Ngas Resources, Inc. (MM) (NGAS) News

mhr does get lot of following; they are in bakken area?

re;
Yep, they sold out for MHR for less than 9 cents a share when another company was offering them a dollar. I was in for around 3 bucks a share, so I really got the shaft. Although, after I got my shares of MHR, it dropped drastically and I bought more. It's on the way back up so I'm almost even. I'll buy more on dips below 4

The settlement came from Lexington, and it said the court held a hearing on April 27, 2012 but didn't know how long it would be before they had a decision. I sent out a few e-mails, no replies!

Yep, they sold out for MHR for less than 9 cents a share when another company was offering them a dollar. I was in for around 3 bucks a share, so I really got the shaft. Although, after I got my shares of MHR, it dropped drastically and I bought more. It's on the way back up so I'm almost even. I'll buy more on dips below 4

The settlement came from Lexington, and it said the court held a hearing on April 27, 2012 but didn't know how long it would be before they had a decision. I sent out a few e-mails, no replies!

o..k.. this was a buyout thing to mhr?

hi my friend, what knind of settlement? i am new on this one.

re;
Well,
I received a notice from a Kentucky circuit court that NGAS breached their fiduciary duties to their shareholders for the sale to MHR, and there was a settlement. I'm still waiting for a check...LOL!!!

Well,
I received a notice from a Kentucky circuit court that NGAS breached their fiduciary duties to their shareholders for the sale to MHR, and there was a settlement. I'm still waiting for a check...LOL!!!

i was wondering what happen to this one; LEXINGTON, Ky., Apr 11, 2011 (GlobeNewswire via COMTEX) -- NGAS Resources, Inc. (NGAS, Trade ), an independent exploration and production company focused on unconventional natural gas plays in the southern Appalachian Basin, announced that on April 8, 2011 its shareholders approved the acquisition of NGAS by Magnum Hunter Resources Corporation ("Magnum Hunter") in an all-stock transaction structured as a statutory arrangement under British Columbia law, where NGAS is organized.

Under the arrangement agreement for the transaction, each outstanding common share of NGAS will be transferred to Magnum Hunter for the right to receive 0.0846 shares of Magnum Hunter common stock. The exchange ratio for the transaction is not subject to any adjustments and will result in the issuance of approximately 6.6 million shares of Magnum Hunter common stock to NGAS shareholders.

I have no shares or details to share on that. Please call the company or your brokerage service.

Yeah, much better....!!! I doubled down when it hit 40 cents..
Natural gas has been getting a lot of promo lately, hope your shares of MHR pays off for you and all of us!

1.1 would have been great. I think my 400 shares turns out to be 34 now. Ameritrade is showing it as a major loss on the gain/loss link.

Hope you faired better.

Thanks Zumba,
I've been patient with this pos so long, I guess a little wait won't hurt. Should have been 1:1 though

This is the info I received from Ameritrade:

Thank you for your inquiry. The most current information available states for every share of NGAS held, shareholders will receive .0846 of a share of MHR (Magnum Hunter). At this time we do not have a date by which we may expect to receive the new shares. If you have any additional questions please do not hesitate to contact us again.

Sincerely,

Kimberly Flanagan
Apex Corporate Actions and Dividends, TDA
Division of TD Ameritrade, Inc.


I did see that when I went to Accounts/Gain & Loss, it did show up there.

Anyone get their share transfer yet? TDA is still showing my NGAS shares, but I can't do crap with them!@!

Magnum Hunter Resources Announces Closing of New $250 Million Senior Secured Revolving Credit Facility
Date : 04/13/2011 @ 2:27PM
Source : MarketWire
Stock : Magnum Hunter Resources (NGAS)
http://ih.advfn.com/p.php?pid=nmona&article=47284186&symbol=NGAS


Magnum Hunter Resources Announces Closing of New $250 Million Senior Secured Revolving Credit Facility

Ngas (NASDAQ:NGAS)
Intraday Stock Chart
Today : Thursday 14 April 2011

Magnum Hunter Resources Corporation (NYSE: MHR) (NYSE Amex: MHR-PrC) (NYSE Amex: MHR-PrD) (the "Company" or "Magnum Hunter") announced today that the Company has closed on a new $250 million five-year term senior secured revolving credit facility (the "New Bank Facility"). The new borrowing base (the "New Borrowing Base") has been established at $145 million. The initial borrowing base has been set at $120 million upon the completion of the Company's acquisition of NGAS Resources, Inc. (NASDAQ: NGAS) ("NGAS"), which is closing today. The borrowing base shall increase to the New Borrowing Base level of $145 million upon the closing of the Company's acquisition of Williston Basin focused NuLoch Resources, Inc. (TSX-V: NLR) (PINKSHEETS: NULCF) ("NuLoch"), which is expected to occur on or about April 29, 2011. Borrowings under the New Bank Facility will be used for general corporate purposes, including development of existing oil & gas properties.

The New Bank Facility provides for a semi-annual redetermination of the borrowing base, which is based on the value assigned to the Company's proved crude oil and natural gas reserves as determined by third party engineering consultants. The New Borrowing Base has been established based upon the proved reserve values as of December 31, 2010 from a combination of NGAS's, NuLoch's, and the Company's total proved reserves. Based on values assigned to crude oil and natural gas properties which may be either acquired or drilled over time, the Company's borrowing base may increase up to the maximum $250 million commitment level. The New Bank Facility replaces Magnum Hunter's $150 million three-year term secured revolving credit facility, which had a borrowing base of $71.5 million. The New Bank Facility also provides for an interest rate margin ranging from LIBOR plus 2.25% to LIBOR plus 3.25% depending on the level of outstanding borrowings at any given time under the New Bank Facility, which is a lower cost of funds than the prior senior bank facility.

Bank of Montreal serves as the "Administrative Agent" under the facility, with Capital One, N.A. serving as "Syndication Agent," Amegy Bank National Association, KeyBank National Association and UBS Securities LLC serving as "Co-Documentation Agents" and BMO Capital Markets serving as Lead Arranger and Sole Bookrunner. New participating banks that have been added to the facility are Citibank, N.A., Credit Suisse AG, Deutsche Bank Trust Company Americas, and Union Bank, N.A.

Management Comments

Mr. Ronald D. Ormand, Executive Vice President and Chief Financial Officer of Magnum Hunter, commented, "Our Company's new bank facility validates the incremental asset value that has been created from a combination of our acquisition and drilling efforts. The Company's previously announced fiscal year 2011 drilling and development capital expenditure budget of $150 million is expected to increase by a minimum of $80 million as a result of the NGAS and NuLoch transactions. The 2011 capital budget will be funded using a combination of the following sources: (i) liquidity from undrawn borrowings under the new bank facility including cash; (ii) increased cash flows from operating activities; (iii) divestitures of non-strategic assets; (iv) non-recourse debt and/or equity financing for the future development costs associated with the Eureka Hunter pipeline gathering system and processing facility; and (v) continued issuance of the Company's Series 'D' non-convertible perpetual preferred stock under the Company's 'At-The-Market' sales program under our existing shelf registration statement. Magnum Hunter has no plans to issue additional common equity in fiscal 2011. We appreciate the continued support of our existing bank group and we welcome the addition of four new banks to the syndicate which include Citibank, Credit Suisse, Deutsche Bank, and Union Bank."

About Magnum Hunter Resources Corporation

Magnum Hunter Resources Corporation is an independent oil and gas company engaged in the acquisition, development and production of oil and natural gas, primarily in the states of West Virginia, North Dakota, and Texas. The Company is presently active in three of the most prolific shale resource plays in the United States, namely the Marcellus Shale, Eagle Ford Shale and Williston Basin/Bakken Shale.

For more information, please view our website at http://www.magnumhunterresources.com/

Forward-Looking Statements

The statements and information contained in this press release that are not statements of historical fact, including all estimates and assumptions contained herein, are "forward looking statements" as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward looking statements include, among others, statements, estimates and assumptions relating to the Company's business and growth strategies, its oil and gas reserve estimates, its ability to successfully and economically explore for and develop oil and gas resources, its exploration and development prospects, future inventories, projects and programs, expectations relating to availability and costs of drilling rigs and field services, anticipated trends in the Company's business or industry, the Company's future results of operations, its liquidity and ability to finance our exploration and development activities, market conditions in the oil and gas industry and the impact of environmental and other governmental regulation. In addition, with respect to the Company's pending acquisition of NuLoch Resources Inc. ("NuLoch"), forward-looking statements include, but are not limited to, statements regarding the expected timing of the completion of the proposed transaction; the ability to complete the proposed transaction considering the various closing conditions; the benefits of such transaction and its impact on the Company's business; and any statements of assumptions underlying any of the foregoing. In addition, if and when the proposed transaction is consummated, there will be risks and uncertainties related to the Company's ability to successfully integrate the operations and employees of the Company and the acquired business. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may", "will", "could", "should", "expect", "intend", "estimate", "anticipate", "believe", "project", "pursue", "plan" or "continue" or the negative thereof or variations thereon or similar terminology. These forward-looking statements are subject to numerous assumptions, risks, and uncertainties. Factors that may cause our actual results, performance, or achievements to be materially different from those anticipated in forward-looking statements include, among other, the following: adverse economic conditions in the United States and globally; difficult and adverse conditions in the domestic and global capital and credit markets; changes in domestic and global demand for oil and natural gas; volatility in the prices the Company receives for its oil and natural gas; the effects of government regulation, permitting, and other legal requirements; future developments with respect to the quality of the Company's properties, including, among other things, the existence of reserves in economic quantities; uncertainties about the estimates of the Company's oil and natural gas reserves; the Company's ability to increase its production and oil and natural gas income through exploration and development; the Company's ability to successfully apply horizontal drilling techniques and tertiary recovery methods; the number of well locations to be drilled, the cost to drill, and the time frame within which they will be drilled; drilling and operating risks; the availability of equipment, such as drilling rigs and transportation pipelines; changes in the Company's drilling plans and related budgets; and the adequacy of the Company's capital resources and liquidity including, but not limited to, access to additional borrowing capacity.

With respect to the Company's pending acquisition, factors, risks and uncertainties that may cause actual results, performance or achievements to vary materially from those anticipated in forward-looking statements include, but are not limited to, the risk that the proposed transaction will not be consummated; failure to satisfy any of the conditions to the proposed transaction, such as in the case of the NuLoch transaction the inability to obtain the requisite approvals of NuLoch's shareholders, the Company's stockholders and the Court of Queen's Bench of Alberta; adverse effects on the market price of the Company's common stock or on its operating results because of a failure to complete the proposed transaction; failure to realize the expected benefits of the proposed transaction; negative effects of announcement or consummation of the proposed transaction on the market price of the Company's common stock; significant transaction costs and/or unknown liabilities; general economic and business conditions that affect the companies following the proposed transaction; and other factors. These factors are in addition to the risks described in the Company's public filings made from time to time with the Securities and Exchange Commission. Most of these factors are difficult to anticipate and beyond the Company's control. Because forward-looking statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such statements. Readers are cautioned not to place undue reliance on forward-looking statements, contained herein, which speak only as of the date of this document. Other unknown or unpredictable factors may cause actual results to differ materially from those projected by the forward-looking statements. Unless otherwise required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, including estimates, whether as a result of new information, future events, or otherwise. The Company urges readers to review and consider disclosures it make in its public filings made from time to time with the Securities and Exchange Commission that discuss factors germane to its business, including its Annual Report on Form 10-K for the year ended December 31, 2010, as amended. All forward-looking statements attributable to the Company are expressly qualified in their entirety by these cautionary statements.

Additional Information About the Proposed NuLoch Transaction

In connection with the proposed NuLoch transaction, the Company has filed a definitive proxy statement with the Securities and Exchange Commission ("SEC"). STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER RELEVANT MATERIALS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO.

The definitive proxy statement has been mailed to the Company's stockholders seeking their approval of the issuance of the Company shares as consideration for the proposed transaction, including the Company shares issuable upon exchange of certain exchangeable shares that may be issued in connection with the transaction. The Company's stockholders may also obtain a copy of the definitive proxy statement free of charge by directing a request to: Magnum Hunter Resources Corporation at 832-369-6986 or 777 Post Oak Boulevard, Suite 650, Houston, Texas 77056 Attention: Investor Relations. In addition, the definitive proxy statement and other relevant materials filed with the SEC are available free of charge at the SEC's website at www.sec.gov or stockholders may access copies of such documentation filed with the SEC by the Company by visiting the Investors section of the Company's website at www.magnumhunterresources.com.

Participants in the Solicitation

The Company and its respective directors, executive officers and other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information regarding the names, affiliations and interests of certain of the Company's executive officers and directors in the solicitation is available in the Company's definitive proxy statement for the transaction, which was filed with the SEC on April 1, 2011.

This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The Company shares and the exchangeable shares to be issued in the proposed transaction in exchange for NuLoch shares have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Company intends to issue such shares pursuant to the exemption from registration set forth in Section 3(a)(10) of the Securities Act. The arrangement agreement for the transaction contemplates that the issuance of the Company shares upon exchange of the exchangeable shares will be registered under the Securities Act.

Magnum Hunter Contact:

M. Bradley Davis

Senior Vice President of Capital Markets

bdavis@magnumhunterresources.com

(832) 203-4545

http://ih.advfn.com/p.php?pid=nmona&article=47284186&symbol=NGAS

Magnum Hunter Resources Announces Court and Shareholder Approval of Acquisition of NGAS Resources, Inc.
Date : 04/12/2011 @ 2:52PM
Source : MarketWire
Stock : Magnum Hunter Resources (NGAS)
http://ih.advfn.com/p.php?pid=nmona&article=47267989&symbol=NGAS

Magnum Hunter Resources Announces Court and Shareholder Approval of Acquisition of NGAS Resources, Inc.

Ngas (NASDAQ:NGAS)
Intraday Stock Chart
Today : Wednesday 13 April 2011

Magnum Hunter Resources Corporation (NYSE: MHR) (NYSE Amex: MHR-PrC) (NYSE Amex: MHR-PrD) ("Magnum Hunter" or the "Company") announced this afternoon that the Supreme Court of British Columbia today issued a final order approving the acquisition by Magnum Hunter of NGAS Resources, Inc. (NASDAQ: NGAS) ("NGAS") in an all-stock transaction structured as a statutory arrangement under British Columbia law, where NGAS is organized. Additionally, the NGAS shareholders approved the acquisition of NGAS by Magnum Hunter on April 8, 2011. The transaction, which is subject to additional closing conditions, is expected to close tomorrow, April 13, 2011. Upon closing of the transaction, each outstanding common share of NGAS will be transferred to Magnum Hunter for the right to receive 0.0846 shares of Magnum Hunter common stock, and NGAS will become a wholly-owned subsidiary of Magnum Hunter.

About Magnum Hunter Resources Corporation

Magnum Hunter Resources Corporation is an independent oil and gas company engaged in the acquisition, development and production of oil and natural gas, primarily in the states of West Virginia, North Dakota, and Texas. The Company is presently active in three of the most prolific shale resource plays in the United States, namely the Marcellus Shale, Eagle Ford Shale and Williston Basin/Bakken Shale.

For more information, please view our website at http://www.magnumhunterresources.com/

Forward-Looking Statements

The statements and information contained in this press release that are not statements of historical fact, including all estimates and assumptions contained herein, are "forward looking statements" as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward looking statements include, among others, statements, estimates and assumptions relating to the Company's business and growth strategies, its oil and gas reserve estimates, its ability to successfully and economically explore for and develop oil and gas resources, its exploration and development prospects, future inventories, projects and programs, expectations relating to availability and costs of drilling rigs and field services, anticipated trends in the Company's business or industry, the Company's future results of operations, its liquidity and ability to finance our exploration and development activities, market conditions in the oil and gas industry and the impact of environmental and other governmental regulation. In addition, with respect to the Company's pending acquisitions of NGAS Resources, Inc. ("NGAS") and NuLoch Resources Inc. ("NuLoch"), forward-looking statements include, but are not limited to, statements regarding the expected timing of the completion of the proposed transactions; the ability to complete the proposed transactions considering the various closing conditions; the benefits of such transactions and their impact on the Company's business; and any statements of assumptions underlying any of the foregoing. In addition, if and when either proposed transaction is consummated, there will be risks and uncertainties related to the Company's ability to successfully integrate the operations and employees of the Company and the acquired business. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may", "will", "could", "should", "expect", "intend", "estimate", "anticipate", "believe", "project", "pursue", "plan" or "continue" or the negative thereof or variations thereon or similar terminology. These forward-looking statements are subject to numerous assumptions, risks, and uncertainties. Factors that may cause our actual results, performance, or achievements to be materially different from those anticipated in forward-looking statements include, among other, the following: adverse economic conditions in the United States and globally; difficult and adverse conditions in the domestic and global capital and credit markets; changes in domestic and global demand for oil and natural gas; volatility in the prices the Company receives for its oil and natural gas; the effects of government regulation, permitting, and other legal requirements; future developments with respect to the quality of the Company's properties, including, among other things, the existence of reserves in economic quantities; uncertainties about the estimates of the Company's oil and natural gas reserves; the Company's ability to increase its production and oil and natural gas income through exploration and development; the Company's ability to successfully apply horizontal drilling techniques and tertiary recovery methods; the number of well locations to be drilled, the cost to drill, and the time frame within which they will be drilled; drilling and operating risks; the availability of equipment, such as drilling rigs and transportation pipelines; changes in the Company's drilling plans and related budgets; and the adequacy of the Company's capital resources and liquidity including, but not limited to, access to additional borrowing capacity.

With respect to the Company's pending acquisitions, factors, risks and uncertainties that may cause actual results, performance or achievements to vary materially from those anticipated in forward-looking statements include, but are not limited to, the risk that either proposed transaction will not be consummated; failure to satisfy any of the conditions to either proposed transaction, such as in the case of the NuLoch transaction the inability to obtain the requisite approvals of NuLoch's shareholders, the Company's stockholders and the Court of Queen's Bench of Alberta; adverse effects on the market price of the Company's common stock or on its operating results because of a failure to complete either proposed transaction; failure to realize the expected benefits of either proposed transaction; negative effects of announcement or consummation of either proposed transaction on the market price of the Company's common stock; significant transaction costs and/or unknown liabilities; general economic and business conditions that affect the companies following the proposed transaction; and other factors. These factors are in addition to the risks described in the Company's public filings made from time to time with the Securities and Exchange Commission. Most of these factors are difficult to anticipate and beyond the Company's control. Because forward-looking statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such statements. Readers are cautioned not to place undue reliance on forward-looking statements, contained herein, which speak only as of the date of this document. Other unknown or unpredictable factors may cause actual results to differ materially from those projected by the forward-looking statements. Unless otherwise required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, including estimates, whether as a result of new information, future events, or otherwise. The Company urges readers to review and consider disclosures it make in its public filings made from time to time with the Securities and Exchange Commission that discuss factors germane to its business, including its Annual Report on Form 10-K for the year ended December 31, 2010, as amended. All forward-looking statements attributable to the Company are expressly qualified in their entirety by these cautionary statements.

Additional Information About the Proposed NuLoch Transaction

In connection with the proposed NuLoch transaction, the Company has filed a definitive proxy statement with the Securities and Exchange Commission ("SEC"). STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER RELEVANT MATERIALS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO.

The definitive proxy statement has been mailed to the Company's stockholders seeking their approval of the issuance of the Company shares as consideration for the proposed transaction, including the Company shares issuable upon exchange of certain exchangeable shares that may be issued in connection with the transaction. The Company's stockholders may also obtain a copy of the definitive proxy statement free of charge by directing a request to: Magnum Hunter Resources Corporation at 832-369-6986 or 777 Post Oak Boulevard, Suite 650, Houston, Texas 77056 Attention: Investor Relations. In addition, the definitive proxy statement and other relevant materials filed with the SEC are available free of charge at the SEC's website at www.sec.gov or stockholders may access copies of such documentation filed with the SEC by the Company by visiting the Investors section of the Company's website at www.magnumhunterresources.com.

Participants in the Solicitation

The Company and its respective directors, executive officers and other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information regarding the names, affiliations and interests of certain of the Company's executive officers and directors in the solicitation is available in the Company's definitive proxy statement for the transaction, which was filed with the SEC on April 1, 2011.

This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The Company shares and the exchangeable shares to be issued in the proposed transaction in exchange for NuLoch shares have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Company intends to issue such shares pursuant to the exemption from registration set forth in Section 3(a)(10) of the Securities Act. The arrangement agreement for the transaction contemplates that the issuance of the Company shares upon exchange of the exchangeable shares will be registered under the Securities Act.

Additional Information About the Proposed NGAS Transaction

This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In connection with the proposed NGAS transaction, NGAS has filed a proxy statement and NGAS and the Company will file other relevant materials with the SEC. INVESTORS AND SECURITY HOLDERS OF NGAS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT MATERIALS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN AND WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO.

Investors and security holders may obtain a free copy of the proxy statement and any other documents filed by the Company and NGAS with the SEC at the SEC's website at www.sec.gov. The proxy statement and such other documents filed by NGAS may also be obtained for free by contacting NGAS at 959-263-3948 or 120 Prosperous Place, Suite 201, Lexington, Kentucky 40509-1844 or by visiting NGAS's website at www.ngas.com. Copies of any materials filed by the Company may also be obtained for free by contacting Magnum Hunter at 832-369-6986 or 777 Post Oak Boulevard, Suite 650, Houston, Texas 77056 Attention: Investor Relations or by visiting the Company's website at www.magnumhunterresources.com.

Participants in the Solicitation

The Company, NGAS and their respective directors, executive officers and other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of NGAS shareholders in connection with the proposed transaction. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of certain of the Company's executive officers and directors in the solicitation by reading the definitive proxy statement for the Company's 2011 Annual Meeting of Shareholders, which was filed with the SEC on April 1, 2011, and the proxy statement of NGAS relating to the proposed transaction, and other relevant materials filed with the SEC when they become available. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of NGAS's executive officers and directors in the solicitation by reading the proxy statement for NGAS's 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 29, 2010, and NGAS's proxy statement relating to the proposed transaction which was filed with the SEC on March 9, 2011, and other relevant materials to be filed with the SEC when they become available. Certain executives and directors of NGAS Resources, Inc. have interests in the proposed transaction that may differ from the interests of NGAS's shareholders generally, including benefits conferred under severance, retention and change of control arrangements and continuation of director and officer insurance and indemnification. These interests and any additional benefits in connection with the proposed transaction are described in the proxy statement.

Magnum Hunter Contact:

M. Bradley Davis

Senior Vice President of Capital Markets

bdavis@magnumhunterresources.com

(832) 203-4545



http://ih.advfn.com/p.php?pid=nmona&article=47267989&symbol=NGAS

NGAS Resources Shareholders Approve Acquisition by Magnum Hunter
Date : 04/11/2011 @ 9:15AM
Source : GlobeNewswire Inc.
Stock : NGAS Resources, Inc. (NGAS)
http://ih.advfn.com/p.php?pid=nmona&article=47245722&symbol=NGAS


NGAS Resources Shareholders Approve Acquisition by Magnum Hunter

Ngas (NASDAQ:NGAS)
Intraday Stock Chart
Today : Tuesday 12 April 2011

NGAS Resources, Inc. (Nasdaq:NGAS), an independent exploration and production company focused on unconventional natural gas plays in the southern Appalachian Basin, announced that on April 8, 2011 its shareholders approved the acquisition of NGAS by Magnum Hunter Resources Corporation ("Magnum Hunter") in an all-stock transaction structured as a statutory arrangement under British Columbia law, where NGAS is organized. Under the arrangement agreement for the transaction, each outstanding common share of NGAS will be transferred to Magnum Hunter for the right to receive 0.0846 shares of Magnum Hunter common stock. The exchange ratio for the transaction is not subject to any adjustments and will result in the issuance of approximately 6.6 million shares of Magnum Hunter common stock to NGAS shareholders.

The transaction is subject to additional closing conditions, including the issuance of a final order by the Supreme Court of British Columbia approving the arrangement. Upon closing of the transaction, which is anticipated on or about April 13, 2011, NGAS will become a wholly-owned subsidiary of Magnum Hunter, and its common stock will no longer be listed on the Nasdaq Capital Market.

About NGAS Resources

NGAS Resources, Inc. is an independent exploration and production company focused on unconventional natural gas plays in the eastern United States, principally in the southern Appalachian Basin. Core assets include over 330,000 acres with interests in approximately 1,350 wells and an extensive inventory of horizontal drilling locations. The company also operates the gas gathering facilities for its core Appalachian properties, providing deliverability directly from the wellhead to the interstate pipeline.

The NGAS Resources, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7617

NGAS – G

CONTACT: NGAS Resources, Inc.
Kathleen Heaney
Phone: (646) 912-3844
Fax: (859) 263-4228
E-mail: ngas@ngas.com

http://ih.advfn.com/p.php?pid=nmona&article=47245722&symbol=NGAS

PPS Any idea how much it worth>.084

NGAS Resources Shareholders Approve Acquisition by Magnum Hunter
globenewswire


LEXINGTON, Ky., April 11, 2011 (GLOBE NEWSWIRE) -- NGAS Resources, Inc. (Nasdaq:NGAS - News), an independent exploration and production company focused on unconventional natural gas plays in the southern Appalachian Basin, announced that on April 8, 2011 its shareholders approved the acquisition of NGAS by Magnum Hunter Resources Corporation ("Magnum Hunter") in an all-stock transaction structured as a statutory arrangement under British Columbia law, where NGAS is organized. Under the arrangement agreement for the transaction, each outstanding common share of NGAS will be transferred to Magnum Hunter for the right to receive 0.0846 shares of Magnum Hunter common stock. The exchange ratio for the transaction is not subject to any adjustments and will result in the issuance of approximately 6.6 million shares of Magnum Hunter common stock to NGAS shareholders.

The transaction is subject to additional closing conditions, including the issuance of a final order by the Supreme Court of British Columbia approving the arrangement. Upon closing of the transaction, which is anticipated on or about April 13, 2011, NGAS will become a wholly-owned subsidiary of Magnum Hunter, and its common stock will no longer be listed on the Nasdaq Capital Market.

About NGAS Resources

NGAS Resources, Inc. is an independent exploration and production company focused on unconventional natural gas plays in the eastern United States, principally in the southern Appalachian Basin. Core assets include over 330,000 acres with interests in approximately 1,350 wells and an extensive inventory of horizontal drilling locations. The company also operates the gas gathering facilities for its core Appalachian properties, providing deliverability directly from the wellhead to the interstate pipeline.

The NGAS Resources, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7617

NGAS -- G

Contact:

NGAS Resources, Inc.
Kathleen Heaney
Phone: (646) 912-3844
Fax: (859) 263-4228
E-mail: ngas@ngas.com

$0.70

Got my proxy, voted against

QBC already has the drilling credits. Much better Nat Gas play.

Granted in part to the speculative nature of being human.

in any of these exchanges all investors lose but stocks are risky business in favor of gov't.

I value your conversation. I cannot really say that would be best.
Would it work is my question?

i think bk would be better. they would at least have their company.

I forgot about those legal boys trying to drum up some business.
I very much doubt that would affect the deal. Even if it does. My personal opinion is NGAS will end up B.K. as creditors emerge.

Maybe those legal boys can figure out a better deal for shareholders? Oh and maybe those legal boys can figure out another buyer. Maybe those legal boys might think they are going to dictate a selling price to MHR. Of course those legal boys are only here to help. What is their price for helping? lol!

Sometimes in these times you just got to let it go. Go ahead and litigate all anyone wants. It will not improve the debt due.

Totally my opinion. I also own no shares in either company.


Some months ago I was hoping for alot better. I was also thinking alot better for ngas as a company. Natural gas prices though declined which actually sunk the hopes a bigger pot of revenue would soon arise.

Anyone else have a better direction for NGAS?

It might appear to be robbery, but NGAS has some serious financial concerns. In defined terms, NGAS cannot control it's debt and move forward without some type of huge financing that would only bury shareholders into oblivion for some time to come.

Not a fantastic deal, but a deal none-the-less. I also do not see a huge bidding war trying to break the deal either.

TK, did factoring some. 100 shares would=8 shares of MHR...this is an insane offer imho.

o.k., i see here. 0.0846 a share of mhr to ngas holders.

8 tenths of a MHR to ngas?

that highway robbery imho

is ngas still on sell block or buyout block? i think LNG/buyer.

closed at $0.5603

Happy New Year Gamma1848, I wasn't misinterpreting anything, I was only agreeing with the previous poster, NightStockStalker, to let everyone else know the deal. The pps of NGAS will have no effect on the number of shares of MHR, however it was based on the closing price of BOTH stocks the day of the deal. There is also the chance that the pps will drop below .55 if MHR goes down before the deal closes, and yes, that's when I will buy more! (For the reasons you stated)

NGAS shareholders will get more than $0.55 at current prices

Keyscruiser,

You are misinterpreting the terms that you quoted below. The deal is that for every share of NGAS you own you get 0.0846 shares of MHR.

It is the passage that you bolded and underlined that states that no matter what happens to the share price of MHR before the deal closes the exchange ratio will remain that NGAS owners get 0.0846 shares of MHR for each NGAS share. Regardless, unless you are looking for this as a way to get a 10% discount on MHR shares there are probably better merger arbitrage plays out there than this one unless M/A is your thing.

It is interesting to note that in July 2009 MHR had a $0.65 stock and a ~40 mln market cap (+/- not sure of actual share count at that time). At the same time NGAS had a $2.20 stock and a 80 mln market cap. Now MHR is at $7.20 is worth 500 mln and gets to absorb NGAS's assets for pennies on the dollar.

Two stocks in the same sector one up 1,000% the other down 75%; it would make for a nice case study on failed management. I can't wait to see what kind of golden parachutes these NGAS destroyers of value take home in this deal.


Under the terms of the definitive agreement (the "Arrangement Agreement"), each common share of the Company will be transferred to Magnum Hunter for the right to receive 0.0846 of a share of Magnum Hunter common stock. The exchange ratio for the transaction, which will not be adjusted for subsequent changes in market prices...

Under the terms of the definitive agreement (the "Arrangement Agreement"), each common share of the Company will be transferred to Magnum Hunter for the right to receive 0.0846 of a share of Magnum Hunter common stock. The exchange ratio for the transaction, which will not be adjusted for subsequent changes in market prices, was established based on an intra-day price of $6.50 for Magnum Hunter stock, representing a value to NGAS shareholders of $0.55 per share, a 41% premium to the NGAS closing price on December 23, 2010

http://www.stockwatch.com/News/Item.aspx?bid=U-z0209859-U:NGAS-20101227&symbol=NGAS&news_region=U

It is not locked at .55 that is what it was at close last Thursday. You will receive .0846 of a share of MHR for every share of NGAS no matter the price. For the last 3 day's they have been following each other.

Some folks sold MHR to buy NGAS others sold NGAS to buy MHR. Its not clear where the advantage is at this point.

The only reason for NGAS to go up now is possibly big investors thinking this is a cheap way to buy MHR...???

I think you're right; 0.55 is what to be voted on. It should have been higher. MHR stands to gain if pps goes higher than 0.55.

equity8, I hate to burst your bubble, but MHR's price will not affect the buyout price of NGAS. It was "locked in" @ .55 per share.

MHR to list on NYSE good exposure for NGAS too. http://www.bizjournals.com/houston/news/2010/12/29/magnum-hunter-to-list-on-nyse.html

NGAS value could grow (.0846 of MHR PPS) as MHR progresses, there is more room for NGAS to move up. MHR pre-market now is 7.7 translates to .65 for NGAS. Also due low O/S, better managament efficiencies of MHR and more buyers of MHR are pouring in could bode well for NGAS.

Maybe a little bounce today..?????? Or has it reached the buyout price, and stopped..??

http://www.stockhouse.com/News/USReleasesDetail.aspx?n=8000670

Thanks Gamma1848 for the quality post with facts - very helpful. Hope the deal is good enough to take it to higher PPs this time.

The Wunderlich $1.00 target should not have been given any weight by investors.

Look at Wunderlisch's track record on NGAS; if you shorted each time Wunderlisch commented on NGAS you would have been in the green from start to finish on pretty much every trade:

10/14/2009 (NGAS at $2.40)
Wunderlich Initaited coverage with a $2.50 price target and hold rating. NGAS never traded higher a single day again.

3/17/2010 (NGAS at $1.71)
Wunderlich Upgraded NGAS with a $3.00 price target and a buy rating. NGAS traded higher three more days in its history.

5/12/2010 (NGAS at $1.40)
Wunderlich acts as comanager for NGAS secondary offering. The stock never trades higher again.

6/2010
Paul Farretti, managing director of Wunderlich, is added to NGAS's board.

11/10/2010 (NGAS at $0.60)
Wunderlich Maintains NGAS at buy, with a $1.00 price target.
NGAS never traded higher again


These law firms are ambulance chasers and the acquisition is their wreck.

The Law suit stated an analyst price target of $1.00. PPS could go higher?
http://www.reuters.com/finance/stocks/keyDevelopments?rpc=66&symbol=NGAS.O×tamp=20101228174800

I'm new to this board. Looking at the low 46.4M outsatnding shares it could reinforce the PPS in addition to the deal. Go NGAS!

This was a long overdue forced sale.
NGAS is selling the company for about 1/8 of its book value however its the best option management has; it has been the best option that management has had available to them for several years.

They should not have allowed the company with so many significant assets to run out of its liquidity. It should not have gotten to the point where by missing a deadline they went into default on their bonds.

By failing to close this deal by the end of the last quarter they were forced to give 7% of the company away to the bondholders in the form of 3.25 million $0.37 warrants.

Magnum Hunter (MHR) was up 7.3% today on the news of the steal that it was getting for NGAS. MHR is wisely doing this as an all stock deal since their stock is up 900% since mid 2009. At $0.0846 per share of MHR, NGAS shareholders are getting at $.609 as of todays close.

I think NGAS was over a barrel.. Might have been yet more bleak alternatives.

I think NGAS was over a barrel.. Might have been yet more bleak alternatives.

What a f..g rip off!
Magnum Hunter puts up $138M for Appalachian plays
Magnum Hunter pays $138 million for 2 shale plays and expands footprint in Appalachian Basin
ap

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Companies:
NGAS Resources, Inc.
PostRock Energy Corporation

Related Quotes
Symbol Price Change
NGAS 0.5261 +0.1406
Chart for NGAS Resources, Inc.
PSTR 3.91 +0.36
Chart for PostRock Energy Corporation
On Monday December 27, 2010, 11:14 am EST

HOUSTON (AP) -- Magnum Hunter Resources will spend nearly $148 million to expand its shale assets in Appalachia, the company said Monday.

The Houston oil and gas producer is buying NGAS Resources Inc. in an all-stock deal valued at $98 million. The combined company controls about 300,000 acres of "high-quality, long-lived proved developed producing assets," said Gary Evans, Magnum's chairman and CEO.

""We have been studying the possibility of a business combination with NGAS for most of 2010," Evans said.

In a separate deal, Magnum will acquire assets in West Virginia from PostRock Energy Corp. in a cash-and-stock deal valued at $39.75 million. That deal is expected to be completed by mid-January, and the NGAS acquisition is expected to be completed by March 31.

Under the NGAS agreement, each NGAS common share will be transferred to Magnum Hunter in exchange for the right to receive 0.0846 of a share of Magnum Hunter stock. The exchange ratio was based on a price of $6.50 per Magnum Hunter share. Boards of both companies already have approved the deal. NGAS, based in Canada, still must receive approval of two-thirds from its shareholders and the Supreme Court of British Columbia.

Magnum Hunter Resources Corp. said it would also issue about 6.6 million shares, about 8 percent of its outstanding shares, and it will open up a credit line of $120 million.

Company shares slipped about 1 percent Monday.

For some, but then there is hope that share value will grow with the new company. Otherwise, alot of investors lost alot. I am wishing the best for those investors holding for the long term with the new company.

disclaimer:I have not owned any shares.

Nice news :)