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| DMLP > SEC Filings for DMLP > Form 8-K on 19-May-2009 | All Recent SEC Filings |
19-May-2009
Entry into a Material Definitive Agreement
On May 15, 2009, Dorchester Minerals, L.P. ("DMLP") executed a definitive agreement to acquire producing and nonproducing mineral and royalty interests located in Tarrant County, Texas from Tiggator, Inc., TRB Minerals, LP and West Fork Partners, L.P. The properties consist of varying undivided mineral and overriding royalty interests in six tracts totaling approximately 1820 acres in what is commonly referred to as the Core Area of the Barnett Shale Trend. All of the mineral interests were leased in 2003 to a predecessor of Chesapeake Energy Corporation, the current operator of and majority working interest owner in the lease.
The transaction will be structured as a non-taxable contribution and exchange. The contributing entities will convey their undivided mineral and royalty interests in the tracts to DMLP and deliver cash in amount equal to net cash receipts since March 31, 2009. DMLP will issue an aggregate of 1,600,000 units to the contributing entities from its Registration Statement on Form S-4. Consummation of the transaction is subject to usual and customary closing conditions and is expected to occur on June 30, 2009.
Item 7.01
And 9.01 Regulation FD Disclosure and Financial Statements and Exhibits
(a) and (b) If required, we will file the financial statements and/or pro forma financial information required by Item 9.01(a) and/or (b) of Form 8-K by amendment to this Current Report on Form 8-K on or prior to 71 calendar days from the date we are required to report the transaction.
(d) Exhibits
99.1 Press Release dated May 15, 2009. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Limitation on Incorporation by Reference
In accordance with general instructions B.2 and B.6 of Form 8-K, the information disclosed in this report under Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.
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