UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report
December 12, 2002
Abraxas Petroleum Corporation
(Exact name of registrant as specified in its charter)
Nevada
(State of other jurisdiction of incorporation)
0-19118 74-2584033
(Commission File Number) (I.R.S. Employer Identification Number)
500 N. Loop 1604 East, Suite 100
San Antonio, Texas 78232
(Address of principal executive offices)
Registrant's telephone number, including area code:
210-490-4788
Item 5.OTHER EVENTS
See attached Press Release
The following exhibits are filed as part of this report:
NUMBER DOCUMENT
99.1 Press release dated December 12, 2002
SIGNATURES
Pursuant to the requirement 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 Williford
---------------------
Chris Williford
Executive Vice President, Chief Financial
Officer and Treasurer
Dated: December 12, 2002
Exhibit 99.1
NEWS RELEASE
ABRAXAS AMENDS PRESS RELEASE ANNOUNCING EXCHANGE OFFER
SAN ANTONIO, TX (December 12, 2002) - Abraxas Petroleum Corporation (AMEX:ABP)
today amended its previous press release in which it announced its exchange
offer for all of the outstanding 11 1/2% Senior Secured Notes due 2004, Series
A, and 11 1/2% Senior Notes due 2004, Series D, issued by Abraxas and its
wholly-owned subsidiary, Canadian Abraxas Petroleum Limited.
Abraxas corrected its earlier announcement in which the notes to be issued in
the exchange offer were referred to as 11 1/2% Senior Secured Notes due 2007,
Series A. The notes to be issued are instead entitled 11 1/2% Secured Notes due
2007, Series A.
In exchange for each $1,000 in principal amount of the old notes tendered in the
exchange offer, Abraxas is offering the following consideration:
o cash in the amount of $264;
o a new 11 1/2% Secured Note due 2007, Series A, with a principal
amount of $610; and
o approximately 31.36 shares of Abraxas common stock.
The exchange offer is scheduled to expire at 12:00 midnight on January 7, 2003.
The notes and shares of Abraxas common stock to be issued in the exchange offer
have not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold in the United States without
registration under the Securities Act or pursuant to an exemption from
registration.
Abraxas Petroleum Corporation is a San Antonio-based crude oil and natural gas
exploitation and production company that also processes natural gas. The Company
operates in Texas, Wyoming and western Canada.
Safe Harbor for forward-looking statement: Statements in this release looking
forward in time involve known and unknown risks and uncertainties, which may
cause the Company's actual results in future periods to be materially different
from any future performance suggested in this release. Such factors may include,
but may not be necessarily limited to, changes in the prices received by the
Company for crude oil and natural gas. In addition, the Company's future crude
oil and natural gas production is highly dependent upon the Company's level of
success in acquiring or finding additional reserves. Further, the Company
operates in an industry sector where the value of securities is highly volatile
and may be influenced by economic and other factors beyond the Company's
control. In the context of forward-looking information provided for in this
release, reference is made to the discussion of risk factors detailed in the
Company's filing with the Securities and Exchange Commission during the past 12
months.
FOR MORE INFORMATION CONTACT:
Janice Herndon/Manager Corp. Communications
Telephone 210.490.4788
jherndon@abraxaspetroleum.com
www.abraxaspetroleum.com