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MHR > SEC Filings for MHR > Form 8-K on 17-Dec-2012All Recent SEC Filings

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Form 8-K for MAGNUM HUNTER RESOURCES CORP


17-Dec-2012

Regulation FD Disclosure, Other Events, Financial Statements and Exh


Item 7.01. Regulation FD Disclosure.

On December 13, 2012, Magnum Hunter Resources Corporation (the "Company") issued a press release announcing that it intends to offer up to $150,000,000 in aggregate principal amount of its 9.750% Senior Notes due in 2020 (the "Senior Notes") in a private placement to eligible purchasers (the "New Notes Offering"). A copy of press release announcing the New Notes Offering is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Also on December 13, 2012, the Company issued a press release announcing that it had priced the Senior Notes to be issued in the New Notes Offering. A copy of the press release announcing the pricing of the Senior Notes is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.

The information furnished in this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered "filed" under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.



Item 8.01. Other Events

On December 13, 2012, the Company announced its intention to offer up to $150,000,000 in aggregate principal amount of its Senior Notes in the New Notes Offering. The New Notes Offering is expected to close on or about December 18, 2012. The net proceeds of the New Notes Offering will be used to repay indebtedness under the Company's senior revolving credit facility. The New Notes Offering will be an add-on offering to the Company's May 16, 2012 issuance of $450,000,000 aggregate principal amount of its Senior Notes in a private placement to eligible purchasers (the "Original Notes Offering"). The net proceeds of the Original Notes Offering, together with the net proceeds from the Company's May 16, 2012 underwritten public offering of 35,000,000 shares of common stock, were used, among other purposes, to repay $337 million of outstanding debt under the Company's senior revolving credit facility and to retire its $100 million term note.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.                                Description

   99.1        Press Release of Magnum Hunter Resources Corporation announcing
               intent to offer Senior Notes, dated December 13, 2012

   99.2        Press Release of Magnum Hunter Resources Corporation announcing
               pricing of Senior Notes, dated December 13, 2012


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