UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K/A-1
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): November 7, 2019
 
 
PURE CYCLE CORPORATION
(Exact name of registrant as specified in its charter)
 
Colorado
(State or other jurisdiction of incorporation)
 
0-8814
 
84-0705083
(Commission File Number)
 
(IRS Employer Identification No.)
 
34501 East Quincy Avenue, Building 34, Box 10, Watkins, CO 80137
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone, including area code  (303) 292-3456
 
N/A
(Former name or former address, if changed since last report.)
 
Securities registered pursuant to Section 12(b) of the Act:
 
 
Common Stock 1/3 of $.01 par value
 PCYO
The NASDAQ Stock Market
(Title of each class)
 (Trading Symbol(s))
(Name of each exchange on which registered)
 
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 (see General Instruction A.2. below):
 
☐  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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 
 
 
Amendment No. 1
 
This Amendment No. 1 on Form 8-K/A (the “Amendment”) amends the Current Report on Form 8-K filed by Pure Cycle Corporation, a Colorado corporation (the “Registrant”), on November 7, 2019 (the “Original Filing”). The purpose of the Amendment is to correct certain numbers in the press release that was included as an exhibit to the Original Filing related to the Registrant’s quarterly and annual results of operation. The press release included with the Original Filing understated the Registrant’s tax benefit, which resulted in an understatement of the Registrant’s net income and earnings per share.
 
Item 2.02    Results of Operations and Financial Condition.
 
On November 12, 2019, the Registrant issued a press release announcing corrected financial results for the fourth quarter and fiscal year ended August 31, 2019. A copy of the press release is attached to this report as Exhibit 99.1.
 
The information in this current report on Form 8-K, including the information set forth in Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
Item 9.01    Financial Statements and Exhibits.
 
 (d)           Exhibits.
 
Exhibit No.
 
Description
 
Amended Press Release dated November 12, 2019 announcing financial results for the fourth quarter and fiscal year ended August 31, 2019
 
 
 
 
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:   November 12, 2019
 
PURE CYCLE CORPORATION
 
By: /s/ Mark W. Harding                                
Mark W. Harding
President and Chief Financial Officer