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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
Date of Report (Date of Earliest Event Reported):
SEPTEMBER 18, 2000
DevX ENERGY, INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
DELAWARE 0-21179 75-2615565
(State of incorporation) (Commission File No.) (IRS Employer Identification No.)
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13760 NOEL ROAD, SUITE 1030
DALLAS, TEXAS 75240-7336
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (972) 233-9906
QUEEN SAND RESOURCES, INC.
(Former name or former address, if change since last report)
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ITEM 5. OTHER EVENTS
ANNUAL MEETING. We held our 2000 Annual Meeting of Stockholders on
September 18, 2000, at which our stockholders approved:
(1) the election of three directors to hold office until the next
Annual Meeting of Stockholders or until their successors have been duly
qualified and elected,
(2) an amendment to our restated articles of incorporation to effect at
anytime before October 31, 2000, a one-for-156 reverse stock split, to
maintain the number of authorized shares of common stock at 100,000,000
and to increase the par value of the common stock from $0.0015 to
$0.234 per share,
(3) a plan of recapitalization involving the exchange of the 9,600,000
outstanding shares of our Series A preferred stock for 212,500 shares
of post reverse-split common stock; the exchange of the 2,173
outstanding shares of Series C preferred stock and warrants exercisable
for 340,153 shares of common stock for 120,000 shares of post
reverse-split common stock; and the exchange of the 1,593,918 remaining
unexercised common stock repricing rights and warrants exercisable for
655,000 shares of common stock for 400,000 shares of post reverse-split
common stock,
(4) an amendment to our restated certificate of incorporation to change
the name of the company from Queen Sand Resources, Inc. to DevX Energy,
Inc., and
(5) the appointment of Ernst & Young LLP as our independent public
accountants for the fiscal year ending June 2001.
As of July 21, 2000, the record date for the meeting, 90,288,538 shares
of voting capital stock, comprised of 80,688,538 shares of common stock and
9,600,000 shares of Series A preferred stock, and 2,173 shares of Series C
preferred stock, were issued and outstanding.
Edward J. Munden was elected as a director and received 71,183,520
votes for his election, with 5,722,536 votes withheld. Robert P. Lindsay was
elected as a director and received 71,213,270 votes for his election, with
5,692,786 votes withheld. Bruce I. Benn was elected as a director and received
58,075,008 votes for his election, with 18,831,048 votes withheld.
The proposal to amend our restated certificate of incorporation to
effect a one-for-156 reverse stock split, to maintain the number of authorized
shares of common stock at 100,000,000 and to increase the par value of the
common stock from $0.0015 to $0.234 per share was approved with the holders of
our common stock and Series A preferred voting together as a class casting
70,869,595 votes in favor of approval, 6,215,861 votes against and 600 votes
abstaining. All of the shares of our Series A preferred stock and 1,921 shares
of our Series C preferred stock were voted in favor of the reverse stock split.
The adoption of the proposal to effect the plan of recapitalization was
approved with the holders of our common stock and Series A preferred voting
together as a class casting 49,601,540 votes in favor of approval, 10,200,303
votes against and 49,291 votes abstaining. All of the
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shares of our Series A preferred stock and 1,921 shares of our Series C
preferred stock were voted in favor of the recapitalization.
The adoption of an amendment to the Restated Certificate of
Incorporation to change the name of the company from Queen Sand Resources, Inc.
to DevX Energy, Inc. was approved with the holders of our common stock and
Series A preferred voting together as a class casting 71,172,062 votes in favor
of approval, 5,904,794 votes against and 9,200 votes abstaining. All of the
shares of our Series A preferred stock were voted in favor of the name change
amendment. An amendment effecting the name change was filed with the Secretary
of State of the State of Delaware on September 19, 2000.
Ernst & Young LLP was ratified as our independent public accountants
for the fiscal year ended June 30, 2001 by the vote of our common stock and our
Series A preferred stock voting together as a class. They received 71,825,995
votes for their ratification, 5,111,694 votes against and 148,367 votes
abstaining.
CHANGE IN MANAGEMENT. On September 15, 2000, Ronald I. Benn resigned
from his position as our Chief Financial Officer in order to pursue other
ventures. Effective immediately after Mr. Benn's resignation, William W. Lesikar
was appointed Chief Financial Officer. Mr. Lesikar has served as Vice President
of Finance since June 1998.
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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.
DevX ENERGY, INC.
Date: September 20, 2000 By: /s/ EDWARD J. MUNDEN
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Name: Edward J. Munden
Title: President and Chief Executive
Officer
