8-K 1 lucas8k041812.htm lucas8k041812.htm
 
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)    April 18, 2012
 
Lucas Energy, Inc.
(Exact name of registrant as specified in its charter)
 
Nevada
001-32508
20-2660243
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

3555 Timmons Lane, Suite 1550, Houston, Texas
77027
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code (713) 528-1881

 
(Former name or former address, if changed since last report.)
 
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:
 
¨
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.

As previously reported in the Form 8-K filed on April 16, 2012 by Lucas Energy, Inc. ("Lucas" or the "Company") (the "Prior Form 8-K"), on April 16, 2012, the Company agreed to sell an aggregate of 2,950,000 units, with each unit consisting of one share of Company common stock (the “Shares”) and 0.35 of a warrant to purchase one share of the Company's common stock at an exercise price of $2.30 per share (the “Warrants”, and collectively with the Shares, the “Units”) in a registered direct offering (the “Offering”).

On April 18, 2012, the Offering closed, and the Company received an aggregate of $5,900,000 in gross funding and approximately $5,500,000 in net proceeds after paying commissions and other expenses associated with the Offering.  The Company plans to use the net proceeds to pay down expenses related to drilling, lease operating, workover activities and for general corporate purposes, including general and administrative expenses.  Additionally, the Company may receive up to an additional $2,374,750 upon exercise of the Warrants.  A total of 2,950,000 Shares and 1,032,500 Warrants (incorrectly stated as 1,302,500 Warrants in the Prior Form 8-K) were sold in connection with the Offering.

More information on the Offering, the Warrants and the placement agent engaged in connection with the Offering, as well as copies of the Form of Subscription Agreement, Placement Agency Agreement and Form of Warrant associated with the Offering can be found in the Prior Form 8-K filing, and investors are encouraged to review such Prior Form 8-K filing for more information on the Offering.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
 
EXHIBIT NO.
DESCRIPTION
   
99.1*
Press Release
   

* Filed herewith

 
-2-
 
Signature
 
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.

 
LUCAS ENERGY, INC.
   
   
 
By: / s / K. Andrew Lai
 
Name:  K. Andrew Lai
 
Title:   Chief Financial Officer

Date: April 18, 2012

 

 
 
 
 
 
 
 

 
 
-3-
 
EXHIBIT INDEX

EXHIBIT NO.
DESCRIPTION
   
99.1*
Press Release
   

* Filed herewith
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
-4-
 
 
 
 
 
 
EX-99.1 2 ex99-1.htm ex99-1.htm
Exhibit 99.1
 

 
Lucas Energy Closes $5.9 Million Equity Offering


For Immediate Release


HOUSTON, TEXAS - (GlobeNewswire) – April 18, 2012 – Lucas Energy, Inc. (NYSE Amex - LEI) an independent oil and gas company (the “Company” or “Lucas”), today disclosed that on April 18, 2012, it closed its previously announced registered direct offering of $5.9 million (approximately $5.5 million net, after deducting commissions and other expenses) of securities to certain institutional investors.  In total, the Company sold 2.95 million units at a price of $2 per unit.  Each unit consists of one share of the Company's common stock and 0.35 of a warrant to purchase one share of the Company's common stock.  Each warrant can be exercised to purchase one share of the Company's common stock at an exercise price of $2.30 per share and will become exercisable after six months from the closing date of the offering and for a period of five years thereafter.  A total of 2,950,000 shares and 1,032,500 warrants were sold in connection with the offering.
 
The Company plans to use the net proceeds received from the offering to pay down expenses related to drilling, lease operating, and workover activities and for general corporate purposes, including general and administrative expenses.

"While we welcome the new institutional investors in this raise, we are also delighted to see that some of our current institutional shareholders are also participating. The proceeds raised will allow us to continue the momentum in our drilling program and expand our work-over activity during 2012,” commented William A. Sawyer, President and Chief Executive Officer of the Company. “We are also excited at the potential for receiving additional cash infusions if the warrants sold in the offering are exercised.”

Roth Capital Partners, LLC served as the sole placement agent for the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

For more information on this and other activities of the Company, visit the Lucas Energy web site at www.lucasenergy.com.

 
 
 
Company Website:
www.lucasenergy.com
   
   
Contacts:
  
Andrew Lai, CFO
Michael Brette J.D., Advisor
alai@lucasenergy.com
mikebrette@gmail.com
(713) 528-1881
(951) 236-8473

Forward-Looking Statements
 
This Press Release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Act”) and Section 21E of the Securities Act of 1934, as amended (the “Exchange Act”). In particular, the words "believes," "expects," "intends," "plans," "anticipates," or "may," and similar conditional expressions are intended to identify forward-looking statements and are subject to the safe harbor created by these Acts. Any statements made in this news release about an action, projection, event or development, are forward-looking statements. Such statements are based upon assumptions that in the future may prove not to have been accurate and are subject to significant risks and uncertainties.  Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, it can give no assurance that its forward-looking statements will prove to be correct. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. Statements regarding future drilling and production are subject to all of the risks and uncertainties normally incident to the exploration and development of oil and gas. These risks include, but are not limited to, completion risk, dry hole risk, price volatility, reserve estimation risk, regulatory risk, potential inability to secure oilfield service risk as well as general economic risks and uncertainties, as disclosed in the Company’s SEC filings including its Form 10-K for the year ended March 31, 2011 and Form 10-Q’s. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from those projected. The forward-looking statements in this press release are made as of the date hereof. The Company takes no obligation to update or correct its own forward-looking statements, except as required by law, or those prepared by third parties that are not paid for by the Company. The Company’s SEC filings are available at http://www.sec.gov.