Attached files
file | filename |
---|---|
EX-99.1 - EX-99.1 - PROFESSIONAL VETERINARY PRODUCTS LTD /NE/ | c60753exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
October 15, 2010
Date of report (Date of earliest event reported)
Date of report (Date of earliest event reported)
Professional Veterinary Products, Ltd.
(Exact Name of Registrant as Specified in Its Charter)
Nebraska
(State or Other Jurisdiction of Incorporation)
(State or Other Jurisdiction of Incorporation)
000-26326 | 37-1119387 | |
(Commission File Number) | (IRS Employer Identification No.) | |
10077 South 134th Street | ||
Omaha, NE | 68138 | |
(Address of Principal Executive Offices) | (Zip Code) |
(402) 331-4440
(Registrants Telephone Number, Including Area Code)
(Registrants Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
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):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. | Regulation FD Disclosure. |
On October 15, 2010, Professional Veterinary Products, Ltd., a Nebraska corporation (the
Company), and its subsidiaries, ProConn, LLC, a Nebraska limited liability company (ProConn),
and Exact Logistics, LLC, a Nebraska limited liability company (Exact, and together with the
Company and ProConn, the Debtors), filed their unaudited monthly operating report (the Monthly
Operating Report) for the period from August 20, 2010 through September 30, 2010 with the United
States Bankruptcy Court for the District of Nebraska (the Bankruptcy Court), case numbers
10-82436, 10-82437 and 10-82438. A copy of the Monthly Operating Report is attached to this
Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
The Monthly Operating Report is limited in scope, covers a limited time period and has been
prepared solely for the purpose of complying with reporting requirements of the Bankruptcy Court
and the United States Bankruptcy Code, 11 U.S.C. §§ 101-1532 (the Bankruptcy Code). The
financial information contained in the Monthly Operating Report is preliminary and unaudited and
does not purport to show the Companys financial statements in accordance with generally accepted
accounting principles (GAAP) and, therefore, may exclude items required by GAAP. The Monthly
Operating Report also does not include footnotes that would ordinarily be contained in the
financial statements in the Companys quarterly and annual reports filed pursuant to the Securities
Exchange Act of 1934, as amended (the Exchange Act). The Monthly Operating Report contains
information for periods that may be shorter or otherwise different from those contained in reports
required pursuant to the Exchange Act. The financial information has not been reviewed or otherwise
verified for accuracy or completeness by the Companys independent registered public accountants,
and there can be no assurance that the Monthly Operating Report is complete. The Company cautions
readers not to place undue reliance on the Monthly Operating Report, which may be subject to
revision. The Monthly Operating Report should not be used for investment purposes and the
information in the Monthly Operating Report should not be viewed as indicative of future results.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. | Description | |
99.1
|
Monthly Operating Report for the period from August 20, 2010 through September 30, 2010. |
This Current Report on Form 8-K and the exhibits filed herewith contain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include, without limitation, the Companys beliefs concerning future
business conditions, outlook based on currently available information and statements regarding the
Companys expectations concerning the bankruptcy process. The Companys actual results could
differ materially from those anticipated in the forward-looking statements as a result of these
risks and uncertainties. These risks and uncertainties, include, without limitation, (1) the
ability of the Company to develop, pursue, confirm and consummate one or more plans of
reorganization or liquidation with respect to the bankruptcy case; (2) the ability of the Company to obtain court
approval of its motions in the bankruptcy case pursued by it from
time to time; (3) risks associated with third parties seeking and obtaining Bankruptcy Court
approval to terminate or shorten the exclusivity period for the Company to propose and confirm one
or more plans, or the appointment of a trustee or to convert the cases to Chapter 7 cases; (4)
potential adverse developments with respect to the Companys liquidity or results of operations;
(5) the ability of the Company to fund and execute its business plan; (6) the ability of the
Company to retain and compensate key executives and other key employees; and (7) any further
deterioration in the macroeconomic environment or consumer confidence. Discussion of additional
factors that could cause actual results to differ materially from managements projections,
forecasts, estimates and expectations is set forth under Item 1A. Risk Factors in the Companys
Annual Report on Form 10-K for the year ended July 31, 2009, and in more recent filings made by the
Company with the Securities and Exchange Commission. Each forward-looking statement, including,
without limitation, financial guidance, speaks only as of the date on which it is made, and the
Company undertakes no obligation to update any forward-looking statement to reflect events or
circumstances after the date on which it is made or to reflect the occurrence of anticipated or
unanticipated events or circumstances, except as required by law.
SIGNATURES
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 hereunto duly authorized.
Professional Veterinary Products, Ltd. |
||||
Date: October 15, 2010 | By: | /s/ Stephen J. Price | ||
Name: | Stephen J. Price | |||
Title: | President and CEO |
EXHIBIT INDEX
Exhibit No. | Description | |
99.1
|
Monthly Operating Report for the period from August 20, 2010 through September 30, 2010. |