UNITED STATES
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 13, 2013
SYNERGY RESOURCES CORPORATION
-----------------------------
(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, 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))
1
Item 2.01 Completion of Acquisition or Disposition of Assets
As previously reported in the Current Report on Form 8-K filed by Synergy
Resources Corporation ("Synergy") on March 7, 2013, Synergy entered into an
Exploration Agreement (the "Agreement") with Vecta Oil and Gas, Ltd., a Texas
limited partnership ("Vecta"), on March 1, 2013. The Agreement relates to
certain oil and gas properties located in the Denver-Julesberg Basin, Colorado.
The transactions contemplated by the Agreement closed on March 13, 2013. At
the closing, Synergy paid Vecta a leasehold reimbursement fee consisting of (i)
a cash payment of $2,928,502 and (ii) the issuance to Vecta of 100,000 shares of
Synergy's restricted common stock having a value, for purposes of the Agreement,
of approximately $660,000.
Synergy and Vecta will work together to (i) acquire new proprietary seismic
data across a portion of the oil and gas leases that are the subject of the
Agreement (the "Leases"); (ii) drill a horizontal well on one of the Leases to
evaluate either the Greenhorn Shale or Niobrara Shale; and (iii) conduct other
exploration projects in the area covered by the Leases as may be mutually agreed
upon. The Agreement contemplates the drilling of an initial well to test the
Greenhorn formation on or before October 31, 2013.
The foregoing description is qualified in its entirety by reference to the
full text of the Agreement which Synergy will file as an exhibit to its 10-Q
report for the three months ending February 28, 2013.
Item 3.02. Unregistered Sales of Equity Securities
The issuance of shares of common stock described in Item 2.01 of this
report was deemed to be exempt from registration under the Securities Act of
1933, as amended (the "Securities Act") in reliance upon Section 4(2) of the
Securities Act, as a transaction not involving a public offering. Vecta was
provided full information regarding Synergy's business and operations and there
was no general solicitation in connection with the offer or sale of these
securities. Vecta acquired the shares of restricted common stock for its own
account. The certificate representing the shares of restricted common stock
acquired by Vecta will bear a restrictive 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.
2
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 18, 2013
SYNERGY RESOURCES CORPORATION
By: /s/ Frank L. Jennings
----------------------------------
Frank L. Jennings, Principal Financial and
Accounting Officer