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PDCE > SEC Filings for PDCE > Form 8-K on 24-Jun-2013All Recent SEC Filings

Show all filings for PDC ENERGY, INC.

Form 8-K for PDC ENERGY, INC.


Completion of Acquisition or Disposition of Assets, Financial Statements and Exh

Item 2.01. Completion of Acquisition or Disposition of Assets

On a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on February 5, 2013, PDC Energy, Inc. (the "Company"), a Nevada corporation, first reported that it had executed a Purchase and Sale Agreement with certain affiliates of Denver-based Caerus Oil and Gas LLC ("Caerus"), dated February 4, 2013, pursuant to which the Company agreed to sell to Caerus its Piceance Basin, Northeastern Colorado and certain other non-core Colorado oil and gas properties, leasehold mineral interests and related assets, including certain derivatives (the "Assets") for aggregate cash consideration of approximately $200 million, subject to customary adjustments, including adjustments based on title and environmental diligence to be conducted by Caerus.

On June 18, 2013, this divestiture was completed with total proceeds received of approximately $185.2 million, subject to customary post-closing adjustments and net of our non-affiliated investor partners' share of $17.0 million. Under the Purchase and Sale Agreement, the transaction is given economic effect as of January 1, 2013 such that all proceeds and certain customary operational costs and expenses attributable to the Assets will be apportioned between the Company and Caerus according to such date. Following the closing of the transaction, the Company is completely divested of its Piceance Basin and Northeastern Colorado assets.

Item 9.01. Financial Statements and Exhibits

(b) Pro Forma Financial Information

The unaudited pro forma condensed consolidated balance sheet as of March 31, 2013 and the unaudited pro forma condensed consolidated statements of operations for the years ended December 31, 2012, 2011 and 2010 and the three month periods ended March 31, 2013 and 2012, as adjusted to reflect the divestiture of the Assets, are furnished as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference.

(d) Exhibits
Exhibit No.   Description

   99.1       Pro Forma Financial Information

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