UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A/A
Amendment No. 2
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SWIFT ENERGY COMPANY
(Exact name of Registrant as specified in its charter)
TEXAS 20-3940661
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
16825 Northchase Drive, Suite 400
Houston, Texas 77060
(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 is to be registered
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Preferred Share Purchase Rights New York Stock Exchange
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. X
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If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box.
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Securities Act registration statement file number to which this form relates:
None
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant's Securities to be Registered.
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Reference is hereby made to the Registration Statement on Form 8-A filed on
August 11, 1997 and Amendment No. 1 on Form 8-A/A filed on April 7, 1999 (the
"Registration Statement") with the Securities and Exchange Commission by Swift
Energy Company, a Texas corporation (the "Company" or "Swift Energy"), relating
to the rights distributed to the stockholders of the Company (the "Rights") in
connection with the Rights Agreement dated as of August 1, 1997, as amended and
restated as of March 31, 1999, amended as of December 12, 2005, and amended as
of December 21, 2006 (the "Rights Agreement"), between the Company and American
Stock Transfer & Trust Company, as Rights Agent (the "Rights Agent"). All
capitalized terms not defined in this Registration Statement have the meanings
assigned in the Rights Agreement.
The Registration Statement is hereby amended by adding the following text
after the last paragraph of the Registration Statement:
The Company and the Rights Agent have entered into Amendment No. 2 to
Rights Agreement, dated as of December 21, 2006 ("Amendment No. 2"). Amendment
No. 2 amends the Rights Agreement to:
- extend the "Final Expiration Date" to December 20, 2016; and
- change the "Purchase Price" to $250 for each one one-thousandth of a
share of Preferred Stock purchasable upon exercise of a Right.
The preceding summary of the principal terms of the Amendment No. 2 is a general
description only and is subject to the detailed terms and conditions of
Amendment No. 2, which is incorporated herein by reference to Exhibit 4.1 to
this Registration Statement on Form 8-A/A.
Item 2 Exhibits
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Exhibit No. Exhibit Description
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4.1* Amendment No. 2 to Rights Agreement dated as of December
21, 2006
4.2* Specimen of Right Certificate included as an attachment to
Amendment No. 2 to Rights Agreement dated as of December
21, 2006 (included herewith in Exhibit 4.1).
4.3 Amendment No. 1 to Rights Agreement dated as of December
12, 2005, incorporated by reference to Exhibit 4.3 to
Current Report on Form 8-K as filed with the Commission on
December 29, 2005.
4.4 Rights Agreement dated as of August 1, 1997, as amended and
restated as of March 31, 1999, incorporated by reference to
Exhibit 4 to Registration Statement on Form 8-A/A Amendment
No. 1 as filed with the Commission on April 7, 1999.
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*Filed herewith
SIGNATURE
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.
Date: December 22, 2006
Swift Energy Company
By:/s/ Terry E. Swift
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Terry E. Swift
Chairman of the Board and
Chief Executive Officer
EXHIBIT INDEX
Exhibit No. Exhibit Description
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4.1* Amendment No. 2 to Rights Agreement dated as of December
21, 2006
4.2* Specimen of Right Certificate included as an attachment to
Amendment No. 2 to Rights Agreement dated as of December
21, 2006 (included herewith in Exhibit 4.1).
4.3 Amendment No. 1 to Rights Agreement dated as of December
12, 2005, incorporated by reference to Exhibit 4.3 to
Current Report on Form 8-K as filed with the Commission on
December 29, 2005.
4.4 Rights Agreement dated as of August 1, 1997, as amended and
restated as of March 31, 1999, incorporated by reference to
Exhibit 4 to Registration Statement on Form 8-A/A Amendment
No. 1 as filed with the Commission on April 7, 1999.
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*Filed herewith