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): June 14, 2013
SYNERGY RESOURCES CORPORATION
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(Exact name of registrant as specified in its charter)
Colorado 001-35245 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 1.01 Entry into a Material Definitive Agreement.
On June 13, 2013, Synergy Resources Corporation (the "Company") entered
into an underwriting agreement (the "Underwriting Agreement") with Johnson Rice
& Company L.L.C. acting severally on behalf of itself and the underwriters named
in Schedule I-A (the "Underwriters) to the Underwriting Agreement filed as
Exhibit 1 to the Company's Report on Form 8-K dated June 13, 2013. Pursuant to
the Underwriting Agreement, the Company agreed to sell, and the Underwriters
agreed to purchase for resale to the public (the "Offering"), subject to the
terms and conditions expressed therein, a total of 11,500,000 shares of common
stock (the "Shares"), at a price to the public of $6.25 per Share. In addition,
the Company granted the Underwriters a 30-day option to purchase up to an
additional 1,725,000 shares of common stock at the public offering price to
cover over-allotments, if any.
On June 14, 2013, the Underwriters exercised their over-allotment option in
full. The Offering of the 13,225,000 shares, which includes the 1,725,000 shares
as a result of the exercise of the Underwriters' over-allotment option, closed
on June 19, 2013. The net proceeds to the Company from the sale of the shares
was approximately $78,273,000, after deducting the underwriting discount and
offering expenses payable by the Company.
The Shares were offered and sold pursuant to the Company's existing shelf
registration statement on Form S-3 (333-186726) that was declared effective by
the Securities and Exchange Commission on April 23, 2013, a Preliminary
Prospectus dated April 23, 2013, a Preliminary Prospectus Supplement dated June
10, 2013 and an Issuer Free Writing Prospectus dated June 13, 2013. The opinion
of the Company's counsel regarding the validity of the Shares to be issued by
the Company as a result of the exercise of the over-allotment option is filed
herewith as Exhibit 5.
The foregoing description of the Underwriting Agreement is not complete and
is qualified in its entirety by reference to the full text of the Underwriting
Agreement, a copy of which was filed as Exhibit 1 to the Company's Report on
Form 8-K dated June 13, 2013, and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits. The following exhibits are filed
with this report:
5. Opinion of Hart & Hart, LLC.
23 Consent of Hart & Hart, LLC.
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 19, 2013
SYNERGY RESOURCES CORPORATION
By:/s/ Frank L. Jennings
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Frank L. Jennings, Principal Financial
Officer