-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DSywQkvmMEZ4cKUg3J58A7vM49Ubrdm0ZAGSnGKMAVniaxMzqDwx4vMSgkoX+2PJ tTxYV29PZvfTjY6uR7E2lQ== 0000909143-03-000049.txt : 20030710 0000909143-03-000049.hdr.sgml : 20030710 20030710124342 ACCESSION NUMBER: 0000909143-03-000049 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030523 FILED AS OF DATE: 20030710 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANDERA PARTNERS L P CENTRAL INDEX KEY: 0001057508 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20995 FILM NUMBER: 03781494 BUSINESS ADDRESS: STREET 1: 1601 ELM STREET 4000 THANKSGIVING TOWER CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2147201608 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AXTIVE CORP CENTRAL INDEX KEY: 0001015172 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133778895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1445 ROSS AVENUE STREET 2: SUITE 4500 CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 214.397.0200 MAIL ADDRESS: STREET 1: 1445 ROSS AVENUE STREET 2: SUITE 4500 CITY: DALLAS STATE: TX ZIP: 75202 FORMER COMPANY: FORMER CONFORMED NAME: EDGE TECHNOLOGY GROUP INC DATE OF NAME CHANGE: 20000912 FORMER COMPANY: FORMER CONFORMED NAME: VISUAL EDGE SYSTEMS INC DATE OF NAME CHANGE: 19960604 4 1 primary_doc.xml PRIMARY DOCUMENT 4 2003-05-23 0 0001015172 AXTIVE CORP AXTV.OB 0001057508 SANDERA PARTNERS L P 0 0 1 0 Series A Convertible Preferred Stock, $0.01 par 0.75 2003-05-23 4 J 0 2000 1000 D 2003-04-01 1988-01-01 Common Stock, par value $0.01 2666667 0 D Series A Convertible Preferred Stock, $0.01 par 0.1 2003-05-23 4 J 0 2000 1000 A 2003-04-01 1988-01-01 Common Stock, par value $0.01 20000000 2000 D Series A Convertible Preferred Stock, $0.01 par 0.1 2003-05-23 4 P 0 250 1000 A 2003-05-23 1988-01-01 Common Stock, par value $0.01 2500000 2250 D Warrant (Right to Purchase) 1.15 2003-05-23 4 J 0 533333 0 D 2004-04-01 2006-04-01 Common Stock, par value $0.01 533333 0 D Warrant (right to purchase) 0.2 2003-05-23 4 J 0 4000000 0 A 2004-04-01 2006-04-01 Common Stock, par value $0.01 4000000 4000000 D Warrant (right to purchase) 0.2 2003-05-23 4 J 0 500000 0 A 2005-05-23 2007-05-23 Common Stock, par value $0.01 500000 500000 D Effective May 23, 2003, the Issuer amended certain terms of its Certificate of Designation, Preferences and Rights of Series A Convertible Preferred Stock to, among other things, reduce the Conversion Price then in effect from $0.75 per share to $0.10 per share. As a result, the Reporting Person has chosen to report this as a disposition of the previously reported preferred shares having a Conversion Price of $0.75 per share and the resulting acquisition of a like number of preferred shares having a Conversion Price of $0.10 per share. The Preferred Stock has no expiration date. Effective May 23, 2003, the Issuer issued to the Reporting Person a Restated Warrant which replaced a Warrant previously issued by the Issuer to the Reporting Person on or about April 1, 2002. The amended terms provide for, among other things, (i) an increase in the number of shares available for purchase thereunder from 533,333 shares of common stock to 4,000,000 shares of common stock, and (ii) a reduction in the exercise price from $1.15 per share to $0.20 per share. The Reporting Person has chosen to report this as a dispositon of the original Warrant and the resulting acquisition of the Restated Warrant with the amended terms thereof. The warrants were issued in connection with the Reporting Person's purchase of 250 shares of the Issuer's Series A Convertible Preferred Stock (as reported above). No additional consideration was paid for or attributed to the warrants. Per Share Purchase Price. /s/ Sandera Partners, L.P. by Sandera Capital Management, L.P., its general partner, by Sandera Capital. LLC, its general partner, by J. Keith Benedict, Vice President 2003-07-07 -----END PRIVACY-ENHANCED MESSAGE-----