8-K 1 form8k_dec20.htm CURRENT REPORT ON FORM 8-K
 
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):
December 4, 2020

 
Cadiz Inc.
 
(Exact Name of Registrant as Specified in its Charter)
 
DELAWARE
 
0-12114
 
77-0313235
(State or Other Jurisdiction
of Incorporation)
 
 
(Commission File Number)
 
(IRS Employer
Identification No.)
550 S. Hope Street, Suite 2850
Los Angeles, CA
 
90071
(Address of Principal Executive Offices)
 
(Zip Code)
 


Registrant’s telephone number, including area code: (231) 271-1600
 
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
 
Common Stock, par value $0.01 per share
 
CDZI
 
The NASDAQ Global Market
 
Not Applicable
(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):

□   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. 


Item 1.01     Entry Into a Material Definitive Agreement. 

On December 4, 2020 Cadiz Inc. (“Cadiz” or the “Company”) entered into a Second Amendment to its existing Purchase and Sale Agreement (the “Agreement”) dated December 31, 2018 with El Paso Natural Gas Company (“EPNG”).  As amended, the Agreement extends the period within which the Company must fund the acquisition of the pipeline segment contemplated by the Agreement for up to 180 days, through June 30, 2021.  In consideration of the Agreement, the Company made a payment of $1 million to EPNG with the balance of the purchase price of $19 million payable at closing.


Item 9.01     Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.
 
Description

*filed herewith


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.
 
 
CADIZ INC.
 
 
 
 
By:
/s/ Stanley E. Speer
 
 
Stanley E. Speer
 
 
Chief Financial Officer
 
Date:  December 10, 2020