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
February 28, 2003
Date of Report (date of earliest event reported)
NATURAL GAS SERVICES GROUP, INC.
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(Exact name of registrant as specified in its charter)
Colorado 1-31398 75-2811855
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(State or other jurisdiction (Commission File No.) I.R.S. Employer
of incorporation) (Identification No.)
2911 SCR 1260, Midland, Texas 79706
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(Address of principal executive offices) (Zip Code)
(915) 563-3974
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
On February 28, 2003, to be effective January 1, 2003, NGE Leasing,
Inc. ("NGE"), a wholly-owned subsidiary of Natural Gas Services Group, Inc.
("Natural Gas"), entered into an agreement with Hy-Bon Engineering Company, Inc.
("Hy-Bon") pursuant to which NGE agreed to purchase and Hy-Bon agreed to sell to
NGE 28 of Hy-Bon's compressor packages. In consideration therefor, NGE will pay
Hy-Bon $2,150,000.00. It is planned that the $2,150,000.00 will be borrowed by
Natural Gas from its current lender.
Within two months after the closing of the purchase and sale, which is
currently anticipated to be on March 31, 2003, Hy-Bon will withdraw as a member
of Hy-Bon Rotary Compression, L.L.C. effective as of January 1, 2003. In
consideration with its withdrawal, Hy-Bon will receive $67,144.11 from Hy-Bon
Rotary Compression, L.L.C. NGE, as the other member of Hy-Bon Rotary
Compression, L.L.C., will retain all assets of Hy-Bon Rotary Compression, L.L.C.
which as of December 31, 2002, had an unaudited aggregate value of $346,511.04.
NGE plans to dissolve Hy-Bon Rotary Compression, L.L.C. and NGE has agreed to
not operate under the name Hy-Bon.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements
None
(b) Pro Forma Financial Information
None
(c) Exhibits
2.1 Purchase and Sale Agreement by and between Hy-Bon Engineering
Company, Inc. and NGE Leasing, Inc.
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.
Dated: March 5, 2003 NATURAL GAS SERVICES GROUP, INC.
By: /s/ Wayne L. Vinson
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Wayne L. Vinson
President