Pure Cycle Corp - Current report filing (8-K)
March 18 2008 - 6:04AM
Edgar (US Regulatory)
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 18, 2008
PURE CYCLE
CORPORATION
(Exact name of registrant as
specified in its charter)
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Delaware
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0-8814
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84-0705083
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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8451 Delaware Street,
Thornton, CO
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80260
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number,
including area code:
(303) 292-3456
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(Former name or former address if changed since last report.)
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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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 8.01 OTHER EVENTS
In 1996, the Rangeview Metropolitan
District (“Rangeview”) entered into the Amended and Restated Lease
Agreement (the “Lease”) with the Colorado State Board of Land
Commissioners (the “Land Board”). In conjunction with the Lease,
Pure Cycle Corporation (“Pure Cycle”) entered into a Service
Agreement to serve as Rangeview’s exclusive service provider. Pursuant to
the Lease, Rangeview and its water service provider, Pure Cycle, have the
exclusive right to provide water service to approximately 24,000 acres of the
approximately 27,000 acre Lowry Range, which is owned by the Land Board. For
the past 14 years, Pure Cycle as the exclusive service provider for
Rangeview has invested millions of dollars in the adjudication, engineering and
development of water and wastewater facilities for service to the Lowry Range.
In June 2007, the Land Board awarded Lend Lease Lowry Range LLC
(“Lend Lease”) sole development rights for approximately 3,900
acres (or six-square miles) of the Lowry Range. Of this, approximately 1,300
acres (or two square miles) are subject to the Lease. Additionally, Pure Cycle
has been in discussions with Lend Lease to provide water and wastewater service
to the other 2,600 acres of the Lowry Range not covered under the Lease.
In 2003, the City of Aurora
(“Aurora”) filed an application for conditional water rights with
the District Court, Water Division I, State of Colorado (“Water
Court”). In the filing, Aurora listed numerous potential sites for
reservoirs for storage of its water rights. Three of the potential reservoir
sites were located on the Lowry Range on reservoir sites which had been
adjudicated by Rangeview and the Land Board and for which the Land Board has
previously granted the right to obtain rights-of-way to Rangeview and Pure
Cycle to construct reservoirs.
In September of 2007, Rangeview
filed a motion for summary judgment requesting that the three reservoir sites
subject to the Lease be excluded from Aurora’s application, and the Water
Court granted that motion on November 6, 2007. On February 22, 2008,
Aurora filed a motion with the Water Court for reconsideration of the summary
judgment.
On March 14, 2008, Lend Lease
filed a Motion for Leave to File Response as Amicus Curiae in Support of
Aurora’s Motion for Reconsideration (the “Lend Lease Motion”)
with the Water Court. The Lend Lease Motion argues that summary judgment is not
appropriate on the issue of whether it is possible for a third party to build
and operate a reservoir on sites which have been adjudicated and identified in
the Lease. Lend Lease goes on to state that Pure Cycle, as Rangeview’s
service provider, may not have the exclusive right to provide water service to
the two sections of the Lowry Range property subject to the Lease.
Rangeview and Pure Cycle will
vigorously oppose Lend Lease’s motion to respond as Amicus Curiae in
support of Aurora’s Motion for Reconsideration. Pure Cycle and Rangeview
believe the position taken by Lend Lease in its motion is directly contrary to
the provisions of the Lease and to the Land Board’s board order relating
to these reservoirs in the Aurora application. Further Pure Cycle and Rangeview
intend to vigorously defend their rights under the Lease.
Pure Cycle is unable to determine
whether additional legal action will be necessary to enforce its right to the
adjudicated reservoirs under the Lease or to provide water service to the Lowry
Range. If additional legal proceedings become necessary, and Rangeview and Pure
Cycle’s rights under the Lease are adversely ruled upon in such legal
proceedings, it could materially adversely impact the value of Pure
Cycle’s interests under the Lease.
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SIGNATURES
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.
Dated: March 18, 2008
PURE CYCLE
CORPORATION
By:
/s/ Mark W.
Harding
Mark W. Harding,
President and Chief Financial Officer
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