SOURCE: Pure Cycle Corporation

May 19, 2015 10:01 ET

Pure Cycle Corporation Announces Extension of Diligence for Sale of Its Agricultural Holdings

DENVER, CO--(Marketwired - May 19, 2015) - Pure Cycle Corporation (NASDAQ: PCYO) ("Pure Cycle" or the "Company") announces today that it has entered into an Amendment to the Purchase and Sale Agreement with Arkansas River Farms LLC, an affiliate of C&A Companies, Inc. and Resource Land Holdings, LLC, to sell its approximate 14,600 acres of farm land, pursuant to which Pure Cycle agreed to extend the due diligence period in connection with the proposed transaction.

Farm Sale
Pure Cycle entered into an agreement with Arkansas River Farms, LLC, to sell its approximate 14,600 acres of farm holdings and water interests in the Fort Lyon Canal Company for approximately $53 million. In exchange for the release of $25,000 of earnest money held in escrow, the Company has agreed to extend the diligence period for Arkansas River Farms from 60 days to 91 days (expiring June 18, 2015), with the closing of the proposed transaction pursuant to the Agreement to occur 45 days thereafter. The remaining $975,000 of earnest money shall remain in escrow, and all other material terms and conditions of the Agreement remain in effect.

In connection with the Amendment to the Agreement, the Company will adjourn its shareholder meeting on May 20, 2015, to June 19, 2015. Assuming the satisfaction of conditions, the Company expects the proposed transaction to close in early August 2015. "The Buyers of our farm portfolio have been working hard surveying, investigating title, ownership, and all customary diligence matters of a transaction of this nature. We have nearly 80 separate properties and as one might expect, diligence on that many properties is time consuming. To date, no material ownership issues have been identified and we do not expect any material title issues to surface through the process," commented Mark Harding, President of Pure Cycle. "We have enjoyed working with Arkansas River Farms and C&A Companies on this transaction, and look forward to concluding this transaction," continued Mr. Harding.

Company Information
Pure Cycle owns water assets in the Denver, Colorado metropolitan area. Pure Cycle provides water and wastewater services to customers located in the Denver metropolitan area including the design, construction, operation and maintenance of water and wastewater systems.

Additional information including our recent press releases and Annual Reports are available at www.purecyclewater.com, or you may contact our President, Mark W. Harding, at 303-292-3456 or at info@purecyclewater.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are all statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect or anticipate will or may occur in the future, such as statements about adjournment of the shareholder meeting, expected results of due diligence, and the anticipated timing of the closing of the proposed transaction. The words "anticipate," "likely," "may," "should," "could," "will," "believe," "estimate," "expect," "plan," "intend" and similar expressions are intended to identify forward-looking statements. Investors are cautioned that forward-looking statements are inherently uncertain and involve risks and uncertainties that could cause actual results to differ materially. Factors that could cause actual results to differ from projected results include, without limitation: the possibility that we may be unable to obtain shareholder approval or the parties to the Purchase and Sale Agreement may be unable to satisfy the other conditions to closing the proposed transaction; the proposed transaction may involve unexpected costs; the risk factors discussed in Part I, Item 1A of our most recent Annual Report on Form 10-K; and those factors discussed from time to time in our press releases, public statement and documents filed or furnished with the U.S. Securities and Exchange Commission. Except as required by law, we disclaim any obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

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