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
October 8, 2004
Date of Report (Date of earliest event reported)
Abraxas Petroleum Corporation
(Exact name of registrant as specified in its charter)
Nevada 0-19118 74-2584033
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
500 N. Loop 1604 East, Suite 100
San Antonio, Texas 78232
(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure
The information in this Report (including Exhibit 99.1) is furnished pursuant to
Item 7.01 and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of the Section. The information in this Report will not be deemed an
admission as to the materiality of any information required to be disclosed
solely to satisfy the requirements of Regulation FD.
On October 7, 2004, Abraxas Petroleum Corporation (the "Company") announced in a
press release that it has reached an agreement to repurchase approximately $15.5
million aggregate principal amount of its 11.5% secured notes due 2007,
including accrued interest, for approximately $14.7 million, from certain
affiliates of Guggenheim Capital, LLC.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release dated October 7, 2004 entitled "Abraxas
Reaches Agreement to Repurchase $15.5 Million of its
Outstanding Secured Notes"
SIGNATURES
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: _________________________________________________
Chris Williford
Executive Vice President, Chief Financial
Officer and Treasurer
Dated: October 8, 2004
Exhibit 99.1
NEWS RELEASE
ABRAXAS REACHES AGREEMENT TO REPURCHASE $15.5 MILLION
OF ITS OUTSTANDING SECURED NOTES
SAN ANTONIO, TX (October 7, 2004) - Abraxas Petroleum Corporation (the
"Company") (AMEX:ABP) announced today that it has agreed to acquire
approximately $15.5 million aggregate principal amount of its 11.5% Secured
Notes due 2007, including accrued interest, for approximately $14.7 million,
from certain affiliates of Guggenheim Capital, LLC. Certain affiliates of
Guggenheim Capital, LLC arranged the Company's current senior credit facility.
The Company will pay for the transaction using borrowings under the Company's
senior credit facility and cash on hand.
Abraxas Petroleum Corporation is a San Antonio-based natural gas and crude
oil exploitation and production company. The Company operates in Texas, Wyoming
and western Canada.
Guggenheim Capital, LLC is a privately held, diversified financial services
firm that, through its affiliated entities, provides financial advisory
services, corporate finance, wealth management and investment management
products to high-net-worth individuals and institutional investors. Presently,
the firm and its affiliates manage and provide advisory services with respect to
more than $90 billion of investment assets.
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 natural gas and crude oil. In addition, the
Company's future natural gas and crude oil 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 filings 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