Current Report Filing (8-k)
July 02 2020 - 05:58PM
Edgar (US Regulatory)
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
July 1, 2020
Date of Report (Date of earliest event reported)
ABRAXAS PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
Nevada
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1-16071
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74-2584033
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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18803 Meisner Drive
San Antonio, Texas 78258
(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):
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☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e- 4(c))
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $.01 per share
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AXAS
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The NASDAQ Stock Market, LLC
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 3.01. Notice of Delisting
or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
On July 1, 2020, Abraxas Petroleum Corporation, a Nevada
corporation (the “Company”), received a notice (the “Notice”) from
the Nasdaq Stock Market LLC (“Nasdaq”) stating that because the
Company had not yet filed its Quarterly Report on Form 10-Q for the
period ended March 31, 2020 (the “Form 10-Q”), the Company is no
longer in compliance with Nasdaq Listing Rule 5250(c)(1). Nasdaq
Listing Rule 5250(c)(1) requires listed companies to timely file
all required public financial reports with the Securities and
Exchange Commission.
The Notice states that the Company has 60 calendar days to submit
to Nasdaq a plan to regain compliance with the Nasdaq Listing Rules
(the “Plan”). The Company expects to submit its Plan to Nasdaq
within the 60 calendar day period. If Nasdaq accepts the Company’s
Plan, then Nasdaq may grant the Company up to 180 calendar days
from the prescribed due date for filing the Form 10-Q (as extended
pursuant to the Securities and Exchange Commission’s Order Under
Section 36 of the Securities Exchange Act of 1934 Granting
Exemptions From The Reporting and Proxy Delivery Requirements For
Public Companies, Release No. 34-88465 and Rule 12b-25 under the
Securities Exchange Act of 1934), or until December 27, 2020, to
regain compliance. If Nasdaq does not accept the Company’s Plan,
then the Company will have the opportunity to appeal that decision
to a Nasdaq Hearings Panel.
Despite the disruptions due to the unprecedented conditions
surrounding the outbreak and spread of the COVID-19 coronavirus
pandemic, the Company’s employees and professional advisors remain
dedicated to working diligently to complete all required
information to file the Form 10-Q as soon as reasonably
possible.
Item 7.01. Regulation FD Disclosures.
On July 2, 2020, the Company issued a press release regarding the
matters described in Item 3.01 above. A copy of the press release
is being furnished as Exhibit 99.1 to this Form 8-K and is
incorporated herein by reference.
The information furnished pursuant to this Item 7.01 (including
Exhibit 99.1) shall not be deemed to be “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), or otherwise subject to the liabilities of that
section, nor shall such information be deemed incorporated by
reference in any filing under the Securities Act of 1933 or the
Exchange Act, except as shall be expressly set forth by specific
reference in such a filing. The information furnished pursuant to
Item 7.01 shall not be deemed an admission as to the materiality of
any information in this report on Form 8-K that is required to be
disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
SIGNATURE
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: /s/ Steven P. Harris
Steven P. Harris
Vice President, Chief Financial Officer
Dated: July 2, 2020
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