UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 2)
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2005
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number: 000-22433
Brigham Exploration Company
(Exact name of registrant as specified in its charter)
Delaware | 1311 | 75-2692967 |
| (State of other jurisdiction of incorporation or organization) | (Primary Standard Industrial Classification Code Number) | (I.R.S. Employer Identification Number) |
6300 Bridge Point Parkway, Building 2, Suite 500, Austin, Texas 78730
(Address of principal executive offices)
(512) 427-3300
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Yes x No ¨
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12 b-2 of the Act).
Yes x No ¨
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class | | Outstanding |
| Common Stock, par value $.01 per share as of May 3, 2005 | | 42,489,396 |
This Amendment No. 2 on Form 10-Q/A for the quarter ended March 31, 2005 (Amendment No. 2) is filed to correct clerical errors contained in the Consolidated Statement of Changes in Stockholders’ Equity included on Amendment No. 1 on Form 10-Q/A (Amendment No. 1).
Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as a result of this Amendment No. 2 on Form 10-Q/A, the certifications pursuant to Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002, filed and furnished, respectively, as exhibits to the original filing, have been re-executed and re-filed as of the date of this Form 10-Q/A and are included as Exhibits 31.1, 31.2, 32.1 and 32.2 hereto.
The remainder of the Form 10-Q/A filed on August 19, 2005 is unchanged. This Amendment does not reflect events occurring after the filing of Amendment No. 1 and does not modify or update the disclosures therein in anyway other than as required to reflect the amendments as described above and set forth below.
BRIGHAM EXPLORATION COMPANY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(In thousands)
(Unaudited)
| | | Common Stock | | Additional Paid In | | Treasury | | Unearned Stock | | Accumulated Other Comprehensive | | Retained | | Total Stockholders' | |
| | | Shares | | Amounts | | Capital | | Stock | | Compensation | | Income (Loss) | | Earnings | | Equity | |
| Balance, December 31, 2004 | | | 43,231 | | $ | 432 | | $ | 175,270 | | $ | (4,707 | ) | $ | (1,570 | ) | $ | (503 | ) | $ | 14,354 | | $ | 183,276 | |
| Comprehensive income: | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net income | | | — | | | — | | | — | | | — | | | — | | | — | | | 3,048 | | | 3,048 | |
| Unrealized gain (losses) on cash flow hedges | | | — | | | — | | | — | | | — | | | — | | | (609 | ) | | — | | | (609 | ) |
| Tax benefits related to cash flow hedges | | | — | | | — | | | — | | | — | | | — | | | (3 | ) | | — | | | (3 | ) |
| Net losses included in net income | | | — | | | — | | | — | | | — | | | — | | | 616 | | | — | | | 616 | |
| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | 3,052 | |
| Exercises of employee stock options | | | 77 | | | 1 | | | 250 | | | — | | | — | | | — | | | — | | | 251 | |
| Vesting of restricted stock | | | 65 | | | 1 | | | (1 | ) | | — | | | — | | | — | | | — | | | — | |
| Issuance of restricted stock | | | — | | | — | | | 602 | | | — | | | (602 | ) | | — | | | — | | | — | |
| Tax benefit from the exercise of stock options | | | — | | | — | | | 145 | | | — | | | — | | | — | | | — | | | 145 | |
| Repurchases of common stock | | | — | | | — | | | — | | | (190 | ) | | — | | | — | | | — | | | (190 | ) |
| Amortization of unearned stock compensation | | | — | | | — | | | — | | | — | | | 169 | | | — | | | — | | | 169 | |
| Balance, March 31, 2005 | | | 43,373 | | $ | 434 | | $ | 176,266 | | $ | (4,897 | ) | $ | (2,003 | ) | $ | (499 | ) | $ | 17,402 | | $ | 186,703 | |
The accompanying notes are an integral part of these consolidated financial statements.
PART II - OTHER INFORMATION
| Certification of Chief Executive Officer of the Company pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 |
| Certification of Chief Financial Officer of the Company pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 |
| Certification of Chief Executive Officer of the Company pursuant to 18 U.S.C. § 1350 |
| Certification of Chief Financial Officer of the Company pursuant to 18 U.S.C. § 1350 |
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 thereunto duly authorized on August 31, 2005.
| | BRIGHAM EXPLORATION COMPANY | |
| | | | |
| | | | |
| | By: | /s/ BEN M. BRIGHAM | |
| | | Ben M. Brigham | |
| | | Chief Executive Officer, President | |
| | | and Chairman of the Board | |
| | | | |
| | | | |
| | | | |
| | By: | /s/ EUGENE B. SHEPHERD, JR. | |
| | | Eugene B. Shepherd, Jr. | |
| | | Executive Vice President and | |
| | | Chief Financial Officer | |
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