0001213900-11-003265.txt : 20110615 0001213900-11-003265.hdr.sgml : 20110615 20110615123633 ACCESSION NUMBER: 0001213900-11-003265 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110615 DATE AS OF CHANGE: 20110615 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RECOVERY ENERGY, INC. CENTRAL INDEX KEY: 0001437557 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-85425 FILM NUMBER: 11912473 BUSINESS ADDRESS: STREET 1: 1515 WYNKOOP STREET STREET 2: SUITE 200 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 888-991-1114 MAIL ADDRESS: STREET 1: 1515 WYNKOOP STREET STREET 2: SUITE 200 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL HOLDINGS INC DATE OF NAME CHANGE: 20080612 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PARKER ROGER A CENTRAL INDEX KEY: 0001204295 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: 370 17TH STREET STREET 2: SUITE 4300 CITY: DENVER STATE: CO ZIP: 80202 SC 13D 1 sc13d111609parker_recovery.htm SCHEDULE 13D sc13d111609parker_recovery.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO § 240.13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO § 240.13d-2(a)
 
(Amendment No.  )*
 
Recovery Energy, Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
75626X103
(CUSIP Number)
 
Roger Parker
c/o Recovery Energy, Inc.
1515 Wynkoop Street, Suite 200
Denver, CO 80202
 (888) 887-4449
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
11/16/2009
(Date of Event which Requires Filing of this Statement)
 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  o

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 
1
 
 
CUSIP No.  75626X103
     
1.
Names of Reporting Persons
  
 
Roger A. Parker
     
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
     
 
(a)
   o
     
 
(b)
   o
     
3.
SEC Use Only
     
4.
Source of Funds (See Instructions)
  
 
OO
     
5.
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    o
     
6.
Citizenship or Place of Organization
  
 
United States of America
     
 
7.
Sole Voting Power
   
5,500,000
Number of
    
Shares
8.
Shared Voting Power
Beneficially
  
N/A
Owned by
    
Each
9.
Sole Dispositive Power
Reporting
  
5,500,000
Person With
    
 
10.
Shared Dispositive Power
   
N/A
     
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
5,500,000
     
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o
     
13.
Percent of Class Represented by Amount in Row (11)
 
8.8%
     
14.
Type of Reporting Person (See Instructions)
 
IN
     

 
2
 
 
   
Item 1.
Security and Issuer.
   
 
Title and class of securities: Common Stock, par value $0.0001 per share (the “Common Stock”)
   
 
Issuer:  Recovery Energy, Inc. (the “Issuer”)
   
 
Name and Address of principal executive office of Issuer:  1515 Wynkoop Street, Suite 200
Denver, CO 80202
   
Item 2.
Identity and Background.
   
 
(a)   The Schedule 13D is filed by Roger A. Parker (the “Reporting Person”)
   
 
(b)  The address of Reporting Person is: c/o Recovery Energy, Inc., 1515 Wynkoop Street, Suite 200, Denver, CO 80202
   
 
(c)  The present principal occupation or employment of Reporting Person is: Chairman of the Board, Chief Executive Officer, and President of the Issuer
   
 
(d)  Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
   
 
(e) Reporting Person has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding been or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
   
 
(f) Reporting Person is a citizen of the United States of America.
   
Item 3.
Source and Amount of Funds or Other Consideration.
   
 
On January 1, 2010, the Reporting Person acquired 1,000,000 shares of Common Stock of the Issuer, and on May 1, 2010, the Reporting Person acquired 4,500,000 shares of Common Stock of the Issuer, pursuant to the agreements referenced in Item 4 of this Schedule 13D.
   
Item 4.
Purpose of Transaction.
   
 
On November 16, 2009, the Reporting Person and the Issuer entered into a Non-Executive Director Appointment Agreement, as amended, pursuant to which the Reporting Person will provide non-executive director services to the Issuer in exchange for, among other things, stock grants, as further described in Item 6 of this Schedule 13D.
 
On April 19, 2011, the Reporting Person and the Issuer entered into a Third Amended and Restated Employment Agreement (original employment agreement dated May 1, 2010 between the Reporting Person and the Issuer), pursuant to which the Reporting Person will provide services as Chief Executive Officer and President of the Issuer in exchange for, among other things, stock compensation, as further described in Item 6 of this Schedule 13D.
   
Item 5.
Interest in Securities of Issuer.
   
 
(a) Reporting Person is the direct beneficial owner of 5,500,000 shares of Common Stock, representing approximately 8.8% of Issuer's issued and outstanding shares of Common Stock, all of which were acquired by the Reporting Person as described in Item’s 3, 4 and 6 of this Schedule 13D.
   
 
(b)  Reporting Person has the sole power to vote or direct the vote and sole power to dispose or to direct the disposition of 5,500,000 shares of Common Stock.
   
 
(c) Reporting Person has not effected any transactions in the Common Stock during the past 60 days.
   
 
(d) Not applicable.
   
 
(e) Not applicable.
   
 
 
3
 
 
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of Issuer.
   
 
On November 16, 2009, the Reporting Person and the Issuer entered into a non-executive director appointment agreement, as amended on December 31, 2009 and May 1, 2010 (the “Director Appointment Agreement”).  The Director Appointment Agreement provided that, among other things, the Reporting Person was entitled to receive a stock grant of 1,000,000 shares Common Stock.  The foregoing description of the Director Appointment Agreement is qualified in its entirety by reference to the Director Appointment Agreements filed as Exhibits 1, 2 and 3 hereto, which are incorporated herein by reference.
 
On May 1, 2010, the Reporting Person and the Issuer entered into an employment agreement, as amended and restated on September 27, 2010, December 20, 2010 and April 19, 2011 (the “Employment Agreement”).  The Employment Agreement provides that, among other things, the Reporting Person is entitled to receive a stock grant of 4,500,000 shares of Common Stock.  The foregoing description of the Employment Agreement is qualified in its entirety by reference to the Employment Agreements filed as Exhibits 4, 5, 6, and 7 hereto, which are incorporated herein by reference.
   
Item 7.
Material to be Filed as Exhibits.
   
Exhibit 1
Non-Executive Director Appointment Agreement, dated November 16, 2009, (incorporated herein by reference to Exhibit 10.3 to the Issuer’s Current Report on Form 8-K filed on November 23, 2009).
Exhibit 2
Amended and Restated Non-Executive Director Appointment Agreement, dated December 31, 2009, (incorporated herein by reference to Exhibit 10.2 to the Issuer’s Current Report on Form 8-K filed on January 7, 2010).
Exhibit 3
Second Amended and Restated Director Appointment Agreement, dated May 1, 2010, (incorporated herein by reference to Exhibit 10.4 to the Issuer’s Current Report on Form 8-K filed on May 20, 2010).
Exhibit 4
Employment Agreement, dated May 1, 2010, (incorporated herein by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on May 20, 2010).
Exhibit 5
Amended and Restated Employment Agreement, dated September 27, 2010, (incorporated herein by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on October 1, 2010).
Exhibit 6
Second Amended and Restated Employment Agreement, dated December 20, 2010, (incorporated herein by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on December 23, 2010.
Exhibit 7
Third Amended and Restated Employment Agreement, dated April 19, 2011, (incorporated herein by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on April 25, 2011).
Exhibit 24
Power of Attorney

 
4
 
 
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


   
 
Date:  June 14, 2011
   
   
   
   
 
/s/ Roger A. Parker
 
Roger A. Parker
   
   
   

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 
 
 
 
5 
EX-24.1 2 sc13d1109parkerex24_recovery.htm POWER OF ATTORNEY sc13d1109parkerex24_recovery.htm
EXHIBIT 24
 
 
POWER OF ATTORNEY
 
 
Know all by these presents, that the undersigned hereby constitutes and appoints Jeffrey M. Knetsch, the undersigned's true and lawful attorney-in-fact to:
 
(1)   prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) and Rule 13d-1 of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;
 
(2)     execute for and on behalf of the undersigned, Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the "Act") and Schedules 13D and 13G in accordance with Rule 13d-1 of the Act, and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of the Company;
 
(3)     do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, 5, Schedule 13D or 13G, or or other form or report, and timely file such form or report with the SEC and any stock exchange or similar authority; and
 
(4)     take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
 
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 or Rule 13d-1 of the Act.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, 5 or Schedules 13D or 13G with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of June, 2011.
 
/s/ Roger A. Parker
Signature

Roger A. Parker
Print Name