UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
FORM 8-K/A
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
November 21, 2007
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TXCO Resources Inc.
(Exact name of registrant as specified in its charter)
____________________
Delaware | 0-9120 | 84-0793089 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
777 East Sonterra Blvd., Suite 350 San Antonio, Texas 78258 | ||
(Address of principal executive offices) (Zip Code) | ||
(210) 496-5300 | ||
(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):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | 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)) |
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On November 21, 2007, TXCO Resources Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) describing, among other things, a Securities Purchase Agreement and a Registration Rights Agreement entered into by the Company on November 20, 2007, in connection with the Company’s sale of its Series C Perpetual Convertible Preferred Stock to certain institutional investors. The Company filed a form of the Securities Purchase Agreement and a form of the Registration Rights Agreement as Exhibits 10.1 and 4.1, respectively, with the Original 8-K. The executed versions of the Securities Purchase Agreement and Registration Rights Agreement are filed herewith as Exhibits 10.1 and 4.1, respectively, and replace the forms of these agreements filed with the Original 8-K.
ITEM 8.01 OTHER EVENTS
The Original 8-K also discussed the Company’s approval of an amendment to its Rights Agreement, which allowed the financing to occur without triggering any provisions of the Rights Agreement. That amendment is filed as Exhibit 4.3 herewith. An additional amendment, which replaced the rights agent, as well as the Rights Agreement itself (previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed July 7, 2000), are also filed herewith as Exhibits 4.2 and 4.4, respectively.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)Exhibits.
Exhibit Number | Description |
4.1 | Registration Rights Agreement dated November 20, 2007, by and among TXCO Resources Inc. and the parties listed therein. |
4.2 | Agreement of Substitution and Amendment of Common Shares Rights Agreement dated November 1, 2007, by and between TXCO Resources Inc. and American Stock Transfer and Trust Company. |
4.3 | Amendment No. 2 to Rights Agreement of TXCO Resources Inc. dated November 19, 2007, by and between TXCO Resources Inc. and American Stock Transfer & Trust Company. |
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4.4 | Rights Agreement dated as of June 29, 2000, between The Exploration Company of Delaware, Inc. and Fleet National Bank (previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed July 7, 2000). |
10.1 | Securities Purchase Agreement dated November 20, 2007, by and among TXCO Resources Inc. and the parties listed therein. |
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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.
TXCO RESOURCES INC. | ||
Date: November 30, 2007 | /s/ P. Mark Stark | |
P. Mark Stark | ||
Chief Financial Officer |
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EXHIBIT INDEX
Exhibit Number | Description |
4.1 | Registration Rights Agreement dated November 20, 2007, by and among TXCO Resources Inc. and the parties listed therein. |
4.2 | Agreement of Substitution and Amendment of Common Shares Rights Agreement dated November 1, 2007, by and between TXCO Resources Inc. and American Stock Transfer and Trust Company. |
4.3 | Amendment No. 2 to Rights Agreement of TXCO Resources Inc. dated November 19, 2007, by and between TXCO Resources Inc. and American Stock Transfer & Trust Company. |
4.4 | Rights Agreement dated as of June 29, 2000, between The Exploration Company of Delaware, Inc. and Fleet National Bank (previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed July 7, 2000). |
10.1 | Securities Purchase Agreement dated November 20, 2007, by and among TXCO Resources Inc. and the parties listed therein. |
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