-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, YFZVXXYmDTo15+REyWcRt7pZ8L9hTJFe8T+F0T6zzmzhDA90qvgabC+jQ5PE3BxP Iw4wNkh2jqlaScHy1pRiDA== 0000950129-94-000278.txt : 19940414 0000950129-94-000278.hdr.sgml : 19940414 ACCESSION NUMBER: 0000950129-94-000278 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19940411 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANTA FE ENERGY RESOURCES INC CENTRAL INDEX KEY: 0000086772 STANDARD INDUSTRIAL CLASSIFICATION: 1311 IRS NUMBER: 362722169 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-07667 FILM NUMBER: 94522094 BUSINESS ADDRESS: STREET 1: 1616 S VOSS RD STE 1000 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7137832401 FORMER COMPANY: FORMER CONFORMED NAME: SANTA FE NATURAL RESOURCES INC DATE OF NAME CHANGE: 19900111 8-A12B 1 FORM 8-A -- SANTA FE ENERGY RESOURCES, INC. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Santa Fe Energy Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 36-2722169 (State of incorporation or (I.R.S. Employer organization) Identification No.) 1616 South Voss Road, Suite 1000, Houston, Texas 77057 (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which each class to be so registered is to be registered $ ______ Series A Convertible Preferred Stock New York Stock Exchange Securities to be registered pursuant to Section 12(g) of the Act: None (Title of class) 2 Item 1. Description of Registrant's Securities to be Registered. The description of the $ _____ Series A Convertible Preferred Stock is set forth under the section entitled "Description of the DECS" contained in the Preferred Stock Offering Prospectus filed with the Commission on March 28, 1994 as part of the Registrant's Registration Statement on Form S-3 (Reg. No. 33-52849) (the "Registration Statement") and is hereby incorporated by reference in answer to this item. Item 2. Exhibits. 1. Registration Statement on Form S-3 (Reg. No. 33-52849) as filed with the Securities and Exchange Commission on March 28, 1994. 2. Form of Stock Certificate representing shares of $ ____ Series A Convertible Preferred Stock. 3. Form of Certificate of Designations of $ ____ Series A Convertible Preferred Stock (filed as Exhibit 4.3 to the Registration Statement and incorporated herein by reference). -2- 3 Signature Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. Date: April 8, 1994 Santa Fe Energy Resources, Inc. By: /s/ Mark A. Older ___________________________ Mark A. Older, Secretary -3- 4 Index to Exhibits
Sequentially Exhibit Numbered Number Description Page - ----- ----------- ---- 1. Registration Statement on Form S-3 (Reg. No. 33-52849) as filed with the Securities and Exchange Commission on March 28, 1994. 2. Form of Stock Certificate representing shares of 5 $ ____ Series A Convertible Preferred Stock. 3. Form of Certificate of Designations of $ ____ Series A Convertible Preferred Stock (filed as Exhibit 4.3 to the Registration Statement and incorporated herein by reference).
-4- EX-10 2 FORM OF STOCK CERTIFICATE 1 $ ___________ Series A $ _______ Series A Convertible Convertible Preferred Stock Preferred Stock NUMBER _______ SHARES _________ CUSIP _________ SEE REVERSE FOR CERTAIN DEFINITIONS SANTA FE ENERGY RESOURCES, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE This is to certify that________________________________________________ is the owner of ______________ fully paid and non-assessable shares of $ _____ Series A Convertible Preferred Stock, par value $0.01 per share, of Santa Fe Energy Resources, Inc. transferable on the books of the corporation by the holder hereof in person or by attorney upon surrender of this certificate properly endorsed. This certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar. Witness the seal of the corporation and the facsimile signatures of its duly authorized officers. Dated: _________________________ President _________________________ Secretary COUNTERSIGNED AND REGISTERED: FIRST CHICAGO TRUST COMPANY OF NEW YORK TRANSFER AGENT AND REGISTRAR BY AUTHORIZED OFFICER -5- 2 SANTA FE ENERGY RESOURCES, INC. Any shareholder may obtain, without charge, by request to the Office of the Secretary of the Corporation in Houston, Texas, a copy of a statement of the rights, preferences, privileges and restrictions granted to or imposed upon the shares of $ ____________ Series A Convertible Preferred Stock represented hereby and of each other class or series of shares authorized to be issued by the Corporation and upon the holders thereof. The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN-COM as tenants in common UNIF GIFT MIN ACT ____________Custodian________ TEN ENT as tenants by the entireties (Cust) (Minor) JT TEN as joint tenants with right under Uniform Gifts to of survivorship and not as Minors Act __________________ tenants in common (State) Additional abbreviations may also be used though not in the above list. For Value Received, __________________ hereby sell, assign and transfer unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE _______________________________________ _______________________________________________________________________________ (NAME AND ADDRESS OF TRANSFEREE SHOULD BE PRINTED OR TYPEWRITTEN) _______________________________________________________________________________ _______________________________________________________________________________ ________________________________________________________________________ Shares represented by the within Certificate and do hereby irrevocably constitute and appoint ______________________________________________________________________ Attorney to transfer the said Shares on the share register of the within-named Corporation, with full power of substitution in the premises. Dated ______________________ ____________________________ SIGNATURE NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. -6- -----END PRIVACY-ENHANCED MESSAGE-----