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 20, 2020
AMPLIFY ENERGY CORP.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-35512 | 82-1326219 | ||
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
||
500 Dallas Street, Suite 1700 Houston, Texas |
77002 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (713) 490-8900
Not Applicable
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
||
Common Stock | AMPY | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 3.01. |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard. |
On April 20, 2020, Amplify Energy Corp. (the Company), received written notification (the Notice) from the New York Stock Exchange (NYSE) that the Company no longer satisfies the continued listing compliance standards set forth under Section 802.01C of the NYSE Listed Company Manual (Section 802.01C) because the average closing price of the Companys common stock, par value $0.01 per share (the Common Stock), was below $1.00 over a 30 consecutive trading-day period that ended April 17, 2020. Under the NYSEs rules, the Company has six months following receipt of the notification to regain compliance with the minimum share price requirement.
As required by the NYSE, the Company is notifying the NYSE of its intent to cure the deficiency and return to compliance with the NYSEs continued listing requirements. The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, the Common Stock has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month. Under NYSE rules, the Common Stock will continue to be listed on the NYSE during this six-month cure period, subject to the Companys compliance with other continued listing requirements. The Common Stock symbol AMPY will be assigned a .BC indicator by the NYSE to signify that the Company currently is not in compliance with the NYSEs continued listing requirements. If the Company fails to regain compliance with Section 802.01C during the cure period, the Common Stock will be subject to the NYSEs suspension and delisting procedures.
Item 7.01 |
Regulation FD Disclosure. |
On April 21, 2020, the Company issued a press release with respect to the receipt of the Notice. A copy of the press release is attached hereto as Exhibit 99.1. The information furnished in this Item 7.01 (including the exhibit) shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (Exchange Act), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit Number |
Description |
|
99.1 | Press Release Issued by Amplify Energy Corp. on April 21, 2020. |
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.
Dated: April 21, 2020 | AMPLIFY ENERGY CORP. | |||||||
By: | /s/ Martyn Willsher | |||||||
Name: | Martyn Willsher | |||||||
Title: | Interim Chief Executive Officer, Senior Vice President and Chief Financial Officer |
Exhibit 99.1
Amplify Energy Receives Continued Listing Standard Notice from NYSE
HOUSTON, April 21, 2020 Amplify Energy Corp. (NYSE: AMPY) (Amplify or the Company) announced today that on April 20, 2020, the Company received formal notice from the New York Stock Exchange (NYSE) that the average closing share price of the Companys common stock over the prior 30-consecutive trading day period was below $1.00, which is the minimum average share price for continued listing on the NYSE.
The NYSE notification does not affect the Companys ongoing business or its Securities and Exchange Commission reporting requirements, nor does it trigger any violation of its debt obligations.
Amplify intends to notify the NYSE of its intent to cure the deficiency and return to compliance with the NYSE continued listing requirements within the six-month cure period. During the cure period, Amplifys shares of common stock will continue to trade on the NYSE, subject to compliance with other continued listing requirements.
Under NYSE rules, the Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, its common stock has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.
About Amplify Energy
Amplify Energy Corp. is an independent oil and natural gas company engaged in the acquisition, development, exploration and production of oil and natural gas properties. Amplifys operations are focused in Oklahoma, the Rockies, offshore California, East Texas / North Louisiana and South Texas. For more information, visit www.amplifyenergy.com.
Investor Relations Contacts
Martyn Willsher Interim CEO & CFO
(832) 219-9047
martyn.willsher@amplifyenergy.com
Eric Chang Treasurer
(832) 219-9024
eric.chang@amplifyenergy.com