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): December 14, 2010
GMX RESOURCES INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Oklahoma | | 001-32977 | | 73-1534474 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
One Benham Place
9400 North Broadway, Suite 600
Oklahoma City, Oklahoma 73114
(Address of principal executive offices and zip code)
(405) 600-0711
(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 13e-4(c) 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)) |
On December 14, 2010, GMX Resources Inc., an Oklahoma corporation (“GMXR”), entered into an At-The-Market Issuance Sales Agreement (“Sales Agreement”) with McNicoll, Lewis & Vlak LLC (“MLV”), pursuant to which GMXR intends to sell shares (the “Shares”) of its 9.25% Series B Cumulative Preferred Stock, par value $0.001 per share (“Series B Preferred Stock”), with aggregate gross proceeds of up to $62,712,500 (which will not exceed 3,000,000 shares) through MLV, from time to time.
The offering of the Shares has been registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to a shelf registration statement (the “Registration Statement”) on Form S-3 (File No. 333-150368) of GMXR, which was declared effective on June 25, 2008, and the prospectus supplement dated December 14, 2010, filed with the Securities and Exchange Commission pursuant to Rule 424(b)(5) under the Securities Act. Legal opinions related to the offer and sale of the Shares are attached as Exhibit 5.1 and Exhibit 8.1 to this Current Report on Form 8-K and are incorporated herein by reference.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits
| | |
Exhibit
Number | | Description |
| |
| 5.1* | | Legal Opinion of Crowe & Dunlevy, A Professional Corporation |
| |
| 8.1* | | Legal Opinion of Andrews Kurth LLP |
| |
| 23.1 | | Consent of Crowe & Dunlevy, A Professional Corporation (included in Exhibit 5.1) |
| |
| 23.2 | | Consent of Andrews Kurth LLP (included in Exhibit 8.1) |
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.
| | | | |
| | | | GMX RESOURCES INC. |
| | |
| Date: December 14, 2010 | | By: | | /s/ James A. Merrill |
| | | | Name: James A. Merrill |
| | | | Title: Chief Financial Officer |
2
EXHIBIT INDEX
| | |
Exhibit
Number | | Description |
| |
| 5.1* | | Legal Opinion of Crowe & Dunlevy, A Professional Corporation |
| |
| 8.1* | | Legal Opinion of Andrews Kurth LLP |
| |
| 23.1 | | Consent of Crowe & Dunlevy, A Professional Corporation (included in Exhibit 5.1) |
| |
| 23.2 | | Consent of Andrews Kurth LLP (included in Exhibit 8.1) |
