-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PeqapqFo5F8wk/TSqJyfS1bjoOLxaljjXZd+mRpQ7Xk9iDjMP35puTRqsNu8uPnc BI5ThRcAtpY6jYiwADUFPw== 0000859636-03-000017.txt : 20030801 0000859636-03-000017.hdr.sgml : 20030801 20030801162109 ACCESSION NUMBER: 0000859636-03-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030801 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRIDE COMPANIES LP CENTRAL INDEX KEY: 0000859636 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 752313597 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10473 FILM NUMBER: 03818333 BUSINESS ADDRESS: STREET 1: 1209 N FOURTH ST CITY: ABILENE STATE: TX ZIP: 79601 BUSINESS PHONE: 3256775444 MAIL ADDRESS: STREET 1: PO BOX 3237 CITY: ABILENE STATE: TX ZIP: 79604 8-K 1 p8k-080103.txt PRIDE COMPANIES, L.P. 8-K DATED AUGUST 1, 2003 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): August 1, 2003 PRIDE COMPANIES, L.P. (Exact name of registrant as specified in its charter) Delaware 001-10473 75-2313597 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 1209 North Fourth Street Abilene, Texas 79601 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (325) 677-5444 Item 5. Other Events Pride Refining, Inc., the managing general partner of Pride Companies, L.P., "Pride," (OTCBB: PRCU) announced today that its Board of Directors has approved the filing of a Form 15 with the Securities and Exchange Commission to deregister its common units and suspend its reporting obligations under the Securities Exchange Act of 1934. The Company expects the deregistration to become effective within 90 days of the filing with the SEC. As a result of the filing of the Form 15, the Company's obligation to file with the SEC certain reports and forms, including Forms 10-K, 10- Q, and 8-K, will immediately cease. In addition, the common units of Pride Companies, L.P. will no longer be listed on the NASDAQ Over the Counter Bulletin Board. The board of directors considered several factors in making this decision, including the following: * the costs, both direct and indirect, associated with the preparation and filing of the Company's periodic reports with the SEC; * the expected substantial increase in costs associated with being a public company in light of new regulations promulgated as a result of the Sarbanes-Oxley Act of 2002; * the fact that the Company's units are very thinly traded; * the lack of analyst coverage and minimal liquidity for the Company's common units. Safe Harbor Statement: Certain information included in this release contains forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995 ("Reform Act"). Such statements are based on current expectations and involve a number of known and unknown risks and uncertainties that could cause the actual results and performance of Pride to differ materially from any expected future results or performance, expressed or implied, by the forward-looking statements. In connection with the safe harbor provisions of the Reform Act, Pride has identified important factors that could cause actual results to differ materially from such expectations, including operating uncertainty, acquisition uncertainty, uncertainties relating to geothermal resources, uncertainties relating to domestic and international economic and political conditions and uncertainties regarding the impact of regulations, changes in government policy and competition. Reference is made to all of Pride's SEC filings, including Pride's December 31, 2002 10-K, incorporated herein by reference, for a description of such factors. Pride assumes no responsibility to update forward-looking information contained herein. Pride Companies, L.P., headquartered in Abilene, Texas, is a Delaware limited partnership and it owns and operates a common carrier products pipeline system and three products terminals in Abilene, Texas, San Angelo, Texas and Aledo, Texas, which are used to market conventional gasoline, low sulfur diesel fuel, and military aviation fuel. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Press Release, dated August 1, 2003. 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. PRIDE COMPANIES, L.P. By: Pride Refining, Inc., Managing General Partner By: Brad Stephens Chief Executive Officer Date: August 1, 2003 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE PRIDE COMPANIES, L.P. FILES FORM 15 TO DEREGISTER ITS COMMON UNITS WITH SECURITIES AND EXCHANGE COMMISSION ABILENE, TX , (BUSINESS WIRE) August 1, 2003 - Pride Refining, Inc., the managing general partner of Pride Companies, L.P., "Pride," (OTCBB: PRCU) today filed a Form 15 with the Securities and Exchange Commission to deregister its common units and suspend its reporting obligations under the Securities Exchange Act of 1934. The Company expects the deregistration to become effective within 90 days of the filing with the SEC. As a result of the filing of the Form 15, the Company's obligation to file with the SEC certain reports and forms, including Forms 10-K, 10- Q, and 8-K, will immediately cease. In addition, the common units of Pride Companies, L.P. will no longer be listed on the NASDAQ Over the Counter Bulletin Board. The board of directors considered several factors in making this decision, including the following: * the costs, both direct and indirect, associated with the preparation and filing of the Company's periodic reports with the SEC; * the expected substantial increase in costs associated with being a public company in light of new regulations promulgated as a result of the Sarbanes-Oxley Act of 2002; * the fact that the Company's units are very thinly traded; * the lack of analyst coverage and minimal liquidity for the Company's common units. Safe Harbor Statement: Certain information included in this release contains forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995 ("Reform Act"). Such statements are based on current expectations and involve a number of known and unknown risks and uncertainties that could cause the actual results and performance of Pride to differ materially from any expected future results or performance, expressed or implied, by the forward-looking statements. In connection with the safe harbor provisions of the Reform Act, Pride has identified important factors that could cause actual results to differ materially from such expectations, including operating uncertainty, acquisition uncertainty, uncertainties relating to geothermal resources, uncertainties relating to domestic and international economic and political conditions and uncertainties regarding the impact of regulations, changes in government policy and competition. Reference is made to all of Pride's SEC filings, including Pride's December 31, 2002 10-K, incorporated herein by reference, for a description of such factors. Pride assumes no responsibility to update forward-looking information contained herein. Contact: Investor Relations 325-677-5444, ext. 334 -----END PRIVACY-ENHANCED MESSAGE-----