0001193125-12-175700.txt : 20120423 0001193125-12-175700.hdr.sgml : 20120423 20120423151253 ACCESSION NUMBER: 0001193125-12-175700 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120420 ITEM INFORMATION: Other Events FILED AS OF DATE: 20120423 DATE AS OF CHANGE: 20120423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAWSON GEOPHYSICAL CO CENTRAL INDEX KEY: 0000351231 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 750970548 STATE OF INCORPORATION: TX FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34404 FILM NUMBER: 12773108 BUSINESS ADDRESS: STREET 1: 508 WEST WALL STREET 2: SUITE 800 CITY: MIDLAND STATE: TX ZIP: 79701 BUSINESS PHONE: 9156843000 MAIL ADDRESS: STREET 1: 508 WEST WALL STREET 2: SUITE 800 CITY: MIDLAND STATE: TX ZIP: 79701 8-K 1 d338376d8k.htm FORM 8-K Form 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): April 23, 2012 (April 20, 2012)

 

 

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

 

 

 

TEXAS   001-34404   75-0970548

(State of incorporation

or organization)

 

(Commission

file number)

 

(I.R.S. employer

identification number)

 

508 W. WALL, SUITE 800

MIDLAND, TEXAS

  79701
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (432) 684-3000

(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. below):

 

¨ 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))

 

 

 


Item 8.01. Other Events.

On April 20, 2012, the Securities and Exchange Commission (the “SEC”) declared effective the shelf registration statement (File No. 333-180563) filed by Dawson Geophysical Company (the “Company”) with the SEC on April 4, 2012. The registration statement replaces the Company’s previous registration statement, which expired on April 9, 2012, and covers the offer and sale from time to time of up to $150 million in debt securities, preferred and common stock and warrants. The features of the registration statement allow the Company to sell securities in one or more separate offerings with the size, price and terms to be determined at the time of sale. The terms of any securities offered would be described in a related prospectus to be filed separately with the SEC at the time of the offering.

The Company does not expect to make an offering at this time and has made the filing to enable the Company to act quickly as opportunities arise.


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.

 

            DAWSON GEOPHYSICAL COMPANY
Date: April 23, 2012     By:   /s/ Christina W. Hagan
      Christina W. Hagan
     

Executive Vice President, Secretary and

Chief Financial Officer