Houston-based Gastar Exploration USA, a subsidiary of Gastar Exploration Ltd. (NYSE: GST) announced the pricing of $125 million aggregate principal amount of its 85/8% senior secured notes due 2018. These notes mature on May 15, 2018 and were priced at 97.0% of the principal amount. The notes are being offered as additional notes to Gastar USA's existing $200 million aggregate principal amount of 85/8% senior notes due 2018 that Gastar USA sold in a private placement on May 15, 2013. The additional notes and the notes issued on May 15, 2013 will be treated as a single class of debt securities and will have identical terms, other than the issue date.
The offering is expected to close on November 15, 2013. Gastar USA intends to use the net proceeds from the offering to fund a portion of the costs associated with the separately announced pending acquisition of Mid-Continent assets from Lime Rock Resources II-A LP and Lime Rock Resources II-C LP (the WEHLU acquisition). Closing of the additional notes will be conditional upon the satisfaction of all conditions to the closing of the pending WEHLU acquisition except for the payment of the purchase price. The additional notes will not be registered under the Securities Act of 1933, as amended, or the securities laws of any state and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Securities Act and applicable state securities laws or blue sky laws and foreign securities laws.
The notes and the related guarantees will be offered only to qualified institutional buyers under Rule 144A under the Securities Act and to persons outside the United States under Regulation S under the Securities Act.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Any offers of the notes and the related guarantees will be made only by means of a private offering circular.
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