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| CIK | 41023 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Georesources Inc
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| August 31, 2012 |
Form 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-08041 GeoResources, Inc. (Exact Name of Registrant as Specif |
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| August 21, 2012 |
- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on August 21, 2012 Registration Statement No. 333-175697 Registration Statement No. 333-149216 Registration Statement No. 333-145221 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175697 POST-EFFECTIVE AME |
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| August 21, 2012 |
- POST-EFFECTIVE AMENDMENT NO. 8 TO FORM S-3 Post-Effective Amendment No. 8 to Form S-3 As filed with the Securities and Exchange Commission on August 21, 2012 Registration Statement No. 333-144831 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 8 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GeoResources, Inc. (Exact name of registrant as specified in its charter) Co |
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| August 21, 2012 |
Form RW August 21, 2012 VIA EDGAR AND OVERNIGHT DELIVERY United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 21, 2012 |
- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on August 21, 2012 Registration Statement No. 333-175697 Registration Statement No. 333-149216 Registration Statement No. 333-145221 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175697 POST-EFFECTIVE AME |
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| August 21, 2012 |
- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on August 21, 2012 Registration Statement No. 333-175697 Registration Statement No. 333-149216 Registration Statement No. 333-145221 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-175697 POST-EFFECTIVE AME |
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| August 21, 2012 |
- POST-EFFECTIVE AMENDMENT NO. 8 TO FORM S-3 Post-Effective Amendment No. 8 to Form S-3 As filed with the Securities and Exchange Commission on August 21, 2012 Registration Statement No. 333-152041 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 8 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GeoResources, Inc. (Exact name of registrant as specified in its charter) Co |
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| August 9, 2012 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 9, 2012 |
GEOI / Georesources Inc / Vlasic Michael Andrew - SCHEDULE 13D/A Activist Investment Schedule 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* GeoResources, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 372476101 (CUSIP Number) Michael A. Vlasic VILLCo Energy, L.L.C. 38710 Woodward Avenue, Suite 100 Bloomfield Hills, MI 48304 Telep |
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| August 7, 2012 |
Certificate of Merger Exhibit 3.3 CERTIFICATE OF MERGER of GEORESOURCES, INC. (a Colorado corporation) with and into LEOPARD SUB II, LLC (a Delaware limited liability company) Pursuant to Title 6, Section 18-209 of the Delaware Limited Liability Company Act, the undersigned hereby certifies the following: 1. The name, jurisdiction of formation or organization, and entity type of each of the mergin |
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| August 7, 2012 |
Exhibit 3.2 LIMITED LIABILITY COMPANY AGREEMENT OF LEOPARD SUB II, LLC a Delaware Limited Liability Company April 11, 2012 TABLE OF CONTENTS Page ARTICLE I Formation of Limited Liability Company 1 Section 1.1 Formation 1 Section 1.2 Name 1 Section 1.3 Purpose 1 Section 1.4 Offices 1 Section 1.5 Term 1 Section 1.6 No State-Law Partnership 1 Section 1.7 Title to Company Property 1 ARTICLE II Definit |
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| August 7, 2012 |
CERTIFICATE OF FORMATION LEOPARD SUB II, LLC Certificate of Formation Exhibit 3.1 CERTIFICATE OF FORMATION OF LEOPARD SUB II, LLC 1. The name of the limited liability company is Leopard Sub II, LLC (the “Company”). 2. The address of the Company’s registered office in the State of Delaware is 1675 South State Street, Suite B, Dover, Kent County, Delaware 19901. The name of its registered agent at such address is Capitol Services, Inc. IN WITN |
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| August 7, 2012 |
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: August 1, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| July 31, 2012 |
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): July 31, 2012 GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| July 31, 2012 |
Halcón Resources and GeoResources Announce Results from Special Meetings of Stockholders Joint Press Release EXHIBIT 99.1 NEWS RELEASE Halcón Resources and GeoResources Announce Results from Special Meetings of Stockholders HOUSTON, TEXAS – July 31, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón”) and GeoResources, Inc. (NASDAQ:GEOI) (“GeoResources”) today announced that each company has received the necessary approvals from their respective stockholders to authorize GeoResou |
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| July 18, 2012 |
Additional Disclosure EXHIBIT 99.1 ADDITIONAL DISCLOSURE The following additional disclosure supplements disclosure contained in the joint proxy statement/prospectus that was filed on June 27, 2012 by GeoResources, Inc. (“GeoResources”) with the Securities and Exchange Commission (“SEC”) and was mailed on or about June 28, 2012 to stockholders of GeoResources in connection with the Agreement and P |
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| July 18, 2012 |
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: July 16, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| July 18, 2012 |
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: July 16, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| July 18, 2012 |
Additional Disclosure EXHIBIT 99.1 ADDITIONAL DISCLOSURE The following additional disclosure supplements disclosure contained in the joint proxy statement/prospectus that was filed on June 27, 2012 by GeoResources, Inc. (“GeoResources”) with the Securities and Exchange Commission (“SEC”) and was mailed on or about June 28, 2012 to stockholders of GeoResources in connection with the Agreement and P |
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| July 18, 2012 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2012 HALCÓN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35467 20-0700684 (State or other jurisdiction of incorp |
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| July 18, 2012 |
EXHIBIT 99.1 ADDITIONAL DISCLOSURE The following additional disclosure supplements disclosure contained in the joint proxy statement/prospectus that was filed on June 27, 2012 by Halcón Resources Corporation (“Halcón”) with the Securities and Exchange Commission (“SEC”) and was mailed on or about June 28, 2012 to stockholders of Halcón in connection with the Agreement and Plan of Merger, dated as |
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| July 2, 2012 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2012 HALCÓN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35467 20-0700684 (State or other jurisdiction of incorp |
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| July 2, 2012 |
EX-2.1 2 d376164dex21.htm AGREEMENT OF PURCHASE AND SALE Exhibit 2.1 Agreement of Sale and Purchase NCL Appalachian Partners, L.P., as Seller and Halcón Energy Properties, Inc. as Buyer Dated May 8, 2012 TABLE OF CONTENTS ARTICLE I. Definitions and References 1 Section 1.1 Defined Terms 1 ARTICLE II. Property to be Sold and Purchased 4 Section 2.1 Properties 4 Section 2.2 Excluded Properties 6 ART |
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| July 2, 2012 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Pro forma condensed combined balance sheet of Halcon Resources Corporation Exhibit 99. |
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| June 28, 2012 |
Press Release EXHIBIT 99.1 NEWS RELEASE Halcón Resources and GeoResources Announce Record Dates and Meeting Dates for Special Meetings of Stockholders HOUSTON, TEXAS – June 28, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón”) and GeoResources, Inc. (NASDAQ: GEOI) (“GeoResources”), today announced that each has set a record date and a meeting date for their special meetings of stockholders |
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| June 28, 2012 |
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: June 28, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| June 28, 2012 |
Joint press release Exhibit 99.1 NEWS RELEASE Halcón Resources and GeoResources Announce Record Dates and Meeting Dates for Special Meetings of Stockholders HOUSTON, TEXAS – June 28, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón”) and GeoResources, Inc. (NASDAQ: GEOI) (“GeoResources”), today announced that each has set a record date and a meeting date for their special meetings of stockh |
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| June 28, 2012 |
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: June 28, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| June 28, 2012 |
Press Release EXHIBIT 99.1 NEWS RELEASE Halcón Resources and GeoResources Announce Record Dates and Meeting Dates for Special Meetings of Stockholders HOUSTON, TEXAS – June 28, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón”) and GeoResources, Inc. (NASDAQ: GEOI) (“GeoResources”), today announced that each has set a record date and a meeting date for their special meetings of stockholders |
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| June 28, 2012 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2012 HALCÓN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35467 20-0700684 (State or other jurisdiction of incorp |
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| June 27, 2012 |
- DEFINITIVE PROXY RELATING TO MERGER Definitive Proxy Relating to Merger Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 25, 2012 |
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): June 25, 2012 GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| June 25, 2012 |
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): June 25, 2012 GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| June 25, 2012 |
Notice to Warrant Holders EXHIBIT 99.1 June 25, 2012 To: GeoResources, Inc. Warrant Holders From: Howard E. Ehler Chief Financial Officer RE: Treatment of GeoResources, Inc. Warrants in Context of Merger with Halcón Resources Corporation As you may be aware, on April 24, 2012, GeoResources, Inc., (“GeoResources”), entered into a definitive merger agreement (“merger agreement”) with Halcón Resource |
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| June 25, 2012 |
EXHIBIT 99.1 June 25, 2012 To: GeoResources, Inc. Warrant Holders From: Howard E. Ehler Chief Financial Officer RE: Treatment of GeoResources, Inc. Warrants in Context of Merger with Halcón Resources Corporation As you may be aware, on April 24, 2012, GeoResources, Inc., (“GeoResources”), entered into a definitive merger agreement (“merger agreement”) with Halcón Resources Corporation (“Halcón”), |
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| May 9, 2012 |
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): May 8, 2012 GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 9, 2012 |
Merger Prospectus - 425 FILING 425 filing Filed by GeoResources, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: GeoResources, Inc. Commission File No.: 0-8041 Contact: Cathy Kruse Telephone: 701-572-2020 Ext. 3 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Reports First Quarter Financial and Operat |
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| May 9, 2012 |
EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 Ext. 3 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Reports First Quarter Financial and Operational Results Reports First Quarter Adjusted Net Income of $11.5 Million or $0.44 Per Share and Adjusted EBITDAX of $30.4 Million Houston, Texas, May 8, 2012 – GeoResources, Inc. (NASDAQ: GEOI), today announced its financial a |
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| May 8, 2012 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2012 HALCÓN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35467 20-0700684 (State or other jurisdiction of incorpor |
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| May 8, 2012 |
GeoResources, Inc. Announces Postponement of 2012 Annual Meeting Press Release EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 Ext. 1 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Announces Postponement of 2012 Annual Meeting Houston, Texas, May 7, 2012 – GeoResources, Inc. (NASDAQ: GEOI), today announced that its Board of Directors determined to postpone the 2012 Annual Meeting of Shareholders because of the pendency of the merge |
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| May 8, 2012 |
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: May 7, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Number |
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| May 8, 2012 |
Halcón Resources Announces First Quarter 2012 Financial Results Press Release Exhibit 99.1 NEWS RELEASE Halcón Resources Announces First Quarter 2012 Financial Results HOUSTON, TEXAS – May 8, 2012 – Halcón Resources Corporation (NYSE:HK) (“Halcón” or the “Company”) today announced its first quarter 2012 financial results. Revenues for the three months ended March 31, 2012 were $26.9 million, a 5% increase over fourth quarter 2011 and a 4% increase compared to |
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| May 8, 2012 |
GeoResources, Inc. Announces Postponement of 2012 Annual Meeting Press Release EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 Ext. 1 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Announces Postponement of 2012 Annual Meeting Houston, Texas, May 7, 2012 – GeoResources, Inc. (NASDAQ: GEOI), today announced that its Board of Directors determined to postpone the 2012 Annual Meeting of Shareholders because of the pendency of the merge |
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| May 8, 2012 |
Quarterly Report - FORM 10-Q FOR QUARTERLY PERIOD ENDED MARCH 31, 2012 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period ended March 31, 2012 Commission File Number – 0-8041 GEORESOURCES, INC. (Exact name of registrant as specified in its charter) Colorado 84-0505444 (State or other jurisdiction of incorp |
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| May 8, 2012 |
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: May 7, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 4, 2012 |
HK.WS / Halcon Resources Corporation / GEORESOURCES INC - SCHEDULE 13D Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Halcón Resources Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 40537Q209 (CUSIP Number) Frank A. Lodzinski President and Chief Executive Officer GeoResources, Inc. 110 Cypress Station Drive, Suite 220 Hou |
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| May 2, 2012 |
GEOI / Georesources Inc / Vlasic Michael Andrew - SCHEDULE 13D AMENDMENT NO. 6 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* GeoResources, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 372476101 (CUSIP Number) Michael A. Vlasic VILLCo Energy, L.L.C. 38710 Woodward Avenue, Suite 100 Bloomfield Hills, MI 48304 Telephone: (248) 642 |
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| April 30, 2012 |
Annual Report - AMENDMENT NO.1 TO FORM 10-K FOR FISCAL YEAR ENDED DECEMBER 31, 2011 Amendment No.1 to Form 10-K for fiscal year ended December 31, 2011 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year ended December 31, 2011 Commission File Number – 0-8041 GeoResources, Inc. (Exact name of registrant as spe |
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| April 27, 2012 |
EXHIBIT 99.1 GeoResources, Inc. and Halcón Resources Corporation Moderator: Scott Zuehlke April 25, 2012 1:00 p.m. ET Operator: Good day, ladies and gentlemen, and welcome to the Halcon Resources to Acquire GeoResources Conference Call. At this time, all participants are in a listen-only mode. Later we will conduct a question and answer session and instructions will be given at that time. Should a |
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| April 27, 2012 |
PRESS RELEASE EXHIBIT 99.1 GeoResources, Inc. and Halcón Resources Corporation Moderator: Scott Zuehlke April 25, 2012 1:00 p.m. ET Operator: Good day, ladies and gentlemen, and welcome to the Halcon Resources to Acquire GeoResources Conference Call. At this time, all participants are in a listen-only mode. Later we will conduct a question and answer session and instructions will be given at that |
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| April 27, 2012 |
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: April 25, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| April 27, 2012 |
Rule 425 Filed by Halcón Resources Corporation Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: GeoResources, Inc. |
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| April 27, 2012 |
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: April 25, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 25, 2012 |
Regulation FD Disclosure, Other Events - 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: April 24, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| April 25, 2012 |
Voting Agreement Exhibit 10.1 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), is dated as of April 24, 2012 by and between GeoResources, Inc., a Colorado corporation (the “Company”) and HALRES LLC, a Delaware limited liability company (“Stockholder”). WHEREAS, Stockholder is, as of the date hereof, the record and beneficial owner of that number of shares of Common Stock, par value $0.00 |
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| April 25, 2012 |
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: April 24, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission |
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| April 25, 2012 |
CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT Confidential Information, Non-Competition and Non-Solicit Agreement EXHIBIT 2.4 EXECUTION VERSION CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT THIS CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT (“Agreement”) is entered this 24th day of April, 2012 by and between Halcón Resources Corporation, a Delaware corporation (“Parent”), and Frank A. Lodzinski (“Ex |
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| April 25, 2012 |
Parent Voting Agreement EXHIBIT 2.3 Execution Version VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), is dated as of April 24, 2012 by and among Halcón Resources Corporation, a Delaware corporation (“Parent”), Leopard Sub I, Inc., a Colorado corporation and wholly owned subsidiary of Parent (“Merger Sub”), and each of the Persons listed on Schedule A hereto (each a “Stockholder” and, co |
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| April 25, 2012 |
Slideshow Presentation April 25, 2012 HK to Acquire GEOI Exhibit 99.2 Forward-Looking Statements 2 This presentation contains forward-looking information regarding Halcón Resources and GeoResources that is intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Forward- looking statements are based on Halcón Resou |
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| April 25, 2012 |
CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT Confidential Information, Non-Competition and Non-Solicit Agreement EXHIBIT 2.4 EXECUTION VERSION CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT THIS CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT (“Agreement”) is entered this 24th day of April, 2012 by and between Halcón Resources Corporation, a Delaware corporation (“Parent”), and Frank A. Lodzinski (“Ex |
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| April 25, 2012 |
Company Voting Agreement EXHIBIT 2.2 EXECUTION VERSION VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), is dated as of April 24, 2012 by and between GeoResources, Inc., a Colorado corporation (the “Company”) and HALRES LLC, a Delaware limited liability company (“Stockholder”). WHEREAS, Stockholder is, as of the date hereof, the record and beneficial owner of that number of shares of Comm |
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| April 25, 2012 |
Agreement and Plan of Merger Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG HALCÓN RESOURCES CORPORATION, LEOPARD SUB I, INC., LEOPARD SUB II, LLC AND GEORESOURCES, INC. April 24, 2012 TABLE OF CONTENTS ARTICLE 1 THE MERGERS 2 Section 1.1 The Mergers 2 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section 1.4 Governing Instruments 3 Section 1.5 Directors, Managers and Officers of the S |
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| April 25, 2012 |
Agreement and Plan of Merger EXHIBIT 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG HALCÓN RESOURCES CORPORATION, LEOPARD SUB I, INC., LEOPARD SUB II, LLC AND GEORESOURCES, INC. April 24, 2012 TABLE OF CONTENTS ARTICLE 1 THE MERGERS 2 Section 1.1 The Mergers 2 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section 1.4 Governing Instruments 3 Section 1.5 Directors, Managers and |
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| April 25, 2012 |
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 24, 2012 HALCÓN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35467 20-0700684 (State or other jurisdiction of incorporation |
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| April 25, 2012 |
Slideshow Presentation April 25, 2012 HK to Acquire GEOI Exhibit 99.2 Forward-Looking Statements 2 This presentation contains forward-looking information regarding Halcón Resources and GeoResources that is intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Forward- looking statements are based on Halcón Resou |
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| April 25, 2012 |
Halcón Resources to Acquire GeoResources Press Release Exhibit 99.1 NEWS RELEASE Halcón Resources to Acquire GeoResources HOUSTON, TEXAS – April 25, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón Resources”) and GeoResources, Inc. (NASDAQ: GEOI) (“GeoResources”) today announced that they have entered into a definitive merger agreement in which GeoResources will merge into a wholly-owned subsidiary of Halcón Resources in a cash a |
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| April 25, 2012 |
Company Voting Agreement EXHIBIT 2.2 EXECUTION VERSION VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), is dated as of April 24, 2012 by and between GeoResources, Inc., a Colorado corporation (the “Company”) and HALRES LLC, a Delaware limited liability company (“Stockholder”). WHEREAS, Stockholder is, as of the date hereof, the record and beneficial owner of that number of shares of Comm |
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| April 25, 2012 |
Agreement and Plan of Merger EXHIBIT 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG HALCÓN RESOURCES CORPORATION, LEOPARD SUB I, INC., LEOPARD SUB II, LLC AND GEORESOURCES, INC. April 24, 2012 TABLE OF CONTENTS ARTICLE 1 THE MERGERS 2 Section 1.1 The Mergers 2 Section 1.2 Effective Time 2 Section 1.3 Closing 2 Section 1.4 Governing Instruments 3 Section 1.5 Directors, Managers and |
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| April 25, 2012 |
Halcón Resources to Acquire GeoResources Exhibit 99.1 NEWS RELEASE Halcón Resources to Acquire GeoResources HOUSTON, TEXAS – April 25, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón Resources”) and GeoResources, Inc. (NASDAQ: GEOI) (“GeoResources”) today announced that they have entered into a definitive merger agreement in which GeoResources will merge into a wholly-owned subsidiary of Halcón Resources in a cash and stock trans |
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| April 25, 2012 |
Halcón Resources to Acquire GeoResources Press Release Exhibit 99.1 NEWS RELEASE Halcón Resources to Acquire GeoResources HOUSTON, TEXAS – April 25, 2012 – Halcón Resources Corporation (NYSE: HK) (“Halcón Resources”) and GeoResources, Inc. (NASDAQ: GEOI) (“GeoResources”) today announced that they have entered into a definitive merger agreement in which GeoResources will merge into a wholly-owned subsidiary of Halcón Resources in a cash a |
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| April 25, 2012 |
Parent Voting Agreement EXHIBIT 2.3 Execution Version VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), is dated as of April 24, 2012 by and among Halcón Resources Corporation, a Delaware corporation (“Parent”), Leopard Sub I, Inc., a Colorado corporation and wholly owned subsidiary of Parent (“Merger Sub”), and each of the Persons listed on Schedule A hereto (each a “Stockholder” and, co |
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| April 25, 2012 |
Voting Agreement Exhibit 10.2 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), is dated as of April 24, 2012 by and among Halcón Resources Corporation, a Delaware corporation (“Parent”), Leopard Sub I, Inc., a Colorado corporation and wholly owned subsidiary of Parent (“Merger Sub”), and each of the Persons listed on Schedule A hereto (each a “Stockholder” and, collectively, the “Stockho |
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| April 25, 2012 |
CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT Confidential Information Exhibit 10.3 CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT THIS CONFIDENTIAL INFORMATION, NON-COMPETITION AND NON-SOLICIT AGREEMENT (“Agreement”) is entered this 24 day of April, 2012 by and between Halcón Resources Corporation, a Delaware corporation (“Parent”), and Frank A. Lodzinski (“Executive”), to be effective on the Closing and contingent on th |
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| April 25, 2012 |
Joint Investor Presentation April 25, 2012 HK to Acquire GEOI Exhibit 99.2 NYSE: HK Forward-Looking Statements 2 This presentation contains forward-looking information regarding Halcón Resources and GeoResources that is intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Forward- looking statements are based o |
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| April 9, 2012 |
8-K 1 d331546d8k.htm 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: April 3, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorp |
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| April 9, 2012 |
EX-10.1 2 d331546dex101.htm FORM OF INDEMNIFICATION AGREEMENT EXHIBIT 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made as of , by and between GeoResources, Inc., a Colorado corporation (the “Company”), and (“Indemnitee”). WITNESSETH: WHEREAS, highly competent persons have become more reluctant to serve publicly traded corporations as directors, officers or i |
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| March 22, 2012 |
Slideshow Presentation GeoResources, Inc. INVESTOR PRESENTATION MARCH 2012 Exhibit 99.1 Forward-Looking Statements Information included herein contains forward-looking statements that involve significant risks and uncertainties, including our need to replace production and acquire or develop additional oil and gas reserves, intense competition in the oil and gas industry, our dependence on our man |
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| March 22, 2012 |
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: March 16, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 20, 2012 |
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: March 14, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 19, 2012 |
EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 Ext. 1 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Reports 2011 Fourth Quarter and Full Year Financial Results Reports Record Production, Revenue, EBITDAX and Adjusted Net Income for the Full Year and Fourth Quarter of 2011 Houston, Texas, March 13, 2012 – GeoResources, Inc. (NASDAQ: GEOI), today announced financial a |
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| March 19, 2012 |
Results of Operations and Financial Condition - 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: March 13, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 13, 2012 |
Subsidiaries of the Registrant EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Incorporation or Organization AROC (Texas), Inc. Texas Catena Oil & Gas, LLC Texas G3 Energy, LLC Colorado G3 Operating, LLC Colorado Southern Bay Energy, LLC Texas Southern Bay Louisiana, L.L.C. Texas Southern Bay Operating, L.L.C. Texas Western Star Drilling Company North Dakota |
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| March 13, 2012 |
Report of Cawley, Gillespie & Associates, Inc. dated February 27, 2012 EXHIBIT 99.2 CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 9601 AMBERGLEN BLVD., SUITE 117 306 WEST SEVENTH STREET, SUITE 302 1000 LOUISIANA STREET, SUITE 625 AUSTIN, TEXAS 78729-1106 FORT WORTH, TEXAS 76102-4987 HOUSTON, TEXAS 77002-5008 512-249-7000 817- 336-2461 713-651-9944 www.cgaus.com February 27, 2012 Mr. R |
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| March 13, 2012 |
Financial Statements and Report of Independent Certified Public Accountants EXHIBIT 99. |
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| March 13, 2012 |
10-K 1 d281333d10k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year ended December 31, 2011 Commission File Number – 0-8041 GEORESOURCES, INC. (Exact name of registrant as specified in its charter) Colorado 84-0505444 (State or ot |
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| March 9, 2012 |
EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 Ext. 1 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Reports Year End 2011 Proved Reserves, Fourth Quarter Production and Provides an Update on Operations Reports Proved Reserve Growth of 22% and Fourth Quarter Production of 6,116 boe/d Houston, Texas, March 6, 2012 – GeoResources, Inc. (NASDAQ: GEOI), today announced i |
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| March 9, 2012 |
Results of Operations and Financial Condition - 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: March 6, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Numb |
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| February 14, 2012 |
PROSPECTUS GeoResources, Inc. Common Stock Preferred Stock Depositary Shares Debt Securities Filed Pursuant to Rule 424(b)(3) Commission File No. 333-178710 PROSPECTUS $500,000,000 GeoResources, Inc. Common Stock Preferred Stock Depositary Shares Debt Securities Warrants We may offer and sell an indeterminate number of shares of our common stock, preferred stock, depositary shares, debt securities and warrants from time to time under this prospectus. We may offer these securities separate |
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| February 14, 2012 |
GEOI / Georesources Inc / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* GeoResources, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 372476101 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched |
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| February 8, 2012 |
Acceleration Request GEORESOURCES, INC. 110 Cypress Station Drive, Suite 220 Houston, Texas 77090 Telephone: (281) 537-9920 Facsimile: (281) 537-8324 February 8, 2012 VIA FACSIMILE AND EDGAR H. Roger Schwall Assistant Director Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: REQUEST FOR ACCELERATION GeoResources, Inc. Registratio |
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| February 8, 2012 |
Form S-3/A As filed with the Securities and Exchange Commission on February 8, 2012 Registration No. |
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| February 7, 2012 |
EXHIBIT 99.2 Cawley, Gillespie & Associates, Inc. PETROLEUM CONSULTANTS 1000 LOUISIANA STREET, SUITE 625 306 WEST SEVENTH STREET, SUITE 302 9601 AMBERGLEN BLVD., SUITE 117 HOUSTON, TEXAS 77002-5008 FORT WORTH, TEXAS 76102-4987 AUSTIN, TEXAS 78729-1106 713-651-9944 817-336-2461 512-249-7000 FAX 713-651-9980 FAX 817-877-3728 FAX 512-233-2618 January 5, 2012 Mr. Robert Anderson Vice President – Busin |
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| February 7, 2012 |
Annual Report - FORM 10-K AMENDMENT NO. 1 Form 10-K Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) Annual Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year ended December 31, 2010 Commission File Number – 0-8041 GEORESOURCES, INC. (Exact name of registrant as specified in its charter) Colorado 84-0505444 (State or other jurisdi |
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| February 2, 2012 |
Regulation FD Disclosure - 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: February 1, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commissi |
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| February 2, 2012 |
Slideshow Presentation Corporate Profile February 2012 Exhibit 99.1 Forward-Looking Statements Information included herein contains forward-looking statements that involve significant risks and uncertainties, including our need to replace production and acquire or develop additional oil and gas reserves, intense competition in the oil and gas industry, our dependence on our management, volatile oi |
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| January 23, 2012 |
GeoResources, Inc. Announces Changes in Board of Directors and Executive Management EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 ext. 1 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Announces Changes in Board of Directors and Executive Management Houston, Texas, January 17, 2012 - GeoResources, Inc., (NASDAQ: “GEOI”), today announced changes to its Board of Directors and executive management team. Robert J. Anderson has been appointed to serve as |
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| January 23, 2012 |
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: January 17, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File N |
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| January 13, 2012 |
GEORESOURCES, INC. 110 Cypress Station Drive, Suite 220 Houston, TX 77090-1629 Telephone 281-537-9920 January 13, 2012 VIA EDGAR H. Roger Schwall Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: GeoResources, Inc. Registration Statement on Form S-3 Filed December 22, 2011 File No. 333-178710 Form 10-K for |
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| January 12, 2012 |
GeoResources, Inc. Provides an Operations Update EX-99.1 2 pressrelease.htm EXHIBIT 99.1 Contact: Cathy Kruse Telephone: 701-572-2020 ext. 1 [email protected] FOR IMMEDIATE RELEASE GeoResources, Inc. Provides an Operations Update Houston, Texas, January 10, 2012 - GeoResources, Inc., (NASDAQ: “GEOI”), today provided an operations update on its operating activities in its major project areas. BAKKEN SHALE OPERATED In its operated Bakken S |
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| January 12, 2012 |
Results of Operations and Financial Condition - 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: January 6, 2012 (Date of earliest event reported) GeoResources, Inc. (Exact name of registrant as specified in its charter) COLORADO 0-8041 84-0505444 (State or other jurisdiction of incorporation) (Commission File Nu |
