SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
ANGELO GORDON & CO., L.P.

(Last) (First) (Middle)
C/O ANGELO, GORDON & CO., L.P.
245 PARK AVENUE, 26TH FLOOR

(Street)
NEW YORK NY 10167

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/11/2020
3. Issuer Name and Ticker or Trading Symbol
ABRAXAS PETROLEUM CORP [ AXAS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) 08/11/2020 (1) Common Stock 33,445,792 0.01 I See Footnote(2)
1. Name and Address of Reporting Person*
ANGELO GORDON & CO., L.P.

(Last) (First) (Middle)
C/O ANGELO, GORDON & CO., L.P.
245 PARK AVENUE, 26TH FLOOR

(Street)
NEW YORK NY 10167

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AG Energy Funding, LLC

(Last) (First) (Middle)
C/O ANGELO, GORDON & CO., L.P.
245 PARK AVENUE, 26TH FLOOR

(Street)
NEW YORK NY 10167

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AG PARTNERS LP

(Last) (First) (Middle)
C/O ANGELO, GORDON & CO., L.P.
245 PARK AVENUE, 26TH FLOOR

(Street)
NEW YORK NY 10167

(City) (State) (Zip)
1. Name and Address of Reporting Person*
JAMG LLC

(Last) (First) (Middle)
C/O ANGELO, GORDON & CO., L.P.
245 PARK AVENUE, 26TH FLOOR

(Street)
NEW YORK NY 10167

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GORDON MICHAEL L

(Last) (First) (Middle)
C/O ANGELO, GORDON & CO., L.P.
245 PARK AVENUE, 26TH FLOOR

(Street)
NEW YORK NY 10167

(City) (State) (Zip)
Explanation of Responses:
1. The warrant is exercisable until the earlier of August 11, 2025 and the date that is two years after the first date in which the Obligations (as defined in the Tem Loan Credit Agreement, dated as of November 13, 2019, among Abraxas Petroleum Corporation, the lenders party thereto from time to time and Angelo Gordon Energy Servicer, LLC, as amended, supplemented, restated or otherwise modified from time to time) has been paid in full in cash.
2. These securities are held directly by AG Energy Funding, LLC ("AG Energy Funding") for which Angelo, Gordon & Co, L.P. ("Angelo Gordon") is the manager. Michael L. Gordon is the managing member of JAMG LLC ("JAMG"), which is the managing member of AG Partners, LLC ("AG Partners"), which is the sole general partner of Angelo Gordon and Mr. Gordon is the chief executive officer of Angelo Gordon. Each of Mr. Gordon, JAMG and AG Partners may be deemed to control Angelo Gordon. Each of Angelo Gordon, AG Partners, JAMG and Michael L. Gordon disclaim beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein and this report shall not be deemed to be an admission that any of Angelo Gordon, AG Partners, JAMG or Michael L. Gordon is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Remarks:
Todd Dittmann, a managing director of AG Energy Funding, LLC ("AG Energy Funding") and a member of AG Energy Funding's executive committee, is a member of the Board of Directors of Abraxas Petroleum Corporation (the "Issuer"). For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, AG Energy Funding, Angelo Gordon & Co., L.P., AG Partners, LLC, JAMG LLC and Michael L. Gordon may be deemed to be directors by deputization of the Issuer due to their relationship with Mr. Dittmann.
/s/ Kirk Wickman, as Attorney-in-Fact for Michael L. Gordon, Managing Member of JAMG LLC, Managing Member of AG Partners, LLC, General Partner of Angelo, Gordon & Co., L.P., Manager of AG Funding, LLC 08/21/2020
/s/ Kirk Wickman, as Attorney-in-Fact for Michael L. Gordon, Managing Member of JAMG LLC, Managing Member of AG Partners, LLC, General Partner of Angelo, Gordon & Co., L.P. 08/21/2020
/s/ Kirk Wickman, as Attorney-in-Fact for Michael L. Gordon, Managing Member of JAMG LLC, Managing Member of AG Partners, LLC 08/21/2020
/s/ Kirk Wickman, as Attorney-in-Fact for Michael L. Gordon, Managing Member of JAMG LLC 08/21/2020
/s/ Kirk Wickman, as Attorney-in-Fact for Michael L. Gordon 08/21/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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