EX-99.1
76
ex99-1.htm
PRESS RELEASE
EX99-1
Exhibit 99.1
Filed by Mainland Resources, Inc.
Pursuant to Rule 425 of the Securities Act of 1933, as amended
and deemed filed pursuant to
Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: American Exploration Corporation
Commission File Number:
333-141060
Mainland Resources, Inc.
21 Waterway Avenue, Suite 300
The Woodlands, Texas 77380
info@mainlandresources.com
NEWS RELEASE
_______________________________________________________________________
MAINLAND RESOURCES, INC. CLOSES SALE OF ITS HAYNESVILLE SHALE ASSETS WITH EXCO OPERATING COMPANY, LP
FOR OVER US$28 MILLION
HOUSTON, TX
- April 22, 2010 - Mainland Resources, Inc. (the "Company" or "Mainland") (OTCBB: MNLU, Frankfurt 5MN) reports that the Company has successfully closed the sale of its Haynesville Shale assets in East Holly Field, DeSoto Parish, Louisiana. The assets have been sold to EXCO Operating Company, LP, a wholly owned subsidiary of Exco Resources (NYSE - XCO), for US$28,159,000, effective January 1, 2010.
Mainland has sold its 40% working interest in all rights deeper than the base of the Cotton Valley formation (which has been defined to be 100 feet below the stratigraphic equivalent of the Cotton Valley formation) in the East Holly Field. Mainland continues to own a 100% interest in all rights above this depth, and specifically, in the Cotton Valley, Hosston and Upper Bossier sections.
The Company intends to use the proceeds of the sale to fund the drilling of the initial well (designated as the Burkley-Phillips No. 1 Well) on its Buena Vista prospect in Jefferson County, Mississippi, as well as to commence development drilling on the Hosston/Cotton Valley formations in the East Holly Field, and to retire its debt to Guggenheim Partners LLC.
The rights retained by Mainland in all formations above the base of the Cotton Valley formation in the East Holly Field encompasses 2,745.65 net acres with an estimated 65 net potential drilling locations. The four recent wells drilled by the original Operator through the Hosston and Cotton Valley zones to the Haynesville formation calculate as productive.
Based on the data and economics, Mainland plans to drill three wells as operator in the Hosston/Cotton Valley formations in 2010, and also to evaluate the shale gas production value of the Upper Bossier formation on its DeSoto Parish leases. The Company expects that these formations will provide continual solid pay with little risk and predictable development costs.
As previously disclosed in its news release dated March 25, 2010, Mainland, as operator, intends to drill the Burkley-Phillips No. 1 well to the Haynesville Shale formation on its Buena Vista prospect in Mississippi, where it currently holds in excess of 17,000 acres. The well is expected to be drilled to a total depth of 22,000 feet or a depth sufficient to evaluate the Haynesville Shale formation. Drilling is expected to commence in the latter part of the second quarter of 2010.
About Mainland Resources, Inc.
Mainland Resources is an independent company engaged in the exploration and development of oil and gas resources. The Company
's current initiatives are focused on the acquisition and development of leases in emerging gas regions with the potential for discoveries including the Haynesville shale.
Symbol: MNLU
- OTCBB, Symbol: 5MN; Frankfurt, WKN No.: A0ND6N
Contact: Investor Relations (USA)
Toll-Free North America +1-877-662-3668
Investor Relations (Europe)
Tel. +49-69-7593-8408
SAFE HARBOR STATEMENT
-THIS NEWS RELEASE CONTAINS
"FORWARD-LOOKING STATEMENTS", AS THAT TERM IS DEFINED IN SECTION 27A OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE UNITED STATES SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. STATEMENTS IN THIS NEWS RELEASE, WHICH ARE NOT PURELY HISTORICAL, ARE FORWARD-LOOKING STATEMENTS AND INCLUDE ANY STATEMENTS REGARDING BELIEFS, PLANS, EXPECTATIONS OR INTENTIONS REGARDING THE FUTURE.
EXCEPT FOR THE HISTORICAL INFORMATION PRESENTED HEREIN, MATTERS DISCUSSED IN THIS NEWS RELEASE CONTAIN FORWARD-LOOKING STATEMENTS THAT ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH STATEMENTS. STATEMENTS THAT ARE NOT HISTORICAL FACTS, INCLUDING STATEMENTS THAT ARE PRECEDED BY, FOLLOWED BY, OR THAT INCLUDE SUCH WORDS AS "ESTIMATE", "ANTICIPATE", "BELIEVE", "PLAN" OR "EXPECT" OR SIMILAR STATEMENTS ARE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS INCLUDED IN THIS NEWS RELEASE CONSIST OF STATEMENTS RELATING TO THE COMPANY'S PLANS TO COMMENCE DRILLING OF UP TO THREE WELLS IN THE HOSSTON/COTTON VALLEY FORMATIONS OF THE EAST HOLLY FIELD, AS WELL AS THE BURKLEY-PHILLIPS NO. 1 WELL. RISKS AND UNCERTAINTIES FOR THE COMPANY INCLUDE, BUT ARE NOT LIMITED TO, THE RISKS ASSOCIATED WITH PROPERTY DEVELOPMENT AND FUNDING AS WELL AS THE RISKS SHOWN IN THE COMPANY'S MOST RECENT ANNUAL REPORT ON FORM 10-K AND ITS QUARTERLY REPORTS ON FORM 10-Q, AND FROM TIME-TO-TIME IN OTHER PUBLICLY AVAILABLE INFORMATION REGARDING THE COMPANY. OTHER RISKS INCLUDE RISKS ASSOCIATED WITH THE REGULATORY APPROVAL PROCESS, COMPETITIVE COMPANIES, FUTURE CAPITAL REQUIREMENTS AND THE COMPANY'S ABILITY AND LEVEL OF SUPPORT FOR ITS EXPLORATION AND DEVELOPMENT ACTIVITIES. THERE CAN BE NO ASSURANCE THAT THE COMPANY'S DEVELOPMENT EFFORTS WILL SUCCEED AND THE COMPANY WILL ULTIMATELY ACHIEVE COMMERCIAL SUCCESS. THESE FORWARD-LOOKING STATEMENTS ARE MADE AS OF THE DATE OF THIS NEWS RELEASE, AND THE COMPANY ASSUMES NO OBLIGATION TO UPDATE THE FORWARD-LOOKING STATEMENTS, OR TO UPDATE THE REASONS WHY ACTUAL RESULTS COULD DIFFER FROM THOSE PROJECTED IN THE FORWARD-LOOKING STATEMENTS. ALTHOUGH THE COMPANY BELIEVES THAT THE BELIEFS, PLANS, EXPECTATIONS AND INTENTIONS CONTAINED IN THIS NEWS RELEASE ARE REASONABLE, THERE CAN BE NO ASSURANCE THOSE BELIEFS, PLANS, EXPECTATIONS OR INTENTIONS WILL PROVE TO BE ACCURATE. INVESTORS SHOULD CONSIDER ALL OF THE INFORMATION SET FORTH HEREIN AND SHOULD ALSO REFER TO THE RISK FACTORS DISCLOSED IN THE COMPANY'S PERIODIC REPORTS FILED FROM TIME-TO-TIME WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION.
THIS NEWS RELEASE HAS BEEN PREPARED BY MANAGEMENT OF THE COMPANY WHO TAKES FULL RESPONSIBILITY FOR ITS CONTENTS. EACH OF FINRA, THE SEC AND THE BRITISH COLUMBIA SECURITIES COMMISSION NEITHER APPROVES NOR DISAPPROVES OF THE CONTENTS OF THIS NEWS RELEASE. THIS NEWS RELEASE SHALL 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 JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC
The Company and American Exploration Corporation intend to file certain materials with the United States Securities and Exchange Commission in connection with the proposed merger transaction between the parties announced on March 23, 2010, including the filing by the Company with the SEC of a Registration Statement on Form S-4, which will include a preliminary prospectus and related materials to register the securities of the Company to be issued in exchange for securities of American Exploration. The Registration Statement will incorporate a joint proxy statement/ prospectus that the Company and American Exploration plan to file with the SEC and mail to their respective stockholders in connection with obtaining stockholder approval of the proposed merger. The Registration Statement and the proxy statement/prospectus will contain important information about the Company, American Exploration, the merger and related matters. Investors and security holders are urged to read the Registration Statement and the proxy statement/prospectus carefully when they are available. Investors and security holders will be able to obtain free copies of the Registration Statement and the proxy statement/prospectus when they become available, and other documents filed with the SEC by the Company and American Exploration, through the web site maintained by the SEC at www.sec.gov. The Company
's security holders will also receive information at an appropriate time on how to obtain these documents free of charge from the Company. In any event, documents filed by the Company with the SEC may be obtained free of charge by contacting the Company at: Mainland Resources, Inc.; Attention: Mr. William Thomas, CFO; 21 Waterway Avenue, Suite 300, The Woodlands, Texas 77380; Facsimile: (713) 583-1162.
Each of the Company and American Exploration, and their respective directors and executive officers, also may be deemed to be participants in the solicitation of proxies from their respective stockholders in connection with the transaction described herein. Information regarding the special interests of these directors and executive officers in the transaction described herein will be included in the proxy statement/prospectus described above.

EX - 99 . 1 76 ex99 - 1 . htm PRESS RELEASE EX99 - 1 Exhibit 99 . 1 Filed by Mainland Resources , Inc . Pursuant to Rule 425 of the Securities Act of 1933 , as amended and deemed filed pursuant to Rule 14a - 12 of the Securities Exchange Act of 1934 Subject Company : American Exploration Corporation Commission File Number : 333 - 141060 Mainland Resources , Inc . 21 Waterway Avenue , Suite 300 The Woodlands , Texas 77380 info@mainlandresources.com NEWS RELEASE _______________________________________________________________________ MAINLAND RESOURCES , INC . CLOSES SALE OF ITS HAYNESVILLE SHALE ASSETS WITH EXCO OPERATING COMPANY , LP FOR OVER US$ 28 MILLION HOUSTON , TX - April 22 , 2010 - Mainland Resources , Inc . ( the " Company " or " Mainland " ) ( OTCBB : MNLU , Frankfurt 5MN ) reports that the Company has successfully closed the sale of its Haynesville Shale assets in East Holly Field , DeSoto Parish , Louisiana . The assets have been sold to EXCO Operating Company , LP , a wholly owned subsidiary of Exco Resources ( NYSE - XCO ) , for US$ 28,159,000 , effective January 1 , 2010 . Mainland has sold its 40 % working interest in all rights deeper than the base of the Cotton Valley formation ( which has been defined to be 100 feet below the stratigraphic equivalent of the Cotton Valley formation ) in the East Holly Field . Mainland continues to own a 100 % interest in all rights above this depth , and specifically , in the Cotton Valley , Hosston and Upper Bossier sections . The Company intends to use the proceeds of the sale to fund the drilling of the initial well ( designated as the Burkley - Phillips No . 1 Well ) on its Buena Vista prospect in Jefferson County , Mississippi , as well as to commence development drilling on the Hosston / Cotton Valley formations in the East Holly Field , and to retire its debt to Guggenheim Partners LLC . The rights retained by Mainland in all formations above the base of the Cotton Valley formation in the East Holly Field encompasses 2,745.65 net acres with an estimated 65 net potential drilling locations . The four recent wells drilled by the original Operator through the Hosston and Cotton Valley zones to the Haynesville formation calculate as productive . Based on the data and economics , Mainland plans to drill three wells as operator in the Hosston / Cotton Valley formations in 2010 , and also to evaluate the shale gas production value of the Upper Bossier formation on its DeSoto Parish leases . The Company expects that these formations will provide continual solid pay with little risk and predictable development costs . As previously disclosed in its news release dated March 25 , 2010 , Mainland , as operator , intends to drill the Burkley - Phillips No . 1 well to the Haynesville Shale formation on its Buena Vista prospect in Mississippi , where it currently holds in excess of 17,000 acres . The well is expected to be drilled to a total depth of 22,000 feet or a depth sufficient to evaluate the Haynesville Shale formation . Drilling is expected to commence in the latter part of the second quarter of 2010 . About Mainland Resources , Inc . Mainland Resources is an independent company engaged in the exploration and development of oil and gas resources . The Company 's current initiatives are focused on the acquisition and development of leases in emerging gas regions with the potential for discoveries including the Haynesville shale . Symbol : MNLU - OTCBB , Symbol : 5MN ; Frankfurt , WKN No . : A0ND6N Contact : Investor Relations ( USA ) Toll - Free North America + 1 - 877 - 662 - 3668 Investor Relations ( Europe ) Tel . + 49 - 69 - 7593 - 8408 SAFE HARBOR STATEMENT - THIS NEWS RELEASE CONTAINS " FORWARD - LOOKING STATEMENTS " , AS THAT TERM IS DEFINED IN SECTION 27A OF THE UNITED STATES SECURITIES ACT OF 1933 , AS AMENDED , AND SECTION 21E OF THE UNITED STATES SECURITIES EXCHANGE ACT OF 1934 , AS AMENDED . STATEMENTS IN THIS NEWS RELEASE , WHICH ARE NOT PURELY HISTORICAL , ARE FORWARD - LOOKING STATEMENTS AND INCLUDE ANY STATEMENTS REGARDING BELIEFS , PLANS , EXPECTATIONS OR INTENTIONS REGARDING THE FUTURE . EXCEPT FOR THE HISTORICAL INFORMATION PRESENTED HEREIN , MATTERS DISCUSSED IN THIS NEWS RELEASE CONTAIN FORWARD - LOOKING STATEMENTS THAT ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM ANY FUTURE RESULTS , PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH STATEMENTS . STATEMENTS THAT ARE NOT HISTORICAL FACTS , INCLUDING STATEMENTS THAT ARE PRECEDED BY , FOLLOWED BY , OR THAT INCLUDE SUCH WORDS AS " ESTIMATE " , " ANTICIPATE " , " BELIEVE " , " PLAN " OR " EXPECT " OR SIMILAR STATEMENTS ARE FORWARD - LOOKING STATEMENTS . FORWARD - LOOKING STATEMENTS INCLUDED IN THIS NEWS RELEASE CONSIST OF STATEMENTS RELATING TO THE COMPANY 'S PLANS TO COMMENCE DRILLING OF UP TO THREE WELLS IN THE HOSSTON / COTTON VALLEY FORMATIONS OF THE EAST HOLLY FIELD , AS WELL AS THE BURKLEY - PHILLIPS NO . 1 WELL . RISKS AND UNCERTAINTIES FOR THE COMPANY INCLUDE , BUT ARE NOT LIMITED TO , THE RISKS ASSOCIATED WITH PROPERTY DEVELOPMENT AND FUNDING AS WELL AS THE RISKS SHOWN IN THE COMPANY 'S MOST RECENT ANNUAL REPORT ON FORM 10 - K AND ITS QUARTERLY REPORTS ON FORM 10 - Q , AND FROM TIME - TO - TIME IN OTHER PUBLICLY AVAILABLE INFORMATION REGARDING THE COMPANY . OTHER RISKS INCLUDE RISKS ASSOCIATED WITH THE REGULATORY APPROVAL PROCESS , COMPETITIVE COMPANIES , FUTURE CAPITAL REQUIREMENTS AND THE COMPANY 'S ABILITY AND LEVEL OF SUPPORT FOR ITS EXPLORATION AND DEVELOPMENT ACTIVITIES . THERE CAN BE NO ASSURANCE THAT THE COMPANY 'S DEVELOPMENT EFFORTS WILL SUCCEED AND THE COMPANY WILL ULTIMATELY ACHIEVE COMMERCIAL SUCCESS . THESE FORWARD - LOOKING STATEMENTS ARE MADE AS OF THE DATE OF THIS NEWS RELEASE , AND THE COMPANY ASSUMES NO OBLIGATION TO UPDATE THE FORWARD - LOOKING STATEMENTS , OR TO UPDATE THE REASONS WHY ACTUAL RESULTS COULD DIFFER FROM THOSE PROJECTED IN THE FORWARD - LOOKING STATEMENTS . ALTHOUGH THE COMPANY BELIEVES THAT THE BELIEFS , PLANS , EXPECTATIONS AND INTENTIONS CONTAINED IN THIS NEWS RELEASE ARE REASONABLE , THERE CAN BE NO ASSURANCE THOSE BELIEFS , PLANS , EXPECTATIONS OR INTENTIONS WILL PROVE TO BE ACCURATE . INVESTORS SHOULD CONSIDER ALL OF THE INFORMATION SET FORTH HEREIN AND SHOULD ALSO REFER TO THE RISK FACTORS DISCLOSED IN THE COMPANY 'S PERIODIC REPORTS FILED FROM TIME - TO - TIME WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION . THIS NEWS RELEASE HAS BEEN PREPARED BY MANAGEMENT OF THE COMPANY WHO TAKES FULL RESPONSIBILITY FOR ITS CONTENTS . EACH OF FINRA , THE SEC AND THE BRITISH COLUMBIA SECURITIES COMMISSION NEITHER APPROVES NOR DISAPPROVES OF THE CONTENTS OF THIS NEWS RELEASE . THIS NEWS RELEASE SHALL 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 JURISDICTION IN WHICH SUCH OFFER , SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION . IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC The Company and American Exploration Corporation intend to file certain materials with the United States Securities and Exchange Commission in connection with the proposed merger transaction between the parties announced on March 23 , 2010 , including the filing by the Company with the SEC of a Registration Statement on Form S - 4 , which will include a preliminary prospectus and related materials to register the securities of the Company to be issued in exchange for securities of American Exploration . The Registration Statement will incorporate a joint proxy statement / prospectus that the Company and American Exploration plan to file with the SEC and mail to their respective stockholders in connection with obtaining stockholder approval of the proposed merger . The Registration Statement and the proxy statement / prospectus will contain important information about the Company , American Exploration , the merger and related matters . Investors and security holders are urged to read the Registration Statement and the proxy statement / prospectus carefully when they are available . Investors and security holders will be able to obtain free copies of the Registration Statement and the proxy statement / prospectus when they become available , and other documents filed with the SEC by the Company and American Exploration , through the web site maintained by the SEC at www.sec.gov . The Company 's security holders will also receive information at an appropriate time on how to obtain these documents free of charge from the Company . In any event , documents filed by the Company with the SEC may be obtained free of charge by contacting the Company at : Mainland Resources , Inc . ; Attention : Mr . William Thomas , CFO ; 21 Waterway Avenue , Suite 300 , The Woodlands , Texas 77380 ; Facsimile : ( 713 ) 583 - 1162 . Each of the Company and American Exploration , and their respective directors and executive officers , also may be deemed to be participants in the solicitation of proxies from their respective stockholders in connection with the transaction described herein . Information regarding the special interests of these directors and executive officers in the transaction described herein will be included in the proxy statement / prospectus described above .