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Lucas Energy Completes Second Tranche of Securities Purchase Agreement

Lucas Energy Inc. said it has received $4.5 million in gross proceeds from a stock sale, part of a series of transactions the company committed to last April to secure up to $15 million to fund its future growth initiative.

According to an 8-K filed Monday with the U.S. Securities and Exchange Commission (SEC), Houston-based Lucas issued and sold 474 shares of its newly designated Series C Convertible Preferred Stock last Thursday. The gross proceeds from the stock sale represent the second tranche of a stock purchase agreement it forged last April with an undisclosed accredited institutional investor.

Lucas added that last Thursday also marked the day it had entered into the third amendment of the agreement with the investor. The company said the third and final tranche, for an additional $5 million, must be exercised on or before March 31, 2017.

On April 7, Lucas announced that it had entered into a series of agreements with an investor to receive $10 million in equity capital. The deal was structured as a debenture that would automatically convert into common stock at a conversion price of $3.25/share, once certain conditions were met. At closing, the placement was to immediately provide $500,000 in funding, with an additional $4.5 million made available after Lucas closed on the purchase of working interests in certain oil and natural gas properties from Segundo Resources and other sellers. Lucas's shareholders approved the Segundo purchase four months later.

Under the April agreement, Lucas agreed to issue an additional $5 million of Series C stock, of which $500,000 was to be funded upon closing of the Segundo deal, and the balance upon achieving certain milestones. The Series C stock was to also be converted into common stock at an initial conversion price of $3.25/share. In addition to the $10 million Lucas was to receive under the April agreement, another $5 million was to be made available through the exercise of an additional warrant upon mutual consent.

In a statement Monday, Lucas said that upon conversion the common shares issued in tranches would meet a condition that the selling shareholder's ownership interest would not exceed 4.99% on any given date.

"This funding arrangement was established to finance acquisition activity, initial development drilling and field optimization work, which has already commenced," said CEO Anthony Schnur. "We are actively pursuing opportunities within or near our existing operations and acquisitions of leasehold acreage to expand the company's drilling inventory. As we consider producing properties, and all opportunities, we are focused on properties that conform to our technical expertise.

"The company believes it significantly increases the successful management and development of an acquisition by adhering to this standard. What we established in April was the ability to access capital in an extremely uncertain and disruptive oil and gas environment. That longer term view is now fueling our go-forward plans."

Last December, Lucas announced that it was entering the Midcontinent after acquiring assets from 21 separate sellers. The acquisition includes working interest in producing properties and undeveloped acreage, mainly in Central Oklahoma's Hunton formation.

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