SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the month of March, 1997
ISRAMCO. INC
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(Exact name of registrant as specified in charter)
Delaware
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(State of Incorporation)
575 Madison Avenue, New York, New York 10022 Suite 1006
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(Address of principal executive offices)
212-605-0417
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(Telephone number)
0-12500 13-3145265
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Commission File No. IRS Employer ID No.
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Item 5. Other Events
A. Extension of Warrants. The Board of Directors approved the
extension of the Expiration Date of its Class A Warrants from April 16, 1997 to
April 16, 1998 and the Expiration Date of its Class B Warrants from April 16,
1997 to April 16, 1998. Attached hereto as Exhibit A and incorporated herein by
reference is a copy of the Ninth Amendment to the April 15, 1993 Warrant
Agreement between the Company and the Warrant Agent.
B. Ido Rosen, Zvika Livnat and Yeheskel Nathaniel have resigned as
members of the Board of Directors and Tina Maimon Arckens, residing in Belgium
has been elected a director of the Company. Mrs. Arckens is the sister of
Jackob Maimon, the Chairman of the Board of Directors of Naphtha Holdings Ltd.
and Naphtha Israel Petroleum Corp. Ltd. Mrs. Arckens is also the wife of Robert
Arckens, the controlling shareholder of United Kingsway Ltd., which may be
deemed to control the Company.
Item 7. Exhibits
Exhibit A - Ninth Amendment to Warrant Agreement.
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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.
Isramco, Inc.
(registrant)
March 31, 1997 By /s/ Haim Tsuff
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(date)
Chairman of the Board
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NINTH AMENDMENT TO WARRANT AGREEMENT
AGREEMENT, made as of March 31, 1997 between Isramco, Inc., a Delaware
corporation ("Company"), and American Stock Transfer Company, a New York
corporation, as Warrant Agent ("Warrant Agent").
W I T N E S S E T H:
WHEREAS, the Company in connection with a public offering of 3,500,000
Units ("Units"), each unit consisting of two (2) shares of the Company's Common
stock, par value $0.01 per share ("Common Stock"), two Class A Common Stock
Redeemable Warrants ("Class A Warrants") and two Class B Common Stock Redeemable
Warrants ("Class B Warrants") and (collectively the "Warrants"), issued
7,675,000 Class A Warrants and 7,675,000 Class B Warrants pursuant to a Warrant
Agreement dated the 15th day of April, 1993 (the "Warrant Agreement"); and
WHEREAS, the Company is desirous of amending the Warrant Agreement to
extend the Expiration Date for its Class A Warrants to April 16, 1998 and the
Expiration Date for its Class B Warrants to April 16, 1998.
NOW THEREFORE, in consideration of the promises and mutual agreements
hereinafter set forth, the parties hereto agree that the Warrant Agreement shall
be amended as follows:
1. Section 1. Definitions. (c) is hereby amended to provides as follows as:
"(c) "Expiration Date" shall mean, subject to the provisions of Section 9
hereof: (i) With respect to the Class A Redeemable Warrants, 5:00 p.m. (New York
time) on April 16, 1998; (ii) with respect to the Class B Redeemable Warrants,
5:00 p.m. (New York time) on April 16, 1998; or such later dates as the Company,
by authorization of its Board of Directors, shall determine. If any such date
shall in the State of New York be a holiday or a day on which banks are
authorized to close, then the Expiration Date shall be 5:00 p.m. (New York time)
on the next following day which in the State of New York is not a holiday or a
day on which banks are authorized to close."
2. All other terms and agreements except as hereinafter provided shall be
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
in the day and year first above written.
ISRAMCO, INC.
By: /s/ Haim Tsuff
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Haim Tsuff, Chairman of the Board
AMERICAN STOCK TRANSFER & TRUST CO.
By:
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Authorized Agent
