0000785968-13-000084.txt : 20130731 0000785968-13-000084.hdr.sgml : 20130731 20130731090444 ACCESSION NUMBER: 0000785968-13-000084 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130718 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130731 DATE AS OF CHANGE: 20130731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MILLER ENERGY RESOURCES, INC. CENTRAL INDEX KEY: 0000785968 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 621028629 STATE OF INCORPORATION: TN FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34732 FILM NUMBER: 13997617 BUSINESS ADDRESS: STREET 1: 9721 COGDILL ROAD STREET 2: SUITE 302 CITY: KNOXVILLE STATE: TN ZIP: 37932 BUSINESS PHONE: (865) 223-6575 MAIL ADDRESS: STREET 1: 9721 COGDILL ROAD STREET 2: SUITE 302 CITY: KNOXVILLE STATE: TN ZIP: 37932 FORMER COMPANY: FORMER CONFORMED NAME: MILLER PETROLEUM INC DATE OF NAME CHANGE: 19970115 FORMER COMPANY: FORMER CONFORMED NAME: TRIPLE CHIP SYSTEMS INC DATE OF NAME CHANGE: 19960724 FORMER COMPANY: FORMER CONFORMED NAME: SINGLE CHIP SYSTEMS INTERNATIONAL INC DATE OF NAME CHANGE: 19960313 8-K 1 a8-k73013seriesbcdividend.htm 8-K 8-K 7.30.13 Series B & C Dividend


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 18, 2013
MILLER ENERGY RESOURCES, INC.
(Exact Name of Registrant as Specified in Its Charter)

Tennessee
(State or Other Jurisdiction of Incorporation)

 
 
 
001-34732
 
26-1028629
(Commission File Number)
 
(IRS Employer Identification No.)

9721 Cogdill Road, Suite 302
Knoxville, TN 37932
(Address of Principal Executive Offices)
(865) 223-6575
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 7.01    Regulation FD Disclosure.

On July 31, 2013, we issued a press release announcing the declaration of a dividend on both the Company's Series B Redeemable Preferred Stock (“Series B Preferred Stock”) and the Company's 10.75% Series C Cumulative Redeemable Preferred Stock (“Series C Preferred Stock”). Attached as Exhibit 99.1 is our press release relating to the dividend referred to in Item 8.01 below.

Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 7.01 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of Miller Energy Resources, Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 8.01    Other Events.

On July 18, 2013, the Board of Directors declared a semi-annual dividend of $6.0493151 per share on the Series B Preferred Stock. The dividend payment is equivalent to an annualized 12% per share, based on the $100.00 per share stated value, accruing from March 2013 through August 2013. The record date is August 15, 2013, and the dividend will be payable on September 3, 2013.

On July 18, 2013, the Board of Directors declared a quarterly dividend of $0.671875 per share on the Series C Preferred Stock. The dividend payment is equivalent to an annualized 10.75% per share, based on the $25.00 per share stated liquidation preference, accruing from June 2013, through August 2013. The record date is August 15, 2013, and the dividend will be payable on September 3, 2013.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.
 
Description
99.1
 
Press release dated July 31, 2013 announcing the declaration of a dividend on the Series B
 
 
Preferred Stock and the Series C Preferred 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.
Dated: July 31, 2013
 
Miller Energy Resources, Inc.
 
 
By: /s/ Scott M. Boruff
 
 
Scott M. Boruff



EX-99.1 2 exhibt991.htm EXHIBIT Exhibt 99.1


For immediate release

MILLER ENERGY DECLARES CASH DIVIDEND ON SERIES B PREFERRED STOCK AND SERIES C PREFERRED STOCK


KNOXVILLE, Tenn. - (July 31, 2013) - Miller Energy Resources (“Miller”) (NYSE: MILL) announced today that its Board of Directors has declared a semi-annual cash dividend payment on the Company's Series B Redeemable Preferred Stock (“Series B Preferred Stock”) and a quarterly cash dividend payment on the Company's 10.75% Series C Cumulative Redeemable Preferred Stock (“Series C Preferred Stock”).

The dividend on the Series B Preferred Stock will be payable after Labor Day on September 3, 2013 to holders of record at the close of business on August 15, 2013. The semi-annual payment will be approximately $6.05 per share, which is equivalent to an annualized 12% per share, based on the $100.00 per share stated value, accruing from March 1, 2013, through August 31, 2013.
The dividend on the Series C Preferred Stock will also be payable on September 3, 2013 to holders of record at the close of business on August 15, 2013. The quarterly payment will be $0.671875 per share, which is equivalent to an annualized 10.75% per share, based on the $25.00 per share stated liquidation preference, accruing from June 1, 2013, through August 31, 2013. The Series C Preferred Stock is listed on the New York Stock Exchange and trades under the symbol “MILLprC”. It can currently be followed on Google Finance and MSN Finance under the symbol “MILL-C” and on Yahoo Finance under the symbol “MILL-PC.”
About Miller Energy Resources
Miller Energy Resources, Inc. is a high growth oil and natural gas exploration, production and drilling company operating in multiple exploration and production basins in North America. Miller's focus is in Cook Inlet, Alaska and in the heart of Tennessee's prolific and hydrocarbon-rich Appalachian Basin including the Chattanooga Shale. Miller is headquartered in Knoxville, Tennessee with offices in Anchorage, Alaska and Huntsville, Tennessee. The company's common stock is listed on the NYSE under the symbol MILL.

Statements Regarding Forward-Looking Information

Certain statements in this press release and elsewhere by Miller Energy Resources¸ Inc. are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve the implied assessment that the resources described can be profitably produced in the future, based on certain estimates and assumptions. Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those anticipated by Miller Energy Resources, Inc. and described in the forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, the potential for Miller to experience additional operating losses; material weaknesses in Miller's internal control over financial reporting and the need to enhance Miller's management, systems, accounting, controls and reporting performance; high debt costs under Miller's existing senior credit facility; potential limitations imposed by debt covenants under the senior credit facility on Miller's growth and ability to meet our business objectives; Miller's ability to meet the financial and production covenants contained in the Apollo Credit Facility; whether Miller are able to complete or commence drilling projects within the expected time frame; litigation risks; the ability to perform under the terms of oil and gas leases, and exploration licenses with the Alaska DNR, including meeting the funding or work commitments of those agreements; uncertainties related to deficiencies identified by the SEC in our Form 10-K for 2011; Miller's





ability to successfully acquire, integrate and exploit new productive assets in the future; whether Miller can establish production on certain leases in a timely manner before expiration; the ability to complete the work commitments required as terms of the Susitna Basin Exploration Licenses; the ability to recover proved undeveloped reserves and convert probable and possible reserves to proved reserves; Miller's experience with horizontal drilling; risks associated with the hedging of commodity prices; the dependence on third party transportation facilities; concentration risk in the market for the oil we produce in Alaska; the impact of natural disasters on our Cook Inlet Basin operations; the effect of global market conditions on the ability to obtain reasonable financing and on the prices of Miller's common and Series C Preferred Stock; the imprecise nature of our reserve estimates; risks related to drilling dry holes or wells without commercial quantities of hydrocarbons; fluctuating oil and gas prices and the impact on Miller's results from operations; the need to discover or acquire new reserves in the future to avoid declines in production; differences between the present value of cash flows from proved reserves and the market value of those reserves; the existence within the industry of risks that may be uninsurable; strong industry competition; constraints on production and costs of compliance that may arise from current and future environmental, FERC and other statutes, rules and regulations at the state and federal level; new regulation on derivative instruments used to manage risk against fluctuating commodity prices; the impact that future legislation could have on access to tax incentives currently enjoyed by Miller; that no dividends may be paid on our common stock for some time; cashless exercise provisions of outstanding warrants; market overhang related to restricted securities and outstanding options, and warrants; the impact of non-cash gains and losses from derivative accounting on future financial results; risks to non-affiliate shareholders arising from the substantial ownership positions of affiliates; the junior ranking of the Series C Preferred Stock to the Series B Preferred Stock and all indebtedness; the ability to pay dividends on the Series C Preferred Stock; whether the Series C Preferred Stock is rated; the ability of the Series C Preferred Stockholders to exercise conversion rights upon a Change of Control; fluctuations in the market price of the Series C Preferred Stock; whether additional shares of Series C Preferred Stock or additional series of preferred stock that rank on parity with the Series C Preferred Stock are issued; the very limited voting rights held by Series C Preferred Stockholders; the newness of the Series C Preferred Stock and its limited trading market; risks related to the continued listing of the Series C Preferred Stock on the NYSE; and the effect of the change of control conversion feature of the Series C Preferred Stock on a potential change in control. Additional information on these and other factors, which could affect Miller's operations or financial results, are included in Miller Energy Resources, Inc.'s reports on file with United States Securities and Exchange Commission including its Annual Report on Form 10-K, as amended, for the fiscal year ended April 30, 2013. Miller Energy Resources, Inc.'s actual results could differ materially from those anticipated in these forward- looking statements as a result of a variety of factors, including those discussed in its periodic reports that are filed with the Securities and Exchange Commission and available on its Web site (www.sec.gov). All forward-looking statements attributable to Miller Energy Resources or to persons acting on its behalf are expressly qualified in their entirety by these factors. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We assume no obligation to update forward-looking statements should circumstances or management's estimates or opinions change unless otherwise required under securities law.

For more information, please contact the following:

Derek Gradwell
MZ Group
SVP, Natural Resources
Phone: 949-259-4995
Email: dgradwell@mzgroup.us
Web: www.mzgroup.us