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): October 29, 2015

 

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

 

TEXAS

 

001-32472

 

74-2095844

(State of incorporation
or organization)

 

(Commission file number)

 

(I.R.S. employer identification number)

 

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices)

 

(432) 684-3000

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

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 (see General Instruction A.2. below):

 

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 7.01              Regulation FD Disclosure.

 

On October 29, 2015, Dawson Geophysical Company (the “Company”) issued a press release announcing that it plans to publicly release its financial results for the third quarter ended September 30, 2015 before the market opens on Thursday, November 5, 2015.  In addition, the Company announced that an investors’ conference call to review the third quarter results will be held on Thursday, November 5, 2015, at 9:00 a.m. Central Time.

 

A copy of the press release is furnished as an exhibit to this Current Report.  In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

Item 9.01.                                        Financial Statements and Exhibits.

 

(d)           Exhibits.

 

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

 

EXHIBIT
NUMBER

 

 

 

DESCRIPTION

99.1

 

 

Press release dated October 29, 2015.

 

2



 

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.

 

 

DAWSON GEOPHYSICAL COMPANY

 

 

 

 

Date: October 29, 2015

By:

/s/ Christina W. Hagan

 

 

Christina W. Hagan

 

 

Executive Vice President, Secretary and

 

 

Chief Accounting Officer

 

3



 

INDEX TO EXHIBITS

 

EXHIBIT
NUMBER

 

 

 

DESCRIPTION

99.1

 

 

Press release dated October 29, 2015.

 

4


Exhibit 99.1

 

NEWS RELEASE

Dawson Geophysical Company
508 W. Wall, Suite 800
Midland, TX 79701

GRAPHIC

 

Company Contact:

Stephen C. Jumper, CEO and President

James K. Brata, Chief Financial Officer

(800) 332-9766

www.dawson3d.com

 

Dawson Geophysical to Issue Third Quarter 2015 Results and

Hold Investor Conference Call

 

MIDLAND, Texas, October 29, 2015/ PR Newswire/Dawson Geophysical Company (NASDAQ: DWSN) announced today that it plans to publicly release financial results for the third quarter ended September 30, 2015 before the market opens on Thursday, November 5, 2015.   An investor conference call to review the third quarter results will be held on Thursday, November 5, 2015, at 9:00 a.m. Central Time.

 

Date:

 

Thursday, November 5, 2015

 

 

 

Time:

 

10:00 AM ET

 

 

9:00 AM CT

 

 

8:00 AM MT

 

 

7:00 AM PT

 

 

 

Call:

 

(888) 401-4669 (US) and (719) 457-2628 (International)

 

 

 

Internet:

 

Live and rebroadcast over the internet, log onto http://www.dawson 3d.com

 

 

 

Replay:

 

Available until Sunday, November 08, 2015, at (877) 870-5176 (US) and (858) 384-5517(International), Passcode 8990842, and available for 30 days on the Company’s web site at http://www.dawson3d.com

 

Dawson Geophysical Company is a leading provider of North America onshore seismic data acquisition services with operations throughout the continental United States and Canada. Founded in 1952, Dawson acquires and processes 2-D, 3-D and multi-component seismic data solely for its clients, ranging from major oil and gas companies to independent oil and gas operators, as well as providers of multi-client data libraries.

 



 

In accordance with the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995, Dawson Geophysical Company cautions that statements in this press release which are forward-looking and which provide other than historical information involve risks and uncertainties that may materially affect the Company’s actual results of operations. These risks include, but are not limited to, dependence upon energy industry spending, the volatility of oil and natural gas prices, high fixed costs of operations, operational disruptions, changes in economic conditions, industry competition, the potential for contract delay or cancellations of service contracts, the availability of capital resources, weather interruptions, limited number of customers, and credit risk related to our customers. A discussion of these and other factors, including risks and uncertainties, is set forth in Exhibit 99.5 to the Company’s Form 8-K/A that was filed with the Securities and Exchange Commission on April 30, 2015. Dawson Geophysical Company disclaims any intention or obligation to revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

# # #

 

Source: Dawson Geophysical Company