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):
November 10, 2005 (November 10, 2005)
November 10, 2005 (November 10, 2005)
RANGE RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-12209 | 34-1312571 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 777 Main Street, Suite 800 Ft. Worth, Texas |
76102 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (817) 870-2601
(Former name or former address, if changed since last report): Not applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligations 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 8.01 Other Events
On November 10, Range Resources Corporation (the “Company) issued a press release announcing
that its Board of Directors had authorized a three-for-two common stock split in the form of a
dividend of one-half share of common stock on each share of the common stock outstanding as of the
close of business on November 22, 2005 (the “Record Date”). The dividend will be paid on December
2, 2005 to stockholders of record as of the Record Date. The Company’s common stock dividend will
remain at two cents per share. A copy of this press release is being furnished as an exhibit to
this report on Form 8-K.
ITEM 9.01 Financial Statements and Exhibits
(c) Exhibits:
99.1 Press Release dated November 10, 2005
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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.
| RANGE RESOURCES CORPORATION |
||||
| By: | /s/RODNEY L. WALLER | |||
| Rodney L. Waller | ||||
| Senior Vice President | ||||
Date: November 10, 2005
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EXHIBIT INDEX
| Exhibit Number | Description | |
99.1
|
Press Release dated November 10, 2005 |
4
EXHIBIT 99.1
NEWS RELEASE
RANGE ANNOUNCES THREE-FOR-TWO STOCK SPLIT
WITH DIVIDEND INCREASE
WITH DIVIDEND INCREASE
FORT WORTH, TEXAS, NOVEMBER 10, 2005 — RANGE RESOURCES CORPORATION (NYSE: RRC) announced today
that its Board of Directors has declared a three-for-two split of its common stock and will
maintain the quarterly cash dividend of two cents per share, effecting a 50% dividend increase.
Commenting, John H. Pinkerton, Range’s President and Chief Executive Officer, stated, “The Board’s
decision to split the stock and increase the dividend is in recognition of the significant
appreciation in Range’s stock price over the past two years and its confidence in our ability to
continue to profitably grow production and reserves in the years ahead.”
The stock split will be accomplished by means of a stock dividend of one-half share of common stock
for each share outstanding. The additional shares will be distributed on December 2, 2005 to
shareholders of record on November 22, 2005. In lieu of issuing fractional shares, Range will pay
cash for fractional shares based on the closing price of the common stock on the record date as
reported by the NYSE. After the split, Range will have approximately 130 million shares
outstanding.
RANGE RESOURCES CORPORATION (NYSE: RRC) is an independent oil and gas company operating in the
Southwestern, Appalachian and Gulf Coast regions of the United States.
Except for historical information, statements made in this release, including those relating to profitably growing production and reserves are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on assumptions and estimates that management believes are reasonable based on currently available information; however, management’s assumptions and the Company’s future performance are subject to a wide range of business risks and uncertainties and there is no assurance that these goals and projections can or will be met. Any number of factors could cause actual results to differ materially from those in the forward-looking statements, including, but not limited to, the volatility of oil and gas prices, the costs and results of drilling and operations, the timing of production, mechanical and other inherent risks associated with oil and gas production, weather, the availability of drilling equipment, changes in interest rates, litigation, uncertainties about reserve estimates and environmental risks. The Company undertakes no obligation to publicly update or revise any forward-looking statements. Further information on risks and uncertainties is available in the Company’s filings with the Securities and Exchange Commission, which are incorporated by reference.
Except for historical information, statements made in this release, including those relating to profitably growing production and reserves are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on assumptions and estimates that management believes are reasonable based on currently available information; however, management’s assumptions and the Company’s future performance are subject to a wide range of business risks and uncertainties and there is no assurance that these goals and projections can or will be met. Any number of factors could cause actual results to differ materially from those in the forward-looking statements, including, but not limited to, the volatility of oil and gas prices, the costs and results of drilling and operations, the timing of production, mechanical and other inherent risks associated with oil and gas production, weather, the availability of drilling equipment, changes in interest rates, litigation, uncertainties about reserve estimates and environmental risks. The Company undertakes no obligation to publicly update or revise any forward-looking statements. Further information on risks and uncertainties is available in the Company’s filings with the Securities and Exchange Commission, which are incorporated by reference.
2005-31
Contact:
|
Rodney Waller, Senior Vice President | |
| Karen Giles | ||
| (817)870-2601 | ||
| www.rangeresources.com |