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): March 14, 2006
PETROHAWK ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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000-25717
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86-0876964 |
(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer |
of incorporation)
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Identification No.) |
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1100 Louisiana, Suite 4400 |
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Houston, Texas
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77002 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (832) 204-2700
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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
March 14, 2006, we issued a press release with respect to our 2005 fourth quarter earnings. The
press release is furnished as Exhibit 99.1 to this Current Report. The press release contains
certain measures (discussed below) which may be deemed non-GAAP financial measures as defined in
Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended. In each case, the
most directly comparable GAAP financial measure and information reconciling the GAAP and non-GAAP
measures is also included in the press release.
Exhibit 99.1 shall not be deemed to be filed for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration
statement filed under the Securities Act of 1933, as amended, unless specifically identified
therein as being incorporated therein by reference.
From time to time management discloses cash flow from operations before changes in working capital
(cash flow from operations). This non-GAAP financial measure and reconciliation to the most
comparable GAAP financial measure is included in Exhibit 99.1 to this Current Report, furnished to
the Securities and Exchange Commission.
Cash flow from operations, as defined above, is widely accepted as a financial indicator of an oil
and gas companys ability to generate cash which is used to internally fund exploration and
development activities, pay dividends and service debt. Cash flow from operations, as defined
above, is presented based on managements belief that this non-GAAP measure is useful information
to investors when comparing our cash flows with the cash flows of other companies that use the Full
Cost method of accounting for oil and gas producing activities or have different financing and
capital structures or tax rates. Cash flow from operations, as defined above, is not a measure of
financial performance under GAAP and should not be considered as an alternative to cash flows from
operating activities, as defined by GAAP, or as a measure of liquidity, or an alternative to Net
Income.
Net Income excluding selected items are presented based on managements belief that these non-GAAP
measures enable a user of the financial information to understand the impact of these items on
reported results. Additionally, this presentation provides a beneficial comparison to similarly
adjusted prior periods. Net Income excluding selected items is not a measure of financial
performance under GAAP and should not be considered as an alternative to Net Income, as defined by
GAAP.
Item 9. 01 Financial Statements and Exhibits.
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(c) |
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Exhibits |
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99.1 |
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Press release issued by Petrohawk Energy Corporation dated
March 14, 2006. |