8-K 1 a2041099z8-k.txt 8-K COVER ============================================================================== 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): MARCH 8, 2001 PYR ENERGY CORPORATION ---------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE -------- (STATE OF OTHER JURISDICTION OF INCORPORATION) 0-20879 95-4580542 ------- ---------- (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NUMBER) 1675 BROADWAY, SUITE 2450 DENVER, COLORADO, 80202 ----------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES INCLUDING ZIP CODE) (303) 825-3748 -------------- (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) ============================================================================== ITEM 5. OTHER ITEMS On March 9, 2001, the Company completed the sale of a total of 1,450,000 shares of common stock for $8.00 per share, or a total of $11,600,000. A copy of the form of subscription agreement for this sale is attached as Exhibit 10.1 to this Form 8-K. The entities that entered into the subscription agreements and the number of shares subscribed to by each of them are set forth on Exhibit 10.2 to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits The following exhibits are filed herewith: EXHIBIT NUMBER DESCRIPTION ------- ----------- 5 Opinion of Patton Boggs LLP 10.1 Form of Subscription Agreement 10.2 List of Subscribers for Common Stock 23.1 Consent of Patton Boggs LLP (included in Exhibit 5) 23.2 Consent of Auditors SIGNATURE 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, thereunto duly authorized. PYR ENERGY CORPORATION Date: March 9, 2001 By: /s/ Andrew P. Calerich ---------------------------------------- Andrew P. Calerich Vice President and Chief Financial Office