UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
placeCityWASHINGTON, StateD.C. PostalCode20549
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): December 5, 2012
SYNERGY RESOURCES CORPORATION
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(Exact name of Registrant as specified in its charter)
Colorado 001-35245 20-2835920
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
20203 Highway 60
Platteville, StateColorado PostalCode80651
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (970) 737-1073
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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))
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Item 2.01 Completion of acquisition or disposition of assets
On December 5, 2012 Synergy Resources Corporation acquired the following
oil and gas properties from Orr Energy, LLC:
o 36 producing oil and gas wells;
o leases covering approximately 3,933 gross (3,196 net) acres; and
o miscellaneous equipment.
Synergy has:
o a 100% working interest (77% net revenue interest) in 29 of the
producing wells, with a smaller working/net revenue interest in the
remaining 7 wells; and
o working interests ranging from 100% to 10.3% (net revenue interests
ranging from 80% to 8.24%) in any wells which it elects to drill and
complete on the acquired leases.
The producing oil and gas properties acquired from Orr Energy are located
in the Wattenberg field, which is part of the Denver-Julesburg Basin.
Approximately 1,000 undeveloped acres are located in the Denver-Julesburg Basin
in an area which is north east of the Wattenberg field.
The purchase price for the oil and gas properties was $42,000,000,
consisting of cash of $30,000,000 and 3,128,422 restricted shares of Synergy's
common stock (valued at $12,000,000 for purposes of the transaction).
Item 3.02. Unregistered Sales of Equity Securities
The shares of common stock issued to Orr Energy, LLC, as disclosed in Item
2.01 of this report, were not registered under the Securities Act of 1933 and
are restricted securities. Synergy relied upon the exemption provided by Section
4(2) of the Securities Act of 1933 in connection with the issuance of these
shares. Orr Energy was a sophisticated investor and was provided full
information regarding Synergy's business and operations. There was no general
solicitation in connection with the offer or sale of these securities. Orr
Energy acquired these shares for its own account. The certificate representing
these shares bears a restricted legend providing that the shares cannot be sold
except pursuant to an effective registration statement or an exemption from
registration. No commission was paid to any person in connection with the
issuance of these shares.
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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: December 6, 2012.
SYNERGY RESOURCES CORPORATION
By: /s/ Frank L. Jennings
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Frank L. Jennings, Principal Financial
and Accounting Officer