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): March 12, 2010
SYNERGY RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
Colorado None 20-2835920
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
20203 Highway 60
Platteville, Colorado 80651
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (970) 737-1073
N/A
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(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
See Item 8.01 of this report.
The Company relied upon the exemption provided by Rule 506 of the
Securities and Exchange Commission in connection with the sale of the securities
described in Item 8.01.
Item 8.01. Other Events
On December 29, 2009 the Company closed on the private sale of 41.65
Units. The Units were sold at a price of $100,000 per Unit.
Each Unit consisted of one Promissory Note in the principal amount of
$100,000 and 37,000 warrants. The Notes bear interest at 8% per year, payable
quarterly, and mature on December 31, 2012. At any time after May 31, 2010 the
Notes can be converted into shares of the Company's common stock, initially at a
conversion price of $1.60 per share. Each warrant entitles the holder to
purchase one share of the Company's common stock at a price of $6.00 per share.
The warrants expire December 31, 2014.
The offering was over subscribed and the Company exercised its option to
increase the size of the offering from 150 Units to 180 Units.
As of March 12, 2010 the Company had sold all 180 Units and held its final
closing on that date. Net proceeds to the Company, after placement agent
commissions and other offering expenses, were approximately $16,600,000.
The Company modified the terms of its Unit offering such that the
investors that collectively purchased the 180 Units will receive warrants to
purchase 50,000 shares of the Company's common stock, as opposed to warrants to
purchase 37,000 shares of the Company's common stock.
GVC Capital LLC, formerly Bathgate Capital Partners LLC, a full-service
investment banking firm headquartered in the Denver suburb of Greenwood Village,
Colorado, acted as the placement agent for the offering.
The Company will use the proceeds from the sale of the Units for its 35
well 2009/2010 drilling program in the Wattenberg Field of the D-J Basin. As of
March 15, 2010, the Company had drilled twelve wells and completed nine wells.
Four of these wells have been placed in production. The Notes will be secured by
any oil or gas wells drilled, completed or acquired with the proceeds from the
offering.
The Units were not registered under the Securities Act of 1933, and may not
be offered or sold in the United States absent registration or an applicable
exemption from registration.
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: March 15, 2010
SYNERGY RESOURCES CORPORATION
By: /s/ William E. Scaff, Jr.
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William E. Scaff, Jr., Vice President