Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
TO
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 26, 2010
RECOVERY ENERGY, INC.
(Exact name of registrant as specified in its charter)
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Nevada
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333-152571
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74-3231613
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification Number)
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1515 Wynkoop Street, Suite 200
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Denver, CO
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80202
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(Address of Principal Executive Offices)
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(Zip Code)
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(888) 887-4449
(Registrant's telephone number, including area code)
Check the 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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EXPLANATORY NOTE
The Company is filing this Amendment No. 2 to Current Report on Form 8-K to amend its Current Report on Form 8-K filed on March 4, 2010 and its Current Report on Form 8-K/A filed on August 12, 2010 in order to include comments it received on its registration statement, including the restatement of its pro forma adjustments to weighted average shares to include the common shares issued to Hexagon Investments LLC. The unaudited pro forma condensed combined financial statements in the Company’s Current Report on Form 8-K/A filed on August 12, 2010 should not be relied upon.
Item 1.01 Entry into a Material Definitive Agreement.
As previously reported by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on March 4, 2010, on February 26, 2010, the Company completed the acquisition of the Wilke Field properties. This Current Report on Form 8-K/A amends the original report to provide the audited statements of revenues and direct operating expenses of the Wilke Field properties for the years ended December 31, 2008 and 2009 and the unaudited pro forma condensed combined financial statements of the Company for the year ended December 31, 2009.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Audited statements of revenues and direct operating expenses of the Wilke Field properties for the years ended December 31, 2008 and 2009, filed as Exhibit 99.1 hereto.
(b) Pro forma financial information.
Unaudited pro forma condensed combined financial statements of the Company for the year ended December 31, 2009, filed as Exhibit 99.2 hereto.
(c) Shell company transactions.
Not applicable.
(d) Exhibits.
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Exhibit No.
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Identification of Exhibits
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99.1
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Audited statements of revenues and direct operating expenses of the Wilke Field properties for the years ended December 31, 2008 and 2009.
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99.2
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Unaudited pro forma condensed combined financial statements of the Company for the year ended December 31, 2009.
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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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RECOVERY ENERGY, INC.
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Date: November 22, 2010
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By:
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/s/ Jeffrey A. Beunier
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Jeffrey A. Beunier
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Chief Financial Officer
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