- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
September 30 2009 - 6:07AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM 8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of report
(Date of earliest event reported)
September 30,
2009
Cano
Petroleum, Inc.
(Exact Name of
Registrant as Specified in Its Charter)
Delaware
(State or Other
Jurisdiction of Incorporation)
001-32496
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77-0635673
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(Commission File
Number)
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(IRS Employer
Identification No.)
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|
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801
Cherry Street, Suite 3200
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Fort
Worth, Texas
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76102
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(Address of
Principal Executive Offices)
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(Zip Code)
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(817)
698-0900
(Registrants
Telephone Number, Including Area Code)
Not
Applicable
(Former Name or
Former Address, if Changed Since Last Report)
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):
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
x
Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant
to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01
Other Events.
On September 30, 2009, Cano issued a press
release announcing Canos entry into a definitive agreement and plan of merger
by and among Resaca Exploitation, Inc. (Resaca), Resaca Acquisition Sub, Inc.,
and Cano, a copy of which press release is attached as Exhibit 99.1.
Additional Information and Where to Find It
This communication is being made in respect of the
proposed business combination involving Resaca and Cano. In connection with the
proposed transaction, Resaca and Cano plan to (a) file documents with the
SEC, including the filing by Resaca of a Registration Statement on Form S-4
containing a Joint Proxy Statement/Prospectus, (b) publish an admission
document for the purpose of admitting the issued common stock of the enlarged
group to trading on the AIM Market of the London Stock Exchange (AIM) and (c) file
with AIM and the SEC other necessary documents regarding the proposed
transaction. Investors and security holders of Resaca and Cano are urged to
carefully read the Joint Proxy Statement/Prospectus and AIM admission document
(when available) and other documents filed with AIM and the SEC by Resaca and
Cano because they will contain important information about the proposed
transaction. Investors and security holders may obtain free copies of these
documents (when they are available) and other documents filed with the SEC by
contacting Resaca Investor Relations at (713) 753-1441 or Cano Investor
Relations at (817) 698-0900. Investors and security holders may obtain free
copies of the documents filed with the SEC and published in connection with the
admission to AIM on Resacas website at www.resacaexploitation.com or Canos
website at www.canopetro.com.
Information filed with the SEC will be available on the SECs website at
www.sec.gov. Resaca, Cano and their
respective directors and executive officers may be deemed participants in the
solicitation of proxies with respect to the proposed transaction. Information
regarding the interests of these directors and executive officers in the
proposed transaction will be included in the Joint Proxy Statement/Prospectus
and AIM admission document described above. Additional information regarding
the directors and executive officers of Resaca is also included in Resacas
website. Additional information
regarding the directors and executive officers of Cano is also included in Canos
proxy statement for its 2008 Annual Meeting of Stockholders, which was filed
with the SEC on December 3, 2008.
Item 9.01
Financial Statements and
Exhibits.
(d)
Exhibits.
99.1
Press Release dated September 30,
2009.
2
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.
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CANO
PETROLEUM, INC.
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Date:
September 30, 2009
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By:
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/s/ Benjamin Daitch
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Benjamin Daitch
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Senior Vice President
and Chief Financial Officer
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3
EXHIBIT INDEX
Exhibit
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Number
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Description
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99.1
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Press Release dated
September 30, 2009.
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4
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