Attached files
| file | filename |
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| EX-99.1. - CROSS CANYON ENERGY CORP. | e606633_ex99-1.htm |
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): March 22,
2010
CROSS
CANYON ENERGY CORP.
(Exact
Name of Registrant as Specified in its Charter)
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Nevada
State of
Incorporation
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000-51710
Commission
File Number
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56-2458730
IRS Employer
I.D. Number
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6630 Cypresswood Drive,
Suite 200 Spring, Texas 77379
Address
of principal executive offices
Registrant’s
telephone number: (832)
559-6060
__________________________________________________
(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 (see General Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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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
1.03
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Bankruptcy
or Receivership.
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On March
11, 2010, the Amended Prepackaged Plan of Reorganization Pursuant to Chapter 11
of the United States Bankruptcy Code (the “Plan”) of Cross Canyon Energy Corp.
(the “Company”) was confirmed by the United States Bankruptcy Court for the
Southern District of Texas, Houston Division in the previously disclosed Chapter
11 case styled In re: Cross Canyon Energy Corp., Debtor, Case No.
10-30747.
As
confirmed, the Plan provides for the prepetition senior secured lender to
receive debt, in the form of a new senior secured credit facility in the amount
of $10 million, and equity, consisting of senior preferred stock and 95% of the
common stock, of the reorganized company. Under the Plan, all shares
of common stock, stock options and warrants issued by the Company prior to the
Chapter 11 filing were cancelled on March 22, 2010, the effective date of the
Plan. The reorganized entity will issue 2.4 million shares of common
stock of which, holders of the Company’s common stock as of March 22, 2010 will
receive, in the aggregate, five percent (5%). The Plan further
provides that the sole holder of the Company’s outstanding preferred stock will
receive shares of junior preferred stock in the reorganized
company.
As part
of the Plan, the reorganized entity converted from a Nevada corporation to a
Delaware corporation. The Company emerged from protection under Chapter 11 of
the U.S. Bankruptcy Code on March 22, 2010 as a privately-held
company.
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Item
8.01
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Other
Events
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In
conjunction with its emergence from bankruptcy, the Company intends to promptly
file a Form 15 with the Securities and Exchange Commission (the “SEC”) to
deregister its common stock under Section 12(g) of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”), and suspend the Company’s reporting
obligations under Sections 13(a) and 15(d) of the Exchange Act. Upon the filing
of the Form 15, the Company’s obligation to file periodic and current reports
with the SEC, including Forms 10-K, 10-Q and 8-K, will be immediately suspended.
The Company is eligible to file Form 15 because its common stock is held of
record by less than 300 persons.
In
addition, effective March 23, 2010 the Company’s common stock will no longer be
eligible for quotation on the OTC Bulletin Board.
On March
23, 2010, the Company issued a press release announcing its successful
consummation of the Plan. A copy of the press release is attached hereto as
Exhibit 99.1.
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Item 9.01.
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Financial
Statements and Exhibits.
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Exhibits.
The following exhibits are filed herewith:
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Exhibit No.
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Description
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99.1
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Press
Release, dated March 23, 2010
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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.
Dated: March
23, 2010
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CROSS
CANYON ENERGY CORP.
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By:
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/s/ Carl A. Chase | |
| Carl A. Chase | |||
| Chief Financial Officer | |||
INDEX TO
EXHIBITS
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Exhibit No.
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Description
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99.1
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Press
Release, dated March 23, 2010
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