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): May 24, 2011
SYNERGY RESOURCES CORPORATION
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(Exact name of Registrant as specified in its charter)
Colorado None 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
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N/A
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(Former name or former address if changed since last report)
Item 1.01 Entry into a Material Definitive Agreement
See Item 2.01 of this report.
Item 2.01 Completion of Acquisition or Disposition of Assets
On May 24, 2011 the Company acquired the following oil and gas properties
from Petroleum Exploration and Management, LLC (`PEM"), a company owned equally
by Ed Holloway and William E. Scaff, Jr., two of the Company's officers and
directors:
o 87 producing oil and gas wells;
o one shut-in well; and
o oil and gas leases covering approximately 6,968 gross acres.
PEM's working interest in the wells ranges between 3% and 100%. PEM's net
revenue interest in the wells ranges between 2.44% and 80%.
The acquisition was approved by:
o a majority of the Company's disinterested directors, and
o the vote of the Company's shareholders owning a majority of the shares
in attendance at a special meeting of the Company's shareholders held
on May 23, 2011, with Mr. Holloway and Mr. Scaff not voting.
In consideration for the oil and gas properties the Company paid PEM
$10,000,000 in cash and issued PEM 1,381,818 shares of the Company's restricted
common stock and a promissory note in the principal amount of $5,200,000. The
note pays interest annually at 5.25%, is due on January 2, 2012, and is secured
by the assets acquired from PEM. The Company did not assume any of PEM's
liabilities.
All of the properties acquired from PEM are located in the Denver-Julesburg
Basin.
Item 9.01 Financial Statements and Exhibits
The financial statements required by subpart (a) and (b) of this Item 9.01
will be filed by amendment.
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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: May 24, 2011
SYNERGY RESOURCES CORPORATION
By: /s/ Ed Holloway
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Ed Holloway, President
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