Miller Energy Resources Enters into Two Special Warrant Exercise Agreements
Miller Receives $3.5 Million in Connection with the Special Exercise of Outstanding Warrants and Settlement of Liquidated Damages
KNOXVILLE, Tenn.--(BUSINESS WIRE)-- Miller Energy Resources ("Miller") (NYS: MILL) announced today that on September 21, 2012, the company reached an agreement with certain investors for the early exercise of warrants issued in connection with a private offering closed on March 26, 2010. A similar arrangement was reached with a consultant to the Company under a warrant issued on May 20, 2011. Miller will receive $3,544,004 in gross proceeds from the transactions.
In exchange for receiving registered common stock from Miller, the participating investors agreed to exercise their warrants immediately in cash and to waive the right to exercise on a cashless basis. In addition, the Company agreed to issue additional shares of registered common stock as a settlement for liquidated damages and interest owed to holders in connection with the late registration of the shares issued in the March 2010 private placement. Investors in the March 2010 transaction who chose not to exercise their warrants immediately agreed to waive existing ratchet and anti-dilution rights contained in those warrants in exchange for a one-year extension on the terms of their warrants.
Taken all together, the Company registered and issued 1,064,801 shares of common stock in connection with these transactions.
"We are very happy to have reached these agreements," stated Scott M. Boruff, Miller Energy Resources CEO. "This eliminates anti-dilution and ratchet provisions that have, in the past, limited our freedom to structure financings involving offers of our securities at market prices. In addition, we have settled up on penalties and interest that would otherwise have accumulated over time, and we did so while receiving cash that we can immediately redeploy into new and ongoing projects."
About Miller Energy Resources
Miller Energy Resources, Inc. is a high growth oil and natural gas exploration, production and drilling company operating in multiple exploration and production basins in North America. Miller's focus is in Cook Inlet, Alaska and in the heart of Tennessee's prolific and hydrocarbon-rich Appalachian Basin including the Chattanooga Shale. Miller is headquartered in Knoxville, Tennessee with offices in Anchorage, Alaska and Huntsville, Tennessee. The company's common stock is listed on the NYSE under the symbol MILL.
Statements Regarding Forward-Looking Information
Certain statements in this press release and elsewhere by Miller Energy Resources¸ Inc. are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve the implied assessment that the resources described can be profitably produced in the future, based on certain estimates and assumptions. Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those anticipated by Miller Energy Resources, Inc. and described in the forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, the potential for Miller Energy to experience additional operating losses; high debt costs under its existing senior credit facility; potential limitations imposed by debt covenants under its senior credit facility on its growth and ability to meet business objectives; the need to enhance management, systems, accounting, controls and reporting performance; uncertainties related to deficiencies identified by the SEC in certain Forms 8-K filed in 2010 and the Form 10-K for 2011; litigation risks; its ability to perform under the terms of its oil and gas leases, and exploration licenses with the Alaska DNR, including meeting the funding or work commitments of those agreements; its ability to successfully acquire, integrate and exploit new productive assets in the future; its ability to recover proved undeveloped reserves and convert probable and possible reserves to proved reserves; risks associated with the hedging of commodity prices; its dependence on third party transportation facilities; concentration risk in the market for the oil we produce in Alaska; the impact of natural disasters on its Cook Inlet Basin operations; adverse effects of the national and global economic downturns on our profitability; the imprecise nature of its reserve estimates; drilling risks; fluctuating oil and gas prices and the impact on results from operations; the need to discover or acquire new reserves in the future to avoid declines in production; differences between the present value of cash flows from proved reserves and the market value of those reserves; the existence within the industry of risks that may be uninsurable; constraints on production and costs of compliance that may arise from current and future environmental, FERC and other statutes, rules and regulations at the state and federal level; the impact that future legislation could have on access to tax incentives currently enjoyed by Miller; that no dividends may be paid on its common stock for some time; cashless exercise provisions of outstanding warrants; market overhang related to restricted securities and outstanding options, and warrants; the impact of non-cash gains and losses from derivative accounting on future financial results; and risks to non-affiliate shareholders arising from the substantial ownership positions of affiliates. Additional information on these and other factors, which could affect Miller's operations or financial results, are included in Miller Energy Resources, Inc.'s reports on file with United States Securities and Exchange Commission including its Annual Report on Form 10-K, as amended, for the fiscal year ended April 30, 2012. Miller Energy Resources, Inc.'s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in its periodic reports that are filed with the Securities and Exchange Commission and available on its Web site (www.sec.gov). All forward-looking statements attributable to Miller Energy Resources or to persons acting on its behalf are expressly qualified in their entirety by these factors. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We assume no obligation to update forward-looking statements should circumstances or management's estimates or opinions change unless otherwise required under securities law.
KEYWORDS: United States North America Tennessee
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