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Re: *LAO* post# 61434

Friday, 05/14/2010 10:27:11 PM

Friday, May 14, 2010 10:27:11 PM

Post# of 126122
Hi Lao-it will be interesting to see how this plays out.


Form 8-K for OMNI ENERGY SERVICES CORP


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11-May-2010

Results of Operations and Financial Condition, Unregistered Sale of Equ



Item 2.01 Results of Operations and Financial Condition.
On May 5, 2010, OMNI Energy Services Corp. (the "Company") issued a press release announcing its results of operations for the quarter ended March 31, 2010. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. The information disclosed in this Item 2.02, and the corresponding exhibit listed under Item 9.01 of this Current Report on Form 8-K, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.





Item 3.02 Unregistered Sales of Equity Securities.
On May 6, 2010, the Company issued common stock to certain warrant holders in connection with their exercise of warrants originally purchased pursuant to the terms of a Securities Purchase Agreement dated as of May 17, 2005, as described in the Company's Form 8-K filed with the Securities and Exchange Commission on May 24, 2005. The exercise price of these warrants was $1.95 per share. Warrants to purchase an aggregate of 3,897,550 shares were exercised pursuant to their cashless exercise provisions resulting in 1,267,716 shares of Company common stock being issued. A warrant to purchase 100,000 shares was exercised for cash, resulting in an additional 100,000 shares of Company common stock being issued and the Company receiving cash of approximately $0.2 million. A copy of the press release announcing the exercise of the warrants is attached as Exhibit 99.2 to this report and is incorporated herein by reference.

The issuance of the shares was exempt from registration under the Securities Act in reliance on Sections 3(a)(9) and 4(2) promulgated thereunder.





Man, I know that bottom is around here somewhere.

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