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
October 9, 2001
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
The Company has completed a successful tender offer for Grey Wolf Exploration,
Inc. ("Grey Wolf"). The Company made a tender offer to acquire any or all of the
outstanding shares of Grey Wolf not owned by the Company in exchange for 0.6
shares of Abraxas common stock. Prior to the offer, the Company owned
approximately 49% of Grey Wolf.
Approximately 6.0 million common shares of Grey Wolf have been tendered,
representing approximately 90.4% of the outstanding Grey Wolf shares that
Abraxas and its wholly-owned Canadian subsidiary, Canadian Abraxas Petroleum
Limited, did not previously own.
The following exhibits are filed as part of this report:
NUMBER DOCUMENT
99.1 Press release dated October 1, 2001
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: ___________________________________
Chris Williford
Executive Vice President, Chief Financial
Officer and Treasurer
Dated: October 9, 2001
Exhibit 99.1
NEWS RELEASE
ABRAXAS CLOSES SUCCESSFUL OFFER FOR GREY WOLF EXPLORATION INC.
SAN ANTONIO, TX (October 1, 2001) - Abraxas Petroleum Corporation (AMEX:ABP)
("Abraxas") and its wholly-owned subsidiary, Abraxas Acquisition Corporation,
announced that approximately 6.0 million common shares of Grey Wolf Exploration
Inc. ("Grey Wolf") have been tendered to Abraxas' offer for the common shares of
Grey Wolf, representing approximately 90.4% of the outstanding Grey Wolf shares
that Abraxas and its wholly-owned Canadian subsidiary, Canadian Abraxas
Petroleum Limited, did not previously own. All conditions of Abraxas' offer have
been satisfied or waived and all common shares validly tendered up to the expiry
time of the offer have been taken up.
Abraxas will acquire the remainder of the Grey Wolf common shares pursuant to
the compulsory acquisition provisions of the Business Corporations Act (Alberta)
resulting in 100% of Grey Wolf being owned by Abraxas and its subsidiaries.
THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN
OFFER TO EXCHANGE THE SECURITIES OF ABRAXAS FOR THE SECURITIES OF GREY WOLF. ANY
SUCH OFFER OR SOLICITATION WILL BE SUBJECT TO CERTAIN CUSTOMARY CONDITIONS AND
WILL BE MADE ONLY BY ABRAXAS' PROSPECTUS AND OTHER EXCHANGE OFFER MATERIALS,
WHICH HAVE BEEN FILED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION
("SEC") AND HAVE BEEN MAILED TO GREY WOLF'S STOCKHOLDERS. GREY WOLF'S
STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT THE OFFER. THE DOCUMENTS ARE ALSO AVAILABLE AT NO CHARGE FROM
THE SEC'S WEB SITE, WWW.SEC.GOV, AND FROM ABRAXAS PETROLEUM CORPORATION AT 500
NORTH LOOP 1604 EAST, SUITE 100, SAN ANTONIO, TEXAS 78232.
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. For additional information about
the Company, please visit our web site, www.abraxaspetroleum.com for the most
current and updated information. The web site is updated daily in order to
comply with the SEC Regulation FD (Fair Disclosure).
Grey Wolf Exploration Inc. is a junior crude oil and natural gas company which
focuses its efforts on exploring for, developing, acquiring, and producing crude
oil and natural gas in western Canada and the Northwest Territories. Natural gas
in central and northern Alberta accounts for over 90% of Grey Wolf Exploration's
reserves and production.
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