-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SEx+cFgJ92YyXdFgCobIumSP6ADZCZY7J58XREV3G5weKNhD78Qv6rb9oJMa23AY ApEHMZc2FXorOSuOr5XKLw== 0001358831-07-000001.txt : 20070419 0001358831-07-000001.hdr.sgml : 20070419 20070419171113 ACCESSION NUMBER: 0001358831-07-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070419 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070419 DATE AS OF CHANGE: 20070419 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGACY RESERVES L P CENTRAL INDEX KEY: 0001358831 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33249 FILM NUMBER: 07776675 BUSINESS ADDRESS: STREET 1: 303 W WALL ST SUITE 1600 CITY: MIDLAND STATE: TX ZIP: 79701 BUSINESS PHONE: 432-682-2516 MAIL ADDRESS: STREET 1: 303 W WALL ST SUITE 1600 CITY: MIDLAND STATE: TX ZIP: 79701 8-K 1 form_8-k.htm FORM 8-K REGARDING EAST BINGER CLOSING form_8-k.htm
 


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): April 16, 2007


Legacy Reserves LP
(Exact name of registrant as specified in its charter)



Delaware
1-33249
16-1751069
(State or other jurisdiction of
(Commission
(IRS Employer
incorporation)
 File Number)
Identification No.)
 

303 W. Wall Street, Suite 1600
  
Midland, Texas
79701
(Address of principal executive offices)
 (Zip Code)




Registrant’s telephone number, including area code: (432) 682-2516


NOT APPLICABLE
(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))


 
 
 

 
 

 
Item 2.01 Completion of Acquisition or Disposition of Assets.

East Binger Unit Acquisition Agreement.

On April 16, 2007, Legacy Reserves Operating LP, a wholly owned subsidiary of Legacy Reserves LP (“Legacy”) closed its previously announced acquisition (the “East Binger Acquisition” ) of certain oil and natural gas producing properties located in the East Binger (Marchand) Unit in Caddo County, Oklahoma from Nielson & Associates, Inc. for an aggregate purchase price of approximately $45 million, subject to customary purchase price adjustments, paid $30 million in cash with the remainder paid with the issuance of 611,247 units representing limited partner interests in Legacy.
Concurrently with the closing of the East Binger Acquisition, Legacy granted Nielson & Associates, Inc. and their permitted transferees certain rights to have the units they acquired at the close of this acquisition included in registration statements that may be filed in the future or at their request.

Item 3.02 Unregistered Sales of Equity Securities.

The information set forth under Item 2.01 above is incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits.

(a)           Financial statements of businesses acquired.

The financial statements required in connection with the East Binger Acquisition are not included in this Current Report on Form 8-K. Legacy will file the required financial statements within 71 calendar days after the date this Current Report on Form 8-K was required to be filed with the Securities and Exchange Commission.

(b)           Pro forma financial information.

The financial statements required in connection with the East Binger Acquisition are not included in this Current Report on Form 8-K. Legacy will file the required financial statements within 71 calendar days after the date this Current Report on Form 8-K was required to be filed with the Securities and Exchange Commission.

 

 
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.


 
LEGACY RESERVES LP
 
By:  Legacy Reserves GP, LLC, its general partner
  
       
Date: April 19, 2007
By:
/s/ William M. Morris  
    William M. Morris  
    Vice President, Controller and Chief Accounting Officer  
       


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