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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO
SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
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QUICKSILVER RESOURCES INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-2756163
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
1619 PENNSYLVANIA AVENUE, FORT WORTH, TEXAS 76104
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class to be registered
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Common Stock, $.01 Par Value American Stock Exchange
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check
the following box. / /
If this Form relates to the Registration of a class of debt securities and is
to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instructions A.(c)(2), please check the following box. / /
Securities Act registration statement file number to which this form relates:
333-66709
Securities to be registered pursuant to Section 12(g) of the Act:
None
(TITLE OF CLASS)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The Restated Certificate of Incorporation of Quicksilver Resources Inc.
("Registrant") authorizes the issuance of 40,000,000 shares of common stock,
$.01 par value per share ("Common Stock"). As of the date of this
Registration Statement, there were 10,310,806 shares issued and outstanding.
Each share of Common Stock entitles the holder thereof to one vote on
all matters on which holders are permitted to vote. No shareholder has any
preemptive right or other similar rights to purchase or subscribe for any
additional securities issued by the Registrant, and no shareholder has any
right to convert Common Stock into other securities. All outstanding Common
Stock issued is fully paid and nonassessable. No shares are subject to
redemption or to any sinking fund provisions.
The holders of shares of Common Stock are entitled to dividends when, as
and if declared by the Board of Directors from funds legally available
therefore and, upon liquidation, to a pro rata share in any distribution to
shareholders.
The Restated Certificate of Incorporation of the Registrant also
authorizes issuance of 10,000,000 shares of preferred stock, $.01 par value
per share ("Preferred Stock"). There are no shares of Preferred Stock
currently outstanding; however, the Board of Directors of the Registrant, in
its discretion, has authority to issue in series, from time to time, such
shares for such consideration as it may determine appropriate. In addition,
the Board of Directors has authority, by filing a certificate of designations
pursuant to the applicable law of the State of Delaware, to establish, from
time to time, the number to be included in such series, and to fix the
designations, powers, preferences, and rights of each such series and the
qualifications, limitations or restrictions thereof. Upon any such issuance,
the rights evidenced by, or amounts payable with respect to, shares of Common
Stock may be materially limited or qualified by the shares of Preferred Stock
so issued.
ITEM 2. EXHIBITS.
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1. Registrant's Restated Certificate of Incorporation is
incorporated by reference to Exhibit 4.1 of the Registrant's
Registration Statement No. 333-66709 on Form S-4 (the "S-4
Registration Statement").
2. Registrant's By-Laws are incorporated by reference to Exhibit
4.2 of the S-4 Registration Statement.
3. Certificate representing shares of Common Stock of the Registrant
to be registered hereunder is incorporated by reference to
Exhibit 4.3 to the S-4 Registration Statement.
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SIGNATURE
Pursuant to Section 12 of the Securities and Exchange Act of 1934, the
registrant has duly caused this registration statement to be signed on its
behalf by the undersigned, thereto duly authorized.
QUICKSILVER RESOURCES INC.
By: /s/ Glenn M. Darden
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Glenn M. Darden, Vice President,
Secretary and Treasurer
