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): November 13, 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 2.01 Completion of Acquisition or Disposition of Assets
As previously reported in a current report on Form 8-K filed by Synergy
Resources Corporation on September 3, 2013, Synergy entered into an agreement
with an independent oil and gas company to acquire oil and gas properties
consisting of:
o 38 producing oil and gas wells, operated by the seller prior to
closing, all of which are now operated by Synergy;
o 7 producing oil and gas wells not operated by the seller, 6 of which
are operated by Synergy;
o one Class II disposal well;
o leases covering approximately 3,639 gross (1,000 net) acres; and
o miscellaneous equipment.
The transaction contemplated by the Agreement closed on November 13, 2013.
As a result of the acquisition Synergy has:
o an average working interest of approximately 27.5% (22% net revenue
interest) in the 45 producing wells,
o a 25% working interest in the Class II disposal well, and
o an average 27.5% working interest (22% net revenue interest) in the
oil and gas leases.
The purchase price for the oil and gas properties was approximately
$17,000,000. The purchase price was paid in cash of $12,750,000 and 550,518
restricted shares of Synergy's common stock which were valued at $4,250,000.
The producing oil and gas properties are located in the Wattenberg Field,
which is part of the Denver-Julesburg Basin. Synergy operates 44 of the wells
acquired in the transaction.
The foregoing description is qualified in its entirety by reference to the
full text of the agreement pertaining to the acquisition which will be filed as
an exhibit to Synergy's report on Form 10-Q for the period ending November 30,
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. The third
party which received the shares 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. The third party acquired
the shares of restricted common stock for its own account. The certificate
representing the shares bears 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.
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Item 9.01. Financial Statements and Exhibits
The financial statements required by Item 9.01(a) and (b) will be filed as
an amendment to this report.
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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: November 14, 2013
SYNERGY RESOURCES CORPORATION
By:/s/ Frank L. Jennings
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Frank L. Jennings, Principal Financial and
Accounting Officer