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CJES > SEC Filings for CJES > Form 8-K on 21-Nov-2012All Recent SEC Filings

Show all filings for C&J ENERGY SERVICES, INC.



Other Events, Financial Statements and Exhibits

Item 8.01 Other Events.

On November 19, 2012, C&J Energy Services, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and among the Company, its wholly owned subsidiary C&J Spec-Rent Services, Inc. ("Spec-Rent"), Energy Spectrum Partners IV LP (the "Selling Stockholder") and Goldman, Sachs & Co. (the "Underwriter"), relating to the sale (the "Offering") by the Selling Stockholder to the Underwriter of an aggregate of 3,296,549 shares of the Company's common stock, par value $0.01 per share (the "Common Stock").

The material terms of the Offering are described in the prospectus, dated November 19, 2012 (the "Prospectus"), filed by the Company with the Securities and Exchange Commission (the "SEC") on November 21, 2012 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act"). The Offering is registered with the SEC pursuant to an effective registration statement on Form S-3 (File No. 333-173188) filed by the Company under the Securities Act with the SEC on August 8, 2012 and declared effective on August 21, 2012.

In the Underwriting Agreement, the Company, Spec-Rent and the Selling Stockholder each agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act, and to contribute to payments the Underwriter may be required to make because of any of those liabilities.

The Offering is expected to close on November 26, 2012, subject to customary closing conditions. The Company will not receive any proceeds from the Offering, and the number of outstanding shares of the Company's Common Stock will not change as a result of the Offering.

The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is filed as Exhibit 1.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Number      Description of Exhibits

 1.1        Underwriting Agreement, dated November 19, 2012, by and among C&J
            Energy Services, Inc., C&J Spec-Rent Services, Inc., Energy Spectrum
            Partners IV LP and Goldman, Sachs & Co.

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