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GRH > SEC Filings for GRH > Form 8-K on 24-Sep-2013All Recent SEC Filings

Show all filings for GREENHUNTER RESOURCES, INC.



Unregistered Sale of Equity Securities, Financial Statements and Exhi

Item 3.02 Unregistered Sales of Equity Securities

On September 19, 2013, GreenHunter Resources, Inc. (the "Company") sold in a private placement, pursuant to a Securities Purchase Agreement, dated September 19, 2013, 181,786 units consisting of an aggregate of 181,786 shares of the Company's 10% Series C Cumulative Preferred Stock and 282,778 common stock purchase warrants, for aggregate gross proceeds of $3,181,255. Each warrant entitles the holder to purchase one share of common stock at a price of $2.25 per share. The warrants have an expiration date of September 19, 2018. The purchasers of the securities were Context Capital Management, LLC, Forward Management LLC, Crow Point Partners and New Salem Investment Capital, LLC.

The Company also entered into a Registration Rights Agreement, dated September 19, 2013, with the purchasers of the securities whereby as part of the transaction, the Company has agreed to file a registration statement with the Securities and Exchange Commission covering the resale of the shares of 10% Series C Cumulative Preferred Stock and common stock underlying the warrants to be issued in the offering.

MLV & Co., acted as the placement agent for the offering. Pursuant to the Placement Agent Agreement between the Company and MLV & Co., dated September 19, 2013, the Company will be is issuing MLV & Co. 150,835 shares of the Company's restricted common stock as compensation for services rendered in connection with the transaction. The Company has also agreed to register the shares issued to MLV for resale.

The Company completed the transactions in reliance upon the exemption from securities registration afforded by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"), and Rule 506 of Regulation D as promulgated by the United States Securities and Exchange Commission under the 1933 Act.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Number                                   Exhibit Title

4.01         Form of Warrant between the Company and purchasers of securities,
             dated September 19, 2013

10.1         Securities Purchase Agreement between the Company and purchasers of
             securities, dated September 19, 2013

10.2         Registration Rights Agreement between the Company and purchasers of
             securities, dated September 19, 2013

99.1         Press Release dated September 19, 2013

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