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): March 11, 2021
PURE CYCLE CORPORATION
(Exact
name of registrant as specified in its charter)
Colorado
(State
or other jurisdiction of incorporation)
0-8814
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84-0705083
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(Commission
File Number)
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(IRS
Employer Identification No.)
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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
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PCYO
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The NASDAQ Stock Market
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(Title
of each class)
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(Trading
Symbol(s))
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(Name
of each exchange on which registered)
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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.
☐
This
current report on Form 8-K is filed by Pure Cycle Corporation
(“Pure Cycle”), a Colorado corporation, in connection
with the matters described herein.
Item
7.01
Regulation
FD Disclosure.
On
March 11, 2021, Pure Cycle issued a press release and prepared an
informational slide deck which it posted on its website regarding
Pure Cycle launching a new business segment in the single-family
residential rental market referred to as the Build-to-Rent
(“BTR”) segment. The press release and presentation
include forward-looking statements and pro forma information. Pure
Cycle will present this new segment as a separate reportable
segment in addition to its Land Development and Water and
Wastewater Resource Development segments once it is material. There
are no material changes to the previously reported financial
results of the two segments.
The
information contained in this Item 7.01 of Form 8-K, including the
accompanying Exhibit 99.1 and 99.2 is being furnished, and shall
not be deemed to be “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), or otherwise subject to the
liabilities of that section. The information contained in the press
release shall not be incorporated by reference into any filing
under the Securities Act of 1933, as amended, or the Exchange Act,
whether made before or after the date hereof, 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.
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Description
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Press
Release dated March 11, 2021
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Presentation
dated March 11, 2021
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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.
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PURE CYCLE
CORPORATION
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By:
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/s/ Kevin B. McNeill
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Kevin B. McNeill
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Chief Financial Officer
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