Wentworth Energy, Inc.
OTC Bulletin Board : WNWG

Wentworth Energy, Inc.

April 03, 2007 23:54 ET

Wentworth Energy Restructures Senior Secured Convertible Notes

PALESTINE, TEXAS--(CCNMatthews - April 3, 2007) - Wentworth Energy, Inc. (OTCBB:WNWG) announced today that it has reached an agreement with the holders of its senior secured convertible notes to restructure the terms of a previously announced financing. The holders of the senior secured convertible notes have agreed to amend the notes and related agreements to permit their early repayment.

Provided the notes are repaid in full by May 31, 2007, the Company will pay the noteholders $42,000,000 including interest and penalties, and will issue to the noteholders seven-year warrants to purchase up to 14,300,000 shares of the Company's common stock at a price equal to the lesser of the exercise of the existing warrants and the Average Market Price of the Company's common stock as of June 8, 2007. In addition, the exercise price of the existing warrants will be adjusted to the lesser of $1.40 and the Average Market Price of the Company's common stock as of the agreement date, and their expiration date will be extended to seven years following the registration of at least 50% of the conversion shares under the notes. The existing and additional warrants will not be subject to registration requirements.

If the Company does not repay the notes in full by May 31, 2007, the principal balance of the notes will increase to $47,013,832, including interest and penalties, and the conversion price of the notes and the exercise price of the existing warrants will be adjusted to the lesser of the then-current price and the Average Market Price of the Company's common stock as of the agreement date and again as of June 8, 2007.

In addition, the existing warrants will be amended to extend the expiration date to seven years following the registration of at least 50% of the conversion shares under the notes. The existing warrants will not be subject to registration requirements. If the registration statement is not declared effective within 100 days, cash registration delay payments of 1.5% per month will apply but only to the portion being registered, currently estimated to be 7,000,000 shares, or approximately $560,000.

About Wentworth Energy, Inc.

Wentworth Energy is an independent exploration and production company focused on developing North American oil and natural gas reserves. The Company owns a 27,557-acre mineral block in east central Freestone County and west central Anderson County in the active East Texas Basin, as well as an active oil and gas contract drilling company, Barnico Drilling, Inc., which has serviced East Texas drilling demand since the late 1970s. Wentworth, through its subsidiary Barnico Drilling, is focused on rapidly expanding the number of operating wells on its existing acreage in East Texas. Wentworth Energy applies innovative technologies toward the discovery and development of a diverse portfolio of high-value, low-risk energy projects in North America, including the oil and gas fields of East Texas. Wentworth Energy trades under the ticker symbol WNWG. For more information on the Company visit www.wentworthenergy.com.

This Press Release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934. A statement identified by the words "expects", "projects", "plans", "feels", "anticipates" and certain of the other foregoing statements may be deemed "forward-looking statements". Although Wentworth Energy believes that the expectations reflected in such forward-looking statements are reasonable, these statements involve risks and uncertainties that may cause actual future activities and results to be materially different from those suggested or described in this press release. These include risks inherent in the drilling of oil and natural gas wells, including risks of fire, explosion, blowout, pipe failure, casing collapse, unusual or unexpected formation pressures, environmental hazards, and other operating and production risks inherent in oil and natural gas drilling and production activities, which may temporarily or permanently reduce production or cause initial production or test results to not be indicative of future well performance or delay the timing of sales or completion of drilling operations; risks with respect to oil and natural gas prices, a material decline in which could cause the Company to delay or suspend planned drilling operations or reduce production levels; and risks relating to the availability of capital to fund drilling operations that can be adversely affected by adverse drilling results, production declines and declines in oil and gas prices and other risk factors.

Cautionary Note to U.S. Investors

The United States Securities and Exchange Commission permits oil and gas companies, in their filings with the SEC, to disclose only proved reserves that a company has demonstrated by actual production or conclusive formation tests to be economically and legally producible under existing economic and operating conditions. We use certain terms in this press release such as "producing", "production", "discovery", "commercial viability", and "reserves" that the SEC's guidelines strictly prohibit us from including in filings with the SEC. U.S. Investors are urged to consider closely the disclosure in our Form SB-2, File No. 333-136878, and our Form 10-KSB for the fiscal year ended December 31, 2005 and Form 10-QSB for the quarterly period ended September 30, 2006 available from us by contacting the Investor Relations Department. You can also obtain this form from the SEC by calling 1-800-SEC-0330.

Contact Information

  • Wentworth Energy, Inc.
    Barry Forward
    Corporate Communications & Investor Relations
    1-800-725-9149
    (817) 288-0983 (FAX)
    Email: investors@wentworthenergy.com
    or
    Wentworth Energy, Inc.
    Corporate Offices
    Toll Free: 1-877-329-8388
    (817) 288-0983 (FAX)
    Website: www.wentworthenergy.com