UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): June 18, 2015
Ring Energy, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 001-36057 | 90-0406406 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
|
901 West Wall St. 3rd Floor Midland, TX |
79702 | |
| (Address of principal executive offices) | (Zip Code) |
(432) 682-7464
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On June 18, 2015, Ring Energy, Inc. (the “Company”) issued a press release announcing the pricing of an underwritten public offering of 4,500,000 shares of its common stock to the public at $11.50 per share. The Company has granted the underwriters a 30-day option to purchase up to an additional 675,000 shares of common stock from the Company at the offering price, less underwriting discounts and commissions, solely to cover over-allotments. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
| 99.1 | Press release, dated June 18, 2015, entitled “Ring Energy, Inc. Announces Pricing of Public Offering of Common Stock”. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Ring Energy, Inc. | ||
| Date: June 18, 2015 | By: | /s/ William R. Broaddrick |
| William R. Broaddrick | ||
| Chief Financial Officer | ||
Exhibit 99.1
RING ENERGY, INC. ANNOUNCES PRICING OF PUBLIC OFFERING OF COMMON STOCK
Midland, TX June 18, 2015 – Ring Energy, Inc. (NYSE MKT: REI) (“Ring”)(“Company”) announced today that it has priced an underwritten public offering of 4,500,000 shares of its common stock to the public at $11.50 per share. The Company has granted the underwriters a 30-day option to purchase up to an additional 675,000 shares of common stock from the Company at the offering price (less the underwriting discount). The Company expects to close the sale of the shares of common stock on June 23, 2015, subject to customary closing conditions. Net proceeds to the Company from the sale of 4,500,000 shares will be approximately $49 million, after deducting underwriting discounts, commissions and estimated offering expenses. The Company intends to use the net proceeds from this offering to fund a portion of the previously announced acquisition of producing wells and leaseholds in Culberson and Reeves Counties, Texas and for general corporate purposes.
In connection with the offering, SunTrust Robinson Humphrey, Inc. is acting as sole bookrunner, Seaport Global Securities LLC and Euro Pacific Capital Inc. are acting as senior co-managers, and IBERIA Capital Partners L.L.C., Northland Capital Markets, Roth Capital Partners and Ladenburg Thalmann are acting as co-managers.
The public offering is being made only by means of a prospectus supplement and accompanying base prospectus, which will be filed with the Securities and Exchange Commission, or SEC, and will be available on the SEC website at www.sec.gov. Alternatively, copies of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained, when available, from SunTrust Robinson Humphrey, Inc., at STRH Prospectus Department, 3333 Peachtree Rd., NE, Atlanta, GA 30326, or may be requested by telephone at 404-926-5744 or by e-mail at STRH.Prospectus@SunTrust.com.
The securities described above are being offered by the Company pursuant to a registration statement previously filed with, and declared effective by, the SEC.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.
About Ring Energy, Inc.
Ring Energy, Inc. is an oil and gas exploration, development and production company with current operations in Texas and Kansas.
Safe Harbor Statement
This release contains forward-looking statements within the meaning of the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995 that involve a wide variety of risks and uncertainties, including, without limitations, statements with respect to the Company’s strategy and prospects. Such statements are subject to certain risks and uncertainties which are disclosed in the Company’s reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31, 2012, its Form 10-Q for the quarter ended March 31, 2013 and its other filings with the SEC. Readers and investors are cautioned that the Company’s actual results may differ materially from those described in the forward-looking statements due to a number of factors, including, but not limited to, the Company’s ability to acquire productive oil and/or gas properties or to successfully drill and complete oil and/or gas wells on such properties, general economic conditions both domestically and abroad, and the conduct of business by the Company, and other factors that may be more fully described in additional documents set forth by the Company.
For further information contact:
Bill Parsons, K M Financial, Inc.
(702) 489-4447 office
(602) 315-5926 mobile