S-8 POS 1 amnd-s8.txt AMENDMENT NO.1 TO FORM S-8 FILED JUNE 13, 2002 As filed with the Securities and Exchange Commission on June 14, 2002 Registration No. 333-90398 ------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------------------------------------- FORM S-8/A Amendment No. 1 to Form S-8 Filed June 13, 2002 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------------------------------------------------- DENBURY RESOURCES INC. (Exact name of registrant as specified in its charter) Delaware 75-2815171 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5100 Tennyson Parkway, Suite 3000 Plano, Texas 75024 (Address of principal executive offices) (Zip Code) -------------------------------------------------------------- DENBURY RESOURCES INC. STOCK OPTION PLAN DENBURY RESOURCES INC. EMPLOYEE STOCK PURCHASE PLAN (Full title of the plans) -------------------------------------------------------------- Phil Rykhoek Copy to: Chief Financial Officer Donald Brodsky Denbury Resources Inc. Deidre Shearer 5100 Tennyson Parkway, Suite 3000 Jenkens & Gilchrist, Plano, Texas 75024 A Professional Corporation (972) 673-2000 1100 Louisiana, Suite 1800 (Name, address and telephone number Houston, Texas 77002 including area code of agent for service) (713) 951-3300 CALCULATION OF REGISTRATION FEE
Proposed Proposed Amount Maximum Maximum Title of Class of to be Offering Price Aggregate Amount of Securities to be Registered Registered(1)(2) per Share(3)(4) Offering Price(3)(4) Registration Fee ------------------------------ ----------------- ---------------- -------------------- ---------------- Common Stock, $.001 par value 2,100,000 $ 8.71 $ 18,291,000 (5) ============================== ================= ================ ==================== ================ (1) The securities to be registered are 1,600,000 additional shares reserved for issuance under the Registrant's Stock Option Plan and 500,000 additional shares reserved for issuance under the Registrant's Employee Stock Purchase Plan (collectively the "Plans"). (2) Pursuant to Rule 416, this Registration Statement is deemed to include additional shares of Common Stock issuable under the terms of the Plan to prevent dilution resulting from any future stock split, stock dividend or similar transaction. (3) Estimated solely for the purpose of calculating the registration fee. (4) Calculated pursuant to Rule 457(c) and (h). Accordingly, the price per share of Common Stock offered hereunder pursuant to the Plans is a weighted average price based on (i) 1,696,548 shares of Common Stock reserved for issuance under the Plans that are not currently subject to outstanding stock options, at a price per share of $9.10, which is the average of the highest and lowest selling price per share of Common Stock by the New York Stock Exchange on June 11, 2002; and (ii) 403,452 shares of Common Stock reserved for issuance under the Stock Option Plan and subject to stock options already granted thereunder and outstanding as of June 13, 2002 at an exercise price of $7.09. (5) Previously paid.
PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT (a) Exhibits. The following documents are filed as a part of this registration statement. Exhibit Number Document Description ------- ------------------------------------------------------ 5 Revised opinion of Jenkens & Gilchrist, A Professional Corporation 2 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Plano, Texas, on June 14, 2002: Denbury Resources Inc. By: /s/ Phil Rykhoek ------------------------------------- Phil Rykhoek Chief Financial Officer and Secretary POWER OF ATTORNEY Signature Capacity Date --------- -------- ---- /s/ Ronald G. Greene Chairman of the Board of Directors June 14, 2002 -------------------- Ronald G. Greene /s/ Gareth Roberts President and Chief Executive Officer and June 14, 2002 ------------------ Director (Principal Executive Officer) Gareth Roberts /s/ Phil Rykhoek Chief Financial Officer and Secretary June 14, 2002 ---------------- (Principal Financial Officer) Phil Rykhoek /s/ Mark C. Allen Controller and Chief Accounting Officer June 14, 2002 ----------------- (Principal Accounting Officer) Mark C. Allen /s/ David I. Heather Director June 14, 2002 -------------------- David I. Heather 4 /s/ Wieland F. Wettstein Director June 14, 2002 ------------------------ Wieland F. Wettstein /s/ David B. Miller Director June 14, 2002 ------------------- David B. Miller * /s/ Phil Rykhoek June 14, 2002 ------------------------------- Phil Rykhoek *Attorney-in-Fact pursuant to Power of Attorney contained in original filing of the Registration Statement. 3 INDEX TO EXHIBITS Exhibit Number Document Description ------- ------------------------------------------------------ 5 Revised opinion of Jenkens & Gilchrist, A Professional Corporation 4