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): May 12, 2004
DENBURY RESOURCES INC.
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation or
organization)
1-12935 20-0467835
(Commission File Number) (I.R.S. Employer
Identification No.)
5100 Tennyson Parkway
Suite 3000
Plano, Texas 75024
(Address of principal executive (Zip code)
offices)
Registrant's telephone number, including area code: (972)673-2000
Item 4. Changes In Registrant's Certifying Accountant.
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On May 12, 2004, the Audit Committee of Denbury Resources Inc. (the
"Company") approved the appointment of PricewaterhouseCoopers LLP as the
Company's independent auditors for the fiscal year ending December 31, 2004, to
replace Deloitte & Touche LLP ("Deloitte") as the Company's independent auditors
effective as of May 12, 2004. The decision was affirmed by the Company's board
of directors.
Deloitte's audit reports on the Company's financial statements for the two
most recent fiscal years, which ended December 31, 2002 and 2003, respectively,
did not contain an adverse opinion or a disclaimer of opinion, nor were they
qualified or modified as to uncertainty or audit scope. Deloitte's 2003 report
was modified to address the Company's adoption in 2003 of SFAS 143.
During the Company's two most recent fiscal years, which ended December 31,
2002 and 2003, respectively, and the subsequent interim period through March 31,
2004:
(1) there were no disagreements between the Company and Deloitte on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved to
Deloitte's satisfaction, would have caused Deloitte to make reference to
the subject matter of the disagreement in connection with its reports;
(2) no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K)
occurred; and
(3) the Company did not consult with PricewaterhouseCoopers LLP regarding any
of the matters or events described in Item 304(a)(2)(i) and (ii) of
Regulation S-K.
The Company provided Deloitte with a copy of the foregoing statements. A
letter from Deloitte, dated May 17, 2004, is attached hereto as Exhibit
16.1.
Item 5. Other Events.
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On May 17, 2004, Denbury Resources Inc. issued a press release, attached as
Exhibit 99.1, announcing that it has renewed a stock repurchase program (the
"Plan") to purchase shares of its common stock on the New York Stock Exchange in
order for such repurchased shares to be made available for purchase by employees
under Denbury's Employee Stock Purchase Plan. The Plan is intended to comply
with the requirements of both SEC Rule 10b5-1 and Rule 10b-18. The Plan provides
for purchases through an independent broker of 50,000 shares of Denbury's common
stock per fiscal quarter for a period of twelve months, or a total of 200,000
shares, beginning July 1, 2004 and ending on June 30, 2005. Purchases are to be
made at prices and times determined in the discretion of the independent broker,
provided however that no purchases may be made during the last ten business days
of the fiscal quarter, which is the principal period for shares purchased by
employees pursuant to Denbury's Employee Stock Purchase Plan.
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Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits. The following exhibits are filed with this report on Form
8-K:
Exhibit No. Exhibit Description
16.1 Letter from Deloitte & Touche LLP to the Securities and Exchange
Commission, dated May 17, 2004, regarding change in certifying
accountant, pursuant to Item 304(a)(3) of Regulation S-K.
Press Release dated May 17, 2004, regarding renewal of Rule 10b5-1 Stock
99.1 Repurchase Program.
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SIGNATURE
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, thereunto duly authorized.
Dated: May 17, 2004
Denbury Resources Inc.
(Registrant)
By: /s/ Phil Rykhoek
----------------
Phil Rykhoek
Sr. Vice President and Chief
Financial Officer
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