HOUSTON, Sept. 6, 2018 /PRNewswire/ -- Gastar
Exploration Inc. (NYSE American: GST) ("Gastar") today announced
that it received notification from the NYSE American LLC ("NYSE")
that the NYSE has suspended trading of the Company's common stock
on the exchange due to its abnormally low trading price. The
Company's following two preferred stock issues listed on the NYSE
have also been suspended from trading on the exchange:
Ticker
Symbol
|
Issue
Description
|
GST.PRA
|
8.625% Series A
Cumulative Preferred Stock, par value $0.01 per share
|
GST.PRB
|
10.75% Series B
Cumulative Preferred Stock, par value $0.01 per share
|
The Company anticipates that during the trading suspension its
common stock and its two preferred stock issues will be quoted for
trading on the OTCQB over-the counter market under different
trading symbols on September 7, 2018,
or shortly thereafter. The transition to the over-the-counter
market will not affect Gastar's business operations or its
previously announced process seeking proposals from third parties
as it continues to evaluate strategic alternatives for Gastar. The
Company will remain subject to the public reporting requirements of
the Securities and Exchange Commission ("SEC") following the
transfer of trading to the OTCQB.
As reported on August 29, 2018,
Gastar was informed by the NYSE that Gastar was not in compliance
with the NYSE's continued listing standards because the Company's
common stock has been selling for a low price per share for a
substantial period of time. In light of the trading suspension, the
NYSE stated that it intends to commence the delisting process and
will apply to the SEC) to delist the Company's common stock and
preferred stocks upon completion of all applicable procedures.
Gastar is reviewing whether it will appeal the delisting
determination pending the outcome of its previously announced
process seeking proposals from third parties for strategic
alternatives for the Company.
A delisting of the Company's common stock would constitute a
"fundamental change" under the terms of the indenture (the
"Indenture") governing the Company's Convertible Notes due 2022
("Convertible Notes"), which would permit the noteholders to
require the Company to repurchase all or part of such holder's
notes at a cash repurchase price equal to 101% of the principal
amount of the Convertible Notes being repurchased, plus accrued and
unpaid interest. The Convertible Notes would be required to be
repurchased on a date specified by the Company (the "Fundamental
Change Repurchase Date") that is not less than 20 nor more than 35
calendar days after the date a fundamental change repurchase notice
is sent (which is required to be sent within 20 calendar days of
the fundamental change event). The failure to repurchase the
Convertible Notes on the Fundamental Change Repurchase Date would
constitute an event of default under the Indenture and result in
the automatic acceleration of the maturity date of the Convertible
Notes. Furthermore, upon the occurrence of an event of
default under the Indenture, Ares Management LLC and its
affiliates, as holders of a majority in principal amount of the
Company's term loan, or any transferee holder of a majority in
principal amount of the Company's term loan, would have the right
to immediately accelerate the maturity of the term loan.
About Gastar Exploration
Gastar Exploration Inc. is a
pure play Mid-Continent independent energy company engaged in the
exploration, development and production of oil, condensate, natural
gas and natural gas liquids in the United
States. Gastar's principal business activities include the
identification, acquisition, and subsequent exploration and
development of oil and natural gas properties with an emphasis on
unconventional reserves, such as shale resource plays. Gastar holds
a concentrated acreage position in the normally pressured oil
window of the STACK Play, an area of central Oklahoma which is home to multiple oil and
natural gas-rich reservoirs including the Oswego limestone, Meramec
and Osage bench formations within
the Mississippi Lime, the Woodford
shale and Hunton limestone formations. For more information, visit
Gastar's website at www.gastar.com.
Forward Looking Statements
This news release includes
"forward looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward looking
statements express our current expectations, opinion, belief or
forecasts of future events and performance. A statement
identified by the use of forward looking words including "may,"
"expects," "projects," "anticipates," "plans," "believes,"
"estimate," "will," "should," and certain of the other foregoing
statements may be deemed forward-looking statements. Although
Gastar believes that the expectations reflected in such
forward-looking statements are reasonable, these statements involve
risks and uncertainties that may cause actual future activities and
results to be materially different from those suggested or
described in this news release. These include risks described
in Gastar's Annual Report on Form 10-K and other filings with the
U.S. Securities and Exchange Commission ("SEC"), available at the
SEC's website at www.sec.gov. By issuing forward looking
statements based on current expectations, opinions, views or
beliefs, Gastar has no obligation and, except as required by law,
is not undertaking any obligation, to update or revise these
statements or provide any other information relating to such
statements.
Contacts:
Gastar Exploration
Inc.
Michael A. Gerlich,
Chief Financial Officer
713-739-1800 /
mgerlich@gastar.com
|
|
Investor Relations
Counsel:
Lisa Elliott /
lelliott@DennardLascar.com
Dennard-Lascar
Investor Relations: 713-529-6600
|
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SOURCE Gastar Exploration Inc.