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 13, 2014
RSP PERMIAN, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 001-36264 | | 90-1022997 |
(State or Other Jurisdiction
of Incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
| | | | |
| | 3141 Hood Street, Suite 500
Dallas, Texas 75219 | | |
| | (Address of Principal Executive Offices)
(Zip Code) | | |
| | | | |
| | (214) 252-2700 | | |
(Registrant’s Telephone Number, Including Area Code) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On May 13, 2014, RSP Permian, Inc. (the “Company”) issued the news release that is attached hereto as Exhibit 99.1 (the “News Release”). In the news release, the Company announced its financial and operating results for the quarter ended March 31, 2014, on a pro forma basis, giving effect to the completion of the corporate reorganization and acquisitions in connection with the Company’s initial public offering.
Also on May 13, 2014, the Company posted the presentation that is attached hereto as Exhibit 99.2 (the “Presentation”) on its website, www.rsppermian.com. The Company hereby furnishes the portions, if any, of the Presentation that constitute material non-public information regarding the Company’s results of operations or financial condition for a completed quarterly period.
The information furnished in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 7.01 Regulation FD Disclosure.
On May 13, 2014, the Company posted the Presentation on its website, www.rsppermian.com. The Presentation, which is attached to this Form 8-K as Exhibit 99.2, is incorporated herein by reference.
The information furnished in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | | Description |
99.1 | | News Release, dated May 13, 2014, titled “RSP Permian, Inc. Announces First Quarter 2014 Financial and Operating Results” |
| | |
99.2 | | Q1 2014 Earnings Presentation, May 13, 2014 |
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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 hereunto duly authorized.
| RSP PERMIAN, INC. |
| |
| |
| By: | /s/ Scott McNeill |
| | Scott McNeill |
| | Chief Financial Officer and Director |
| |
Dated: May 13, 2014 | |
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EXHIBIT INDEX
Exhibit No. | | Description |
99.1 | | News Release, dated May 13, 2014, titled “RSP Permian, Inc. Announces First Quarter 2014 Financial and Operating Results” |
| | |
99.2 | | Q1 2014 Earnings Presentation, May 13, 2014 |
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