Westside Energy Corp - Amended Current report filing (8-K/A)
December 31 2007 - 2:36PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported): November 9, 2007
WESTSIDE ENERGY CORPORATION
(Exact name of registrant as specified in its Charter)
Nevada 0-49837 88-0349241
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
Incorporation) Number)
3131 Turtle Creek Blvd, Suite 1300, Dallas, Texas 75219
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: 214/522-8990
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(Former name or former address if changed since last report)
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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):
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
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Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
On November 15, 2007, the Registrant filed with the Securities and Exchange
Commission a Current Report on Form 8-K (the "Original 8-K") reporting on a
number of matters, including, without limitation (a) the approval of the
amendment of the employment agreements for each of Douglas G. Manner,
Registrant's Chief Executive Officer, President and Chief Operating Officer, and
Sean J. Austin, Registrant's Chief Financial Officer, (b) the approval of a
share bonus consisting of 33,333 shares (for an aggregate of 66,666 shares) to
each of Messrs. Manner and Austin, and (c) the approval of a special share award
consisting of 33,333 shares to Keith D. Spickelmier (Registrant's Chairman of
the Board) for extraordinary services as a director and the Registrant's
Chairman of the Board. The execution of the definitive documentation governing
the preceding matters was recently completed. The Registrant hereby amends the
exhibit list of Item 9.01 of the Original 8-K to include this definitive
documentation, which is being filed as exhibits herewith. To facilitate reviews
of the employment agreements of Messrs. Manner and Austin as heretofore amended,
such employment agreements and all amendments preceding the ones recently
executed are also being filed as exhibits herewith.
Moreover, the Registrant recently learned that the Letter Amendment dated
April 4, 2007 to the Joint Exploration Agreement between the Registrant and
Forest Oil Corporation, which was intended to be filed as Exhibit 10.18 to the
Registrant's Annual Report on Form 10-KSB for its fiscal year ended December 31,
2006, was not so filed as a result of a filing error. Accordingly, the
Registrant hereby also amends the exhibit list of Item 9.01 of the Original 8-K
to include this Letter Amendment, which is also being filed as an exhibit
herewith.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit
Number Exhibit Title
3.01* Second Amendment to Amended and Restated Bylaws
10.01* Note Modification Agreement dated November 12, 2007 by and
between Registrant and Knight Energy Group II, LLC
10.02* Purchase Agreement dated November 9, 2007 by and between
Registrant, on the one hand, and Spindrift Partners LP,
Spindrift Investors (Bermuda) L.P., and Knight Energy Group
II, LLC, on the other hand
10.03* Registration Rights Agreement dated November 12, 2007 by and
between Registrant, on the one hand, and Spindrift
Partners LP, Spindrift Investors (Bermuda) L.P., and Knight
Energy Group II, LLC, on the other hand
10.04 Employment Agreement dated December 8, 2005 between Registrant
and Douglas G. Manner
10.05 First Amendment dated March 31, 2006 to Employment Agreement
with Douglas G. Manner
10.06 Second Amendment dated April 4, 2007 but effective as of
January 1, 2007 to Employment Agreement with Douglas G.
Manner
10.07 Third Amendment dated December 7, 2007 to Employment Agreement
with Douglas G. Manner
10.08 Agreement dated May 3, 2005 between Registrant and Sean J.
Austin
10.09 First Amendment dated effective January 1, 2006 to Employment
Agreement with Sean J. Austin
10.10 Second Amendment dated effective September 1, 2006 to Employment
Agreement with Sean J. Austin
10.11 Third Amendment dated April 4, 2007 but effective as of January
1, 2007 to Employment Agreement with Sean J. Austin
10.12 Fourth Amendment dated December 7, 2007 to Employment Agreement
with Sean J. Austin
10.13 Unrestricted Stock Award Agreement dated December 7, 2007
between Registrant and Douglas G. Manner
10.14 Unrestricted Stock Award Agreement dated December 7, 2007
between Registrant and Sean J. Austin
10.15 Unrestricted Stock Award Agreement dated December 7, 2007
between Registrant and Keith D. Spickelmier
10.16 Letter Amendment dated April 4, 2007 to Joint Exploration
Agreement with Forest Oil Corporation
99.1* Press Release of Westside Energy Corporation dated November 15,
2007 entitled "Westside Energy Announces Additional Equity
Funding."
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* Previously filed with the Original 8-K
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.
WESTSIDE ENERGY CORPORATION
(Registrant)
Date: December 31, 2007 By: /s/ Sean J. Austin
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Sean J. Austin,
Vice President and
Chief Financial Officer
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