GMX RESOURCES INC. Announces Preliminary Results Of Its Exchange Offers For Its 5.00% Senior Convertible Notes Due 2013 And Its 4.50% Senior Convertible Notes Due 2015, Extends Expiration Date And Lowers Minimum Tender Condition To Exchange Offers
OKLAHOMA CITY, Sept. 11, 2012 (GLOBE NEWSWIRE) -- GMX RESOURCES INC ., (NYSE:GMXR) (the "Company") today announced that it had received, as of 5:00 p.m., Eastern Time, on September 10, 2012 tenders from the holders of approximately $24.9 million in aggregate principal amount, or approximately 48%, of its outstanding 5.00% Senior Convertible Notes due 2013 (the "2013 Notes") and approximately $36.9 million in aggregate principal amount, or approximately 43%, of its outstanding 4.50% Senior Convertible Notes due 2015 (the "2015 Notes" and, together with the 2013 Notes, the "Convertible Notes") in connection with its previously announced exchange offers for the Convertible Notes, which commenced on August 9, 2012. Holders tendering 2013 Notes will receive new Senior Secured Second-Priority Notes due 2018 (the "New Notes") and shares of the Company's common stock. Holders tendering 2015 Notes will receive New Notes.
Based on the current amount of Convertible Notes tendered to date, the Company has decided to modify the minimum tender condition to the exchange offers. Pursuant to the modified minimum tender condition, the Company's obligation to accept validly tendered and not validly withdrawn 2013 Notes is conditioned on holders of at least $22 million in aggregate principal amount of 2013 Notes having validly tendered and not validly withdrawn their 2013 Notes as of the expiration date. Any Convertible Notes not tendered and purchased pursuant to the exchange offers will remain outstanding.
In connection with the modification of the minimum tender condition, GMXR has extended the "Expiration Date" for the exchange offers to 5:00 p.m., Eastern Time, on Monday, September 17, 2012, unless further extended by the Company.The offer and sale of the securities being offered in the exchange offers have not been, and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), and such securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Company has relied on Section 3(a)(9) of the Securities Act to exempt the exchange offers from the registration requirements of the Securities Act.
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