DENVER, CO -- (Marketwire) -- 02/04/13 -- Emerald Oil, Inc. (NYSE
MKT: EOX) ("Emerald" or the "Company") today announced it has signed
a definitive agreement with White Deer Energy ("White Deer"), an
energy private equity firm based in Houston and New York, to issue
and sell $50 million of Perpetual Preferred Stock ("Preferred
Investment") to White Deer.
The Preferred Investment is structured as follows:
-- 10% Perpetual Preferred Stock.
-- Detachable warrants, exercisable for 5,114,633 shares of Emerald common
stock, attached to voting rights for approximately 19.9% (approximately
16.6% pro forma following the Preferred Investment) of Emerald's
outstanding common stock. The warrants are exercisable at $5.77 per
share, the 10-day volume weighted average price of Emerald's common
stock prior to entering into the definitive agreement.
-- Upon closing the investment, Thomas J. Edelman (see Bio below), a
Managing Partner at White Deer, will be added to Emerald's board of
directors, which will expand from 7 to 8 members.
-- White Deer has agreed not to enter into any short sales or hedge
transactions relating to the Emerald common stock.
-- Closing and funding is scheduled to occur on February 19, 2013.
-- Johnson Rice & Company L.L.C. acted as advisor to Emerald.
-- For more information on the Preferred Investment please see the
Company's 8-K when available at www.sec.gov.
Thomas J. Edelman Bio
Thomas J. Edelman, a co-founder of White Deer, will join the Emerald
Board of Directors upon closing of the Preferred Investment. Prior to
forming White Deer, Mr. Edelman founded or co-founded a series of
independent energy companies including Snyder Oil Corporation (now
part of Devon Energy), Range Resources and Patina Oil and Gas (now
part of Noble Energy). He also co-founded Bear Paw Energy (now part
of ONEOK Partners) and Bear Cub Energy (now part of Regency Energy
Partners), two mid-stream companies based in Denver.
Emerald is a Denver-based independent exploration and production
company focused primarily on the development of its approximate
47,000 net acres in the Williston Basin in North Dakota and Montana,
prospective for oil in the Bakken and Three Forks formations.
Following the completion of a pending transaction to sell
approximately 31,000 net acres in the Sand Wash Basin in southwest
Wyoming, Emerald will hold approximately 14,000 net acres in the Sand
Wash Basin in northwest Colorado, prospective for oil in the Niobrara
formation, and holds approximately 33,500 net acres in central
Montana, prospective for oil in the Heath formation. For more
information, visit the Company's website at www.emeraldoil.com.
This press release may include "forward-looking statements" within
the meaning of the securities laws. All statements other than
statements of historical facts included herein may constitute
forward-looking statements. Forward-looking statements in this
document may include statements regarding the Company's expectations
regarding the successful closing of and the amount of proceeds from
transactions; expectations regarding the Company's operational,
exploration and development plans; expectations regarding the nature
and amount of the Company's reserves; and expectations regarding
production, revenues, cash flows and recoveries. When used in this
press release, the words "will," "potential," "believe," "estimate,"
"intend," "expect," "may," "should," "anticipate," "could," "plan,"
"predict," "project," "profile," "model," or their negatives, other
similar expressions or the statements that include those words, are
intended to identify forward-looking statements, although not all
forward-looking statements contain such identifying words. Such
statements are subject to a number of assumptions, risks and
uncertainties, many of which are beyond the control of the Company,
which may cause actual results to differ materially from those
implied or expressed by the forward-looking statements. Factors that
could cause or contribute to such differences include, but are not
limited to, fluctuations in oil and natural gas prices, uncertainties
inherent in estimating quantities of oil and natural gas reserves and
projecting future rates of production and timing of development
activities, competition, operating risks, acquisition risks,
liquidity and capital requirements, the effects of governmental
regulation, adverse changes in the market for the Company's oil and
natural gas production, dependence upon third-party vendors, and
other risks detailed in the Company's periodic report filings with
the Securities and Exchange Commission.
Emerald Oil, Inc.
or Marty Beskow
Vice President of Finance / Capital Markets
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