- Current report filing (8-K)
August 23 2012 - 5:10PM
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
DATE OF EARLIEST EVENT REPORTED: August 20, 2012
ATP
OIL & GAS CORPORATION
(Exact name of registrant as specified in its charter)
Commission file number: 001-32647
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Texas
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76-0362774
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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4600 Post Oak Place, Suite 100
Houston, Texas 77027
(Address of principal executive offices)
(Zip Code)
(713) 622-3311
(Registrants telephone number, including area code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer
of Listing.
On August 20, 2012, ATP Oil & Gas Corporation (the Company) received a letter from The NASDAQ Stock
Market (NASDAQ) notifying the Company that in accordance with Listing Rules 5101, 5110(b), and IM-5101-1, the staff of NASDAQ has determined that the Companys common stock will be delisted from NASDAQ.
The NASDAQ staff reached its decision under NASDAQ Listing Rules 5101, 5110(b), and IM-5101-1 based upon the Companys bankruptcy filing and the
associated public interest concerns raised by it, concerns regarding the residual equity interest of the existing listed securities holders and concerns about the Companys ability to sustain compliance with all requirements for continued
listing on NASDAQ. The delinquent filing of the Companys Form 10-Q for the period ended June 30, 2012 serves as an additional basis.
Given the continued listing requirements, the early status of the bankruptcy case and the demands the bankruptcy case has posed on the Companys
resources, the Company does not plan to appeal the NASDAQ staffs determination to delist the Companys common stock. Accordingly, trading of the Companys common stock will be suspended at the opening of business on August 29,
2012, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Companys common stock from listing and registration on NASDAQ.
After the Companys common stock is delisted by NASDAQ, it may trade on the OTC Markets Group Inc. (the Pink Sheets) or the OTC Bulletin Board (OTCBB). The Companys
stock will be eligible for trading only on the Pink Sheets unless and until it is eligible for trading on the OTCBB. OTCBB trading may occur only if a market maker applies to quote the Companys common stock; however, a potential market
makers application to quote the Companys common stock on OTCBB will not be cleared until the Company is current in its reporting obligations under the Securities Exchange Act of 1934. There is no assurance that the Company will become
current in its reporting obligations, that any market maker will apply to quote the Companys common stock or that the Companys common stock will become eligible to trade on the OTCBB.
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 and thereunto duly authorized.
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ATP Oil & Gas Corporation
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Date: August 23, 2012
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By:
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/s/ Albert L. Reese Jr.
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Albert L. Reese Jr.
Chief
Financial Officer
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Atp Oil & Gas Corp. (MM) (NASDAQ:ATPG)
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