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PDCE > SEC Filings for PDCE > Form 8-K on 28-Jun-2013All Recent SEC Filings

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Form 8-K for PDC ENERGY, INC.


28-Jun-2013

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events

Piceance Basin and NECO Divestiture. On February 4, 2013, PDC Energy, Inc. (the "Company"), a Nevada corporation, executed a Purchase and Sale Agreement with certain affiliates of Denver-based Caerus Oil and Gas LLC ("Caerus") 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 "Piceance Basin and NECO Divestiture") for aggregate cash consideration of approximately $200 million, subject to customary adjustments.

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.

Merit Acquisition. On June 29, 2012, the Company completed the acquisition of certain Wattenberg Field oil and natural gas properties, leasehold mineral interests and related assets from affiliates of Merit Energy (the "Merit Acquisition"). The aggregate purchase price of these properties was approximately $304.6 million, after post-closing adjustments.



Item 9.01. Financial Statements and Exhibits

(b) Pro Forma Financial Information

The unaudited pro forma consolidated statement of operations for the year ended December 31, 2012, as adjusted to reflect the Piceance Basin and NECO Divestiture and the Merit Acquisition, 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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