Current Report Filing (8-k)
July 22 2020 - 04:17PM
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 20, 2020
Date of Report (Date of earliest event reported)
ABRAXAS PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
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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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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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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 ☐
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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 4.01. Change in
Registrant’s Certifying Accountant.
On July 20, 2020, the Audit Committee and Board of Directors of
Abraxas Petroleum Corporation, a Nevada corporation (the
“Company”), approved the engagement of and engaged the accounting
firm of Akin, Doherty, Klein & Feuge, PC (“ADKF”) as the
Company’s principal auditing accountants, and approved the
dismissal of BDO USA, LLP (“BDO”). BDO was notified of its
dismissal on July 21, 2020.
The reports of BDO on the Company’s financial statements for the
two fiscal years ended December 31, 2018 and 2019 did not contain
any adverse opinion or disclaimer of opinion and were not qualified
or modified as to uncertainty, audit scope or accounting
principles.
During the two fiscal years ended December 31, 2018 and 2019, and
the subsequent interim periods through BDO’s dismissal, there were
no disagreements with BDO on any matters of accounting principles
or practices, financial statement disclosure or auditing scope or
procedures which, if not resolved to the satisfaction of BDO, would
have caused the firm to make reference to the matter in their
report and no reportable events as defined in Item 304(a)(1)(v) of
Regulation S-K, except that as reported in Part II, Item 9A of the
Company’s Annual Report on Form 10-K for the year ended December
31, 2019 and as reported in Part I, Item 4 of the Company’s
Quarterly Report on Form 10-Q for the quarter ended March 31, 2020,
the Company reported a material weakness in its internal control
over financial reporting.
The Company provided BDO with a copy of this Current Report on Form
8-K and requested BDO to furnish a letter addressed to the
Securities and Exchange Commission stating whether it agrees with
the above statements. A copy of BDO’s letter, dated July 22, 2020,
is attached as Exhibit 16.1 to this report.
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 22, 2020
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