UNITED STATE
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): June 29, 2009
SYNERGY RESOURCES CORPORATION
------------------------------------------------
(Exact name of registrant as specified in its charter)
Colorado None 20-2835920
- ------------------------- ------------------ ----------------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
20203 Highway 60
Platteville, Colorado 80651
------------- ----------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (970) 737-1073
--------------
N/A
------------------------------------ ----
(Former name or former address if changed since last report)
Check appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below)
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 3.02 Unregistered Sales of Equity Securities.
On June 29, 2009 the Company completed the private sale of 1,000,000 units
at a price of $3.00 per unit. Each unit consisted of two shares of the Company's
common stock, one Series A Warrant and one Series B Warrant.
Each Series A Warrant entitles the holder to purchase one share of the
Company's common stock at a price of $6.00 per share. The Series A Warrants
expire on the earlier of December 31, 2012 or twenty days following written
notification from the Company that its common stock had a closing bid price at
or above $7.00 for any ten of twenty consecutive trading days.
Each Series B Warrant entitles the holder to purchase one share of the
Company's common stock at a price of $10.00 per share. The Series B Warrants
expire on the earlier of December 31, 2012 or twenty days following written
notification from the Company that its common stock had a closing bid price at
or above $12.00 for any ten of twenty consecutive trading days.
The Company relied upon the exemption provided by Section 4(2) of the
Securities Act of 1933 with respect to the sale of the units. The persons who
acquired the units were sophisticated investors and were provided full
information regarding the Company. There was no general solicitation in
connection with the offer or sale of the units. The persons who acquired the
units acquired them for their own accounts. The certificates representing shares
of common stock and warrants will bear a restricted legend providing that they
cannot be sold except pursuant to an effective registration statement or an
exemption from registration.
The Company paid Scottsdale Capital Advisors a commission of $47,600 in
connection with sale of 158,667 units.
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.
Date: June 30, 2009.
SYNERGY RESOURCES CORPORATION
By: /s/ William E. Scaff, Jr.
----------------------------------------
William E. Scaff, Jr., Vice President