UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 26, 2009
BioFuel Energy Corp.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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001-33530 |
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20-5952523 |
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(State or Other Jurisdiction |
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(Commission |
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(IRS Employer |
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of Incorporation) |
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File Number) |
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Identification No.) |
1600 Broadway, Suite 2200
Denver, CO 80202
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (303) 592-8110
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 (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))
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
(a) Amendments to Bylaws.
On February 26, 2009, the Board of Directors of BioFuel Energy Corp. (the “Company”) approved an amendment and restatement of the Company’s bylaws (the “Bylaws” and as amended and restated, the “Amended Bylaws”), effective immediately. In general, the Bylaws have been amended to allow the Company to take advantage of the “Notice and Access” proxy regulations recently issued by the Securities and Exchange Commission, in connection with the Company’s upcoming Annual Meeting of Stockholders, as follows:
· Section 2.04 (Notice of Meetings) was amended to allow for electronic transmissions, including posting on an electronic network, of stockholder notices, proxy statements, annual reports and other stockholder communications; and
· Section 2.09 (Voting) was amended to allow for electronic transmissions, including posting on an electronic network, of shareholder proxies.
The descriptions of the changes to the Bylaws contained in this report do not purport to be complete and are qualified in their entirety by reference to the full text of the Amended Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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3.1 |
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Amended and Restated Bylaws of BioFuel Energy Corp. (dated February 26, 2009). |
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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.
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BIOFUEL ENERGY CORP. |
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Date: March 2, 2009 |
By: |
/s/ Kelly Maguire |
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Name: |
Kelly Maguire |
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Title: |
Vice President and Chief Financial Officer |
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Exhibit Index
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Exhibit No. |
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Description |
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3.1 |
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Amended and Restated Bylaws of BioFuel Energy Corp. (dated February 26, 2009). |