SWN 2012 Q2 FORM 10-Q/A

 

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,  D.C.  20549

 

 

 

 

 

 

 

Form 10-Q/A

(Amendment No. 1)

 

 

 

 

(Mark One)

[X]   Quarterly Report pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934

For the quarterly period ended June 30,  2012

 

 

 

 

Or

 

 

 

 

[  ] Transition Report pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934

For the transition period from __________ to __________

 

 

 

 

Commission file number:  1-08246

 

 

Southwestern Energy Company

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delaware 

71-0205415

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

 

 

 

 

2350 North Sam Houston Parkway East, Suite 125,  Houston,  Texas 

77032

(Address of principal executive offices)

(Zip Code)

 

 

 

 

(281) 618-4700

(Registrant’s telephone number, including area code)

 

 

 

 

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yesx     Noo

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yesx  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer”,  “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x

Accelerated filer o

Non-accelerated filer o

Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o     No x 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

Class

Outstanding as of July 31,  2012

Common Stock, Par Value $0.01

 

 

349,110,361

 

 

 

 

EXPLANATORY NOTE

 

The purpose of this Amendment No. 1 to Form 10-Q for the quarterly period ended June  30, 2012 (“Form 10-Q”), as filed with the Securities and Exchange Commission on August 2, 2012, is to furnish Exhibit 101 to the Form 10-Q which provides certain items from Form 10-Q formatted in eXtensible Business Reporting Language (“XBRL”).

 

Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

 

The contents of the Form 10-Q have not otherwise been modified or changed.  This Form 10-Q/A speaks as of the original filing date of the Form 10-Q and has not been updated to reflect events occurring subsequent to the original filing date.

 

EXHIBITS INDEX

 

(3.1)                 Amended and Restated Bylaws of Southwestern Energy Company. Effective as of May 22, 2012 (Incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed May 29, 2012).

 

(31.1*)               Certification of CEO filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

(31.2*)               Certification of CFO filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

(32.1*)               Certification of CEO and CFO furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

(95.1*)               Mine Safety Disclosure.

 

(101.INS**)         Interactive Data File Instance Document.

 

(101.SCH**)         Interactive Data File Schema Document.

 

(101.CAL**)         Interactive Data File Calculation Linkbase Document.

 

(101.LAB**)         Interactive Data File Label Linkbase Document.

 

(101.PRE**)         Interactive Data File Presentation Linkbase Document.

 

(101.DEF**)         Interactive Data File Definition Linkbase Document.

 

 

*            Previously filed with Form 10-Q.

**            Furnished herewith.

 

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Signatures

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

 

SOUTHWESTERN ENERGY COMPANY

 

 

 

Registrant

 

 

 

 

 

Dated:

August 3, 2012

 

/s/ GREG D. KERLEY

 

 

 

Greg D. Kerley

 

 

 

Executive Vice President

 

 

 

and Chief Financial Officer

 

 

 

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