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
May 30, 2003
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Date of Earliest Reported Event
AMEN Properties, Inc.
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(Exact name of registrant as specified in its Charter)
Delaware
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(State or other jurisdiction of incorporation)
000-22847
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(Commission File Number)
54-1831588
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(IRS Employer Identification No.)
303 W. Wall Street, Suite 1700
Midland, Texas 79701
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(Address of principal executive offices) (Zip Code)
(432) 684-3821
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(Registrant's telephone number, including area code)
NA
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(Former Name of Former Address, if Changed Since Last Report)
Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of
1934
FORM 8-K
Item 5. Other Events and Regulation FD Disclosure.
On Friday, May 30, 2003, AMEN Properties, Inc ("the Company") entered into
agreements effective May 30, 2003 ("the Agreements") with its Series A and
Series B Preferred Shareholders ("the Preferred Shareholders") pursuant to which
the Preferred Shareholders agreed to the suspension of the accrual of dividends
on the Series A and Series B Preferred Stock from and after April 1, 2003.
Additionally, the Company agreed to declare and pay the accrued and unpaid
dividends on the Preferred Stock through March 31, 2003 in shares of the
Company's common stock in accordance with the Series A and Series B Preferred
Stock Designations ("the Designations"). As a result, the Company will issue
209,302 unregistered shares of common stock of the Company to satisfy the
accrued dividend as of March 31,2003. In addition, the Preferred Shareholders
agreed to amend the designations to effect the terms of the agreement.
In accordance with the Designations, the number of common shares to be issued
was determined by dividing the accrued dividend of $360,000 by $1.72, which
represents the average closing price of the Company's common stock for the sixty
(60) trading days prior to the dividend declaration. The dividend was approved
by the Company's Board of Directors on May 6, 2003, pending execution of the
Agreements by all of the Preferred Shareholders, for owners of record on June 6,
2003. Although the newly issued common shares are not currently registered, the
Company does intend on filing a Form S-3 to register these securities, plus
securities to be issued in the event of conversion of the Series A and Series B
Preferred Stock. The suspension of future dividends will eliminate the 6% annual
dividend, representing a $42,000 accrual per calendar quarter.
Item 7. Financial Statements and Exhibits
(a) Financial Statements - not applicable
(b) Pro Forma Financial Information - not applicable
(c) Exhibits
10.1 Agreement to Suspend Dividends and Consent of Holders of Series A
Preferred Stock of AMEN Properties, Inc.
10.2 Agreement to Suspend Dividends and Consent of Holders of Series B
Convertible Preferred Stock of AMEN Properties, Inc.
99.1 Press release of AMEN Properties, Inc. dated June 2, 2003, titled
"AMEN Properties Announces Preferred Stock Dividend and Suspension of
Future Preferred Stock Dividends"
Exhibit Index
Exhibit no. Document description
10.1 Agreement to Suspend Dividends and Consent of Holders of Series A
Preferred Stock of AMEN Properties, Inc.
10.2 Agreement to Suspend Dividends and Consent of Holders of Series B
Convertible Preferred Stock of AMEN Properties, Inc.
99.1 Press release of AMEN Properties, Inc. dated June 2, 2003 titled
"AMEN Properties Announces Preferred Stock Dividend and Suspension
of Future Preferred Stock Dividends."
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.
AMEN Properties, Inc.
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(Registrant)
Date: June 2, 2003 By /s/ Eric Oliver
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Chairman of the Board of Directors and Chief
Executive Officer
(Signature)