GMX RESOURCES INC. Announces Exchange Offer Of Senior Secured Second Priority Notes Due 2018 For Its 5% Convertible Senior Notes Due 2013 And 4.5% Convertible Senior Notes Due 2015
OKLAHOMA CITY, Aug. 9, 2012 (GLOBE NEWSWIRE) -- GMX RESOURCES INC . (the "Company" or "GMXR") (NYSE:GMXR); today announced that it has commenced offers to exchange (each, an " Exchange Offer" and collectively the " Exchange Offers") for (i) all of its existing 5.00% Convertible Senior Notes due 2013 (the " 2013 Notes"), of which $51,997,000.00 aggregate principal amount is currently outstanding, in exchange for (a) new Senior Secured Second-Priority Notes due 2018 (the " New Notes") and (b) shares of the Company's common stock (" Common Stock"), and (ii) a limited amount of its existing 4.50% Convertible Senior Notes due 2015 (the " 2015 Notes" and together with the 2013 Notes, referred to as the " Convertible Notes"), in exchange for the New Notes.
Pursuant to the terms of the Exchange Offers, the Company is offering to exchange (a) for each $1,000.00 principal amount of 2013 Notes: (i) $1,000.00 principal amount of New Notes (up to an aggregate of approximately $52.0 million) and (ii) 288 shares of Common Stock; and (b) for each $1,000 principal amount of its Existing 2015 Notes, $700 principal amount of New Notes, subject to a maximum aggregate principal amount of New Notes issuable to all holders of Existing 2015 Notes (the " 2015 Notes Consideration Limit") equal to the excess of $60 million over the total aggregate principal amount of Existing 2013 Notes validly tendered and not validly withdrawn as of the Expiration Date. In no case will the Company issue New Notes in an aggregate principal amount in excess of $60 million. The Company will also pay accrued and unpaid interest on the Convertible Notes validly tendered (and not validly withdrawn) and accepted by the Company pursuant to the Exchange Offers through and including the settlement date of the Exchange Offers.
In the event that holders of 2015 Notes tender and do not validly withdraw 2015 Notes in an aggregate principal amount that exceeds the quotient of the 2015 Notes Consideration Limit divided by 0.7, then the aggregate principal amount of 2015 Notes that the Company may accept for purchase from each tendering holder of 2015 Notes will be equal to the product of (a) the 2015 Notes Consideration Limit, (b) a fraction, the numerator of which will be the aggregate principal amount of 2015 Notes tendered and not validly withdrawn by such holder, and the denominator of which will be the aggregate principal amount of all 2015 Notes validly tendered and not validly withdrawn pursuant to the 2015 Notes Exchange Offer and (c) a fraction, the numerator of which is 1000 and the denominator of which is 700. New Notes will be issued only in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. If under the terms of the Exchange Offer, any tendering holder is entitled to receive New Notes in a principal amount that is not an integral multiple of $1,000, whether as a result of the application of the exchange ratio for the 2015 Notes or as a result of proration of notes issued in the event that the sum of the New Notes consideration to be issued would otherwise exceed $60 million, the Company will reduce the principal amount of that holder's New Notes to the nearest $1,000.
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