments, if any.

The Company intends to use the net proceeds from the offering to repay a portion of the outstanding borrowings under its senior secured revolving credit facility, which has been, and will continue to be, drawn upon to partially fund acquisitions of both leasehold and producing properties in core areas.

Barclays and BMO Capital Markets are acting as joint book-running managers in connection with this offering.

The offering will be made only by means of a prospectus, forming a part of Halcón’s effective shelf registration statement, related prospectus supplement and other related documents. You may obtain these documents for free by visiting EDGAR on the Securities and Exchange Commission website at www.sec.gov. Additionally, copies of the preliminary prospectus supplement may be obtained from:

·Barclays c/o Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, New York 11717, or by email at barclaysprospectus@broadridge.com, or by calling (888) 603-5847; or

·BMO Capital Markets, Attn: Syndicate Department, 3 Times Square, 27th Floor, New York, New York 10036, or by email at bmoprospectus@bmo.com, or by calling (800) 414-3627.

Before you invest, you should read the prospectus supplement and accompanying base prospectus, along with other documents that the Company has filed with the Securities and Exchange Commission, for more complete information about Halcón and this offering.

This press release is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934.  Forward-looking statements are based on current beliefs and expectations and involve certain assumptions or estimates that involve various risks and uncertainties, such as financial market conditions, changes in commodities prices and the other risks discussed in detail in Halcón’s Annual Report on Form 10-K for the year ended December 31, 2012 and other subsequent filings with the Securities and Exchange Commission.  Readers should not place undue reliance on any such forward-looking statements, which are made only as of the date hereof.  The Company has no duty, and assumes no obligation, to update forward-looking statements as a result of new information, future events or changes in the Company’s expectations.

About Halcón Resources

Halcón Resources Corporation is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States.

Contact:
Scott M. Zuehlke
VP, Investor Relations
Halcón Resources
(832) 538-0314

EX-99.2

Exhibit 99.2

NEWS RELEASE

Halcón Resources Announces Offering of Senior Unsecured Notes

HOUSTON, TEXAS — August 7, 2013 — Halcón Resources Corporation (NYSE: HK) (“Halcón” or the “Company”) today announced that, subject to market conditions, it intends to offer $300 million in aggregate principal amount of senior unsecured notes due 2022.  Halcón intends to use the net proceeds from the offering to repay a portion of the outstanding borrowings under its senior secured revolving credit facility, which has been, and will continue to be, drawn upon to partially fund acquisitions of both leasehold and producing properties in core areas.

The offering will be made only to qualified institutional buyers pursuant to Rule 144A and to certain persons in offshore transactions pursuant to Regulation S, each under the Securities Act of 1933 (the “Securities Act”), as amended.

The senior unsecured notes have not been registered under the Securities Act or any state securities law and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.  This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934.  Forward-looking statements are based on current beliefs and expectations and involve certain assumptions or estimates that involve various risks and uncertainties, such as financial market conditions, changes in commodities prices and the other risks discussed in detail in Halcón’s Annual Report on Form 10-K for the year ended December 31, 2012 and other subsequent filings with the Securities and Exchange Commission.  Readers should not place undue reliance on any such forward-looking statements, which are made only as of the date hereof.  The Company has no duty, and assumes no obligation, to update forward-looking statements as a result of new information, future events or changes in the Company’s expectations.

About Halcón Resources

Halcón Resources Corporation is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States.

Contact:
Scott M. Zuehlke
VP, Investor Relations
Halcón Resources
(832) 538-0314