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
January 13, 2003
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 January 13, 2003
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: January 13, 2003
Exhibit 99.1
NEWS RELEASE
ABRAXAS PETROLEUM EXTENDS EXCHANGE OFFER
SAN ANTONIO, TX (January 13, 2003) - Abraxas Petroleum Corporation
(AMEX:ABP) ("Abraxas") today announced that it has extended the exchange offer
(the "Offer") for its 11 1/2% Senior Secured Notes due 2004, Series A, CUSIP No.
003831AG9, and 11 1/2% Senior Notes due 2004, Series D, CUSIP No. 003831AF1
(collectively, the "Notes"), which commenced on December 9, 2002. Abraxas has
extended the expiration date of the Offer until 12:00 midnight, EST, on January
13, 2003, unless the Offer is extended.
As of the close of business on January 10, 2003, $151.0 million principal
amount of the Notes had been validly tendered or guaranteed.
The Offer is conditioned on a minimum of 99% of the principal amount of the
Notes (approximately $189 million) being tendered. The consummation of the Offer
is subject to certain conditions, which are described in Abraxas' Offer to
Exchange dated December 9, 2002.
The notes and shares of Abraxas common stock to be issued in the 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.
This announcement is not an offer to purchase, a solicitation of an offer
to purchase, or solicitation of an offer to sell securities, with respect to any
Notes. The Offer may only be made pursuant to the terms of the Offer to Exchange
and the accompanying Letter of Transmittal.
Jefferies & Company, Inc. is acting as dealer manager and Mellon Investor
Services, LLC is acting as information agent for the Offer.
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