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): September 14, 2015
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))
Item 1.01 Entry into a Material Definitive Agreement.
On September 14, 2015, Synergy Resources Corporation (the "Company")
entered into an agreement with K.P. Kauffman Company, Inc. (the "Seller")
pursuant to which the Company agreed to acquire from the Seller approximately
4,300 net acres of oil and gas leasehold interest and related assets in the DJ
Basin of Colorado for $35 million in cash and approximately 4.4 million shares
of the Company's common stock, in each case subject to certain customary
adjustments. The agreement contains provisions relating to title and
environmental due diligence, purchase price adjustments, indemnification,
representations and covenants typical for this type of transaction. The
agreement contemplates that the closing of this transaction, which is subject to
customary closing conditions, will occur in October 2015
Item 2.02 Results of Operations and Financial Condition
On September 15, 2015, the Company issued a press release providing an
update on certain operational matters, including estimated production for the
quarter and year ended August 31, 2015. A copy of the press release is attached
hereto as Exhibit 99.1.
The Company will hold a conference call on Friday October 16th at 11 am ET
(9 am MT) to discuss results for its fiscal year ended August 31st, 2015. The
company plans to file its 10-K and issue an earnings press release prior to the
call. Synergy President Lynn Peterson, CFO James Henderson, and COO Craig
Rasmuson will host the presentation, followed by a question and answer period.
Conference Call Details
Date: Friday, October 16th, 2015
Time: 11 am Eastern time (9 am. Mountain time)
Domestic Dial-In #: 877-407-9122
International Dial-In #: 201-493-6747
The conference call will be webcast simultaneously which you can access via
this link: http://syrginfo.equisolvewebcast.com/q4-2015 and via the investor
section of the company's web site at www.syrginfo.com.
Please call the conference telephone number 5-10 minutes prior to the start
time. An operator will register your name and organization. If you have any
difficulty connecting with the conference call, contact Rhonda Sandquist with
Synergy Resources at 970-737-1073.
A replay of the call will be available after 3:00 p.m. Eastern time on the
same day and until October 30th, 2015.
Domestic Toll-free Replay #: 877-660-6853
International Replay #: 201-612-7415
Replay ID#411931
2
Item 3.02. Unregistered Sales of Equity Securities
The information set forth in Item 1.01 of this report is incorporated
herein by reference. The offer, sale and issuance of the shares of the Company's
common stock in the transaction are exempt from registration pursuant to Section
4(a)(2) of the Securities Act of 1933, as amended. The Seller will acquire the
shares for investment only and not with a view to or for sale in connection with
any distribution thereof, and an appropriate legend will be affixed to the
shares.
Item 5.03. Amendments to Articles of Incorporation or Bylaws.
Effective September 14, 2015, the Company restated its Articles of
Incorporation. No substantive changes to the Articles of Incorporation were
effected pursuant to the restatement. The restated articles are attached hereto
as Exhibit 3.1
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number Description of Document
------ -----------------------
3.1 Restated Articles of Incorporation of Synergy Resources Corporation,
dated September 14, 2015.
99.1 Press release of Synergy Resources Corporation, dated September 15,
2015.
3
SIGNATURE
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 thereunto duly authorized.
SYNERGY RESOURCES CORPORATION
Dated: September 15, 2015 By: /s/ Lynn A. Peterson
--------------------------------------
Lynn A. Peterson
President