UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): December 30, 2009
DAWSON GEOPHYSICAL COMPANY
(Exact name of Registrant as specified in its charter)
| TEXAS (State of incorporation or organization) |
001-34404 (Commission file number) |
75-0970548 (I.R.S. employer identification number) |
508 West Wall, Suite 800
Midland, Texas 79701
(Address of principal executive offices)
Midland, Texas 79701
(Address of principal executive offices)
(432) 684-3000
(Registrant’s telephone number, including area code)
(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 December 30, 2009, Dawson Geophysical Company (the “Registrant”) announced that Stephen
Jumper, its President and Chief Executive Officer, is scheduled to present at the Energize 2010
Conference hosted by Pritchard Capital Partners on Wednesday, January 6, in San Francisco,
beginning at 3:40 p.m., Pacific Time. The presentation will be webcast live on the Registrant’s
web site and may be accessed at www.dawson3d.com by clicking on the Investor Relations
link. Replay of the webcast will be available on the Registrant’s web site for 30 days following
the event. The live presentations will also be available and archived for 90 days at
http://www.wsw.com/webcast/pritch2/dwsn/. A copy of the presentation materials may be accessed at
www.dawson3d.com by clicking on the Investor Relations link or by contacting the
Registrant’s executive offices at 1-800-332-9766. The information contained on the Registrant’s
web site is not incorporated by reference herein.
The press release announcing the presentation is furnished as Exhibit 99.1 to this Current
Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such
exhibit and the information set forth therein and herein are deemed to be furnished and shall not
be deemed to be “filed” under the Securities Act of 1934.
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 December 30, 2009. |
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: December 30, 2009 | By: | /s/ Christina W. Hagan | ||
| Christina W. Hagan | ||||
| Executive Vice President, Secretary and Chief Financial Officer | ||||
INDEX TO EXHIBITS
| EXHIBIT | ||
| NUMBER | DESCRIPTION | |
99.1
|
— | Press release dated December 30, 2009. |
Exhibit 99.1
NEWS RELEASE
|
 |
|
Dawson Geophysical Company |
||
508 W. Wall, Suite 800 |
||
Midland, TX 79701 |
||
Company contact: |
||
Christina W. Hagan |
||
Chief Financial Officer |
||
(800) 332-9766 |
||
www.dawson3d.com |
Dawson Geophysical to Present at Pritchard Capital Partners Energize 2010 Conference
MIDLAND, Texas, December 30, 2009/PRNewswire-FirstCall/—Stephen Jumper, President and Chief
Executive Officer of Dawson Geophysical Company (NASDAQ: DWSN — News) (the “Company”) is scheduled
to present at the Energize 2010 Conference hosted by Pritchard Capital Partners on Wednesday,
January 6, in San Francisco, beginning at 3:40 p.m., Pacific Time. A live webcast of Mr. Jumper’s
presentation can be accessed at http://www.dawson3d.com and will be archived on the
Company’s web site for 30 days. The live presentation will also be available and archived for 90
days at http://www.wsw.com/webcast/pritch2/dwsn/. A copy of the presentation materials may be
accessed at www.dawson3d.com by clicking on the Investor Relations link or by contacting
the Registrant’s executive offices at 1-800-332-9766.
During his presentation, Mr. Jumper will make references to EBITDA, which is a non-GAAP financial
measure. A reconciliation of this non-GAAP measure to the applicable GAAP measure can be found in
the Company’s earnings release for the fiscal 2009 year-end and the quarter ended September 30,
2009, the fourth quarter of the Company’s 2009 fiscal year, furnished as Exhibit 99.1 to the
Company’s Current Report on Form 8-K filed on November 10, 2009, which is available on the
Company’s web site.
About Dawson Geophysical Company
Dawson Geophysical Company is the leading provider of U.S. onshore seismic data acquisition
services as measured by the number of active data acquisition crews. 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.
Forward-Looking Statements
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, the volatility of oil and natural gas prices, disruptions in the global economy,
dependence upon energy industry spending, delays, reductions or cancellations of service contracts,
high fixed costs of operations, weather interruptions, inability to obtain land access rights of
way, industry competition, limited number of customers, credit risk related to our customers, asset
impairments, the availability of capital resources and operational disruptions. A discussion of
these and other factors, including risks and uncertainties, is set forth in the Company’s Form 10-K
for the fiscal year ended September 30, 2009. 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.