amendedrr8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
May
1, 2009
Date of
Report (Date of earliest event reported)
ABRAXAS
PETROLEUM CORPORATION
(Exact
name of registrant as specified in its charter)
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Nevada
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1-16071
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74-2584033
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification Number)
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18803 Meisner
Drive
San Antonio,
Texas 78258
(210)
490-4788
(Address
of principal executive offices and Registrant’s telephone number, including area
code)
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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry into a Material
Definitive Agreement
Amendment
to Exchange and Registration Rights Agreement
On May 1,
2009, Abraxas Petroleum, the Partnership and certain owners of limited
partnership interests in the Partnership, whom we refer to as the Purchasers,
entered into Amendment No. 2 to Exchange and Registration Rights Agreement (the
“Exchange Amendment”). The Exchange Amendment further amends the Exchange and
Registration Rights Agreement dated May 25, 2007 (the “Original Agreement”)
among Abraxas Petroleum, the Partnership and the Purchasers pursuant to which,
among other things, Abraxas Petroleum and the Partnership agreed to allow the
Purchasers to exchange their limited partner units in the Partnership for shares
of Abraxas Petroleum common stock. The Exchange Amendment modifies the date on
which the Purchasers, if the Partnership’s initial public offering has not been
consummated prior to that date, may first exchange their Partnership units for
Abraxas Petroleum common stock from April 30, 2009 to June 30,
2009.
The
summary of the amendment to the Exchange Amendment under this Item 1.01 is
qualified in its entirety by the copy thereof filed as Exhibit 10.1 to this Form
8-K, which is incorporated in this Item 1.01 by reference.
Item
9.01 Financial Statements and
Exhibits.
(c) Exhibits.
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Exhibit
10.1
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Amendment
No. 2 to Exchange and Registration Rights Agreement dated May 1, 2009 by
and among Abraxas Petroleum Corporation, Abraxas Energy Partners, L.P. and
the Purchasers.
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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.
ABRAXAS
PETROLEUM CORPORATION
By: /s/
Chris E.
Williford
Chris E.
Williford
Executive
Vice President, Chief Financial
Officer
and Treasurer
Dated: May
7, 2009