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: March 16, 2011
RANCHER ENERGY CORPORATION
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(Exact name of registrant as specified in its charter)
Nevada 000-51425 98-0422451
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(State or other jurisdiction of (Commission File (IRS Employer
of incorporation) Number) Identification Number)
999 18th Street, Suite 3400, Denver, CO 80202
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(Address of Principal Executive Offices) (Zip Code)
(303) 629-1125
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Registrant's telephone number, including area code
N/A
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(Former name or former address, if changed since last report)
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:
[ ] 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-4(c) under the Exchange
Act (17 CFR 240.13e-4(c)
SECTION 2 - FINANCIAL INFORMATION
Item 2.01 Completion of Acquisition or Disposition of Assets
Closing of Sale of Debtor's Assets
On March 16, 2011, Rancher Energy Corporation ("the Company") closed on the sale
of substantially all of its assets pursuant to the Asset and Purchase Agreement
with Linc Energy Petroleum (Wyoming), Inc. ("Linc") dated as of December 20,
2010, previously disclosed in the Company's Current Report on Form 8-K, filed
with the Securities and Exchange Commission (SEC) on March 3, 2011. Such sale of
assets was approved by United States Bankruptcy Court for the District of
Colorado (the "Court"), in connection with the Company's Chapter 11 Bankruptcy
proceedings (Case number 09-32943.)
In exchange for cash of $20 Million plus other potential future consideration up
to $825,000, and subject to other adjustments as specified in the Asset Purchase
Agreement, the Company sold all right, title and interest in and to
substantially all operating assets, properties, rights and business of every
kind, character and description, to the extent owned, held or primarily used in
the conduct of the Company's business. At December 31, 2010, the Company's total
assets, not counting cash and cash equivalents and operator bond deposits had a
total net book value of $16,500,000. Funds from the sale of assets were
primarily used to pay outstanding principal and accrued interest on a
Debtor-In-Possession Loan.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following is a complete list of exhibits filed as
part of this Report. Exhibit numbers correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.
Exhibit No. Description
10.1 Asset Purchase Agreement by and between Rancher Energy
Corp and Linc Energy Petroleum
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*Filed as an exhibit to the Current Report on Form 8-K, filed with the SEC on
March 3, 2011
2
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.
RANCHER ENERGY CORPORATION
By: /s/ Jon Nicolaysen
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Jon Nicolaysen, Chief Executive
Officer
Date: March 17, 2011
