- Current report filing (8-K)
08 Outubro 2009 - 6:24PM
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 Report
(Date of earliest event reported):
October 7, 2009
EDGE
PETROLEUM CORPORATION
(Exact name of registrant
as specified in its charter)
Delaware
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000-22149
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76-0511037
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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 No.)
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Travis
Tower
1301 Travis, Suite 2000
Houston, Texas
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77002
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(Address of
principal executive offices)
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(Zip Code)
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(713) 654-8960
(Registrants telephone
number, including area code)
N/A
(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:
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))
Item 8.01. Other Events.
On
October 7, 2009, Edge Petroleum Corporation (the Company) issued a press
release announcing that the United States Bankruptcy Court for the Southern
District of Texas (the Bankruptcy Court) had approved certain of the
first-day motions filed by the Company in connection with the Companys
voluntary petition (the Case) for reorganization relief under Chapter 11 of
Title 11 of the United States Code, 11 U.S.C. §§ 101
et. seq.
,
as amended (the Bankruptcy Code) in the Bankruptcy Court. A copy of the press release is attached as Exhibit 99.1
hereto.
Copies
of the proposed joint plan of reorganization filed pursuant to Chapter 11 of
the Bankruptcy Code (the Plan) and the proposed disclosure statement thereto
(the Disclosure Statement) each filed on October 1, 2009 at the
commencement of the Case are attached hereto as Exhibits 99.2 and 99.3,
respectively, and are incorporated herein by reference. The Company has filed the Plan and Disclosure
Statement as exhibits hereto because such documents have been filed with the
Bankruptcy Court. However, the Plan will
become effective only if it receives the requisite approval of the Companys
creditors and the confirmation of the Bankruptcy Court. There can be no assurance that the Plan will
be acceptable to the Companys creditors or confirmed by the Bankruptcy Court,
or that the Disclosure Statement will be approved by the Bankruptcy Court. Accordingly, all information contained in the
Plan and the Disclosure Statement is subject to change, whether as a result of
amendments or supplements thereto, actions of third parties or otherwise.
This
Current Report on Form 8-K is not a solicitation to accept or reject the
Plan or an offer to sell or a solicitation of an offer to buy any securities of
the Company. Any solicitation or offer
to sell will be made pursuant to and in accordance with the Disclosure
Statement and applicable law.
The Bankruptcy Court has not yet approved the Disclosure
Statement as containing adequate information pursuant to section 1125(b) of
the Bankruptcy Code for use in the solicitation of acceptances or rejections of
the Plan. Accordingly, the filing and
dissemination of the Disclosure Statement are not intended to be, and should
not in any way be construed as, a solicitation of votes on the Plan, nor should
the information contained in the Disclosure Statement be relied on for any
purpose until a determination by the Bankruptcy Court that the Disclosure
Statement contains adequate information
.
A
copy of the order entered by the Bankruptcy Court on October 5, 2009
approving the Companys motion for entry of an order approving bidding
procedures in connection with the sale of the Companys property (the Bidding
Procedures Order) is attached hereto as Exhibit 99.4.
Item 9.01. Financial Statements
and Exhibits.
(d) Exhibits.
Exhibit No.
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Description
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99.1
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Press
Release by Edge Petroleum Corporation dated October 7, 2009 announcing
Bankruptcy Court approval of certain first-day motions
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99.2
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Joint
Plan of Reorganization filed with the United States Bankruptcy Court for the
Southern District of Texas on October 1, 2009
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99.3
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Disclosure
Statement to the Joint Plan of Reorganization filed with the United States
Bankruptcy Court for the Southern District of Texas on October 1, 2009
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99.4
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Bidding
Procedures Order entered by the United States Bankruptcy Court for the
Southern District of Texas on October 5, 2009
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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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EDGE
PETROLEUM CORPORATION
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Date:
October 8, 2009
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By:
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/s/
John W. Elias
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John
W. Elias
Chairman,
President & Chief Executive Officer
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INDEX TO EXHIBITS
Exhibit No.
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Description
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99.1
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Press
Release by Edge Petroleum Corporation dated October 7, 2009 announcing
Bankruptcy Court approval of certain first-day motions
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99.2
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Joint
Plan of Reorganization filed with the United States Bankruptcy Court for the
Southern District of Texas on October 1, 2009
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99.3
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Disclosure
Statement to the Joint Plan of Reorganization filed with the United States
Bankruptcy Court for the Southern District of Texas on October 1, 2009
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99.4
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Bidding
Procedures Order entered by the United States Bankruptcy Court for the
Southern District of Texas on October 5, 2009
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4
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