Yahoo! Finance Search - Finance Home - Yahoo! - Help
EDGAR
Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
MHR > SEC Filings for MHR > Form 8-K on 6-Nov-2009All Recent SEC Filings

Show all filings for MAGNUM HUNTER RESOURCES CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for MAGNUM HUNTER RESOURCES CORP


6-Nov-2009

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

On November 5, 2009, Magnum Hunter Resources Corporation (the "Company") issued and sold, for gross proceeds of approximately $3.8 million, an aggregate of 2,289,910 shares of common stock, par value $0.01 per share, of the Company (the "Common Stock"), together with one fifth of a warrant to purchase one share of Common Stock for each share of Common Stock purchased by the applicable purchasers. The Common Stock, and accompanying one fifth of a warrant, were only issued and sold in integral multiples of five to avoid the issuance of warrants exercisable for fractional shares of Common Stock. Each warrant issued to such purchasers will (i) be exercisable for one share of Common Stock at any time after the shares of Common Stock underlying the warrant are registered with the Securities and Exchange Commission (the "SEC") for resale pursuant to an effective registration statement (the "Registration Statement"); (ii) have a cash exercise price of $2.50 per share of Common Stock; and (iii) upon notice to the holder of the warrant, be redeemable by the Company for $0.01 per share of Common Stock underlying the warrant if (A) the Registration Statement is effective and (B) the average trading price of the Common Stock as traded or quoted on the NYSE Amex equals or exceeds $3.75 per share for at least 20 days in any period of 30 consecutive days.

The sale of the Common Stock and warrants is being made pursuant to a securities purchase and registration rights agreement (the "Purchase Agreement") between the Company and certain investors. The purchase price per share of Common Stock sold in the offering to non-affiliate investors was 90% of the volume weighted average price of our Common Stock on the NYSE Amex for the five consecutive trading days ending on November 4, 2009 ($1.64 per share). The purchase price per share of Common Stock sold in the offering to affiliates was the closing price for the Company's Common Stock on November 4, 2009 ($1.73 per share). The common stock will be issued pursuant to a prospectus supplement filed with the Securities and Exchange Commission in connection with a takedown from the Company's shelf registration statement on Form S-3 (File No. 333-161937), which became effective on October 15, 2009.

The foregoing summary of the terms of the warrant and the Purchase Agreement is subject to, and qualified in its entirety by, the forms of warrant and Purchase Agreement, which are attached to this Current Report on Form 8-K as Exhibits 4.1 and 99.1, respectively, and are incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description
4.1 Form of Warrant
99.1 Form of Securities Purchase and Registration Rights Agreement


  Add MHR to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for MHR - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2009 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.