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): July 8, 2005
SOUTHERN INVESTORS SERVICE COMPANY, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-04863 | 74-1223691 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer identification Number) |
9 Greenway Plaza Suite 2900 Houston, Texas | 77046 | |
| (Address of principal executive offices) | (Zip Code) |
(713) 869-7800
(Registrant’s telephone number, including area code)
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:
| ¨ | 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)) |
ITEM 8.01 Other Events.
As previously disclosed, on April 8, 2005, Southern Investors Service Company, Inc., a Delaware corporation (the “Company”), filed a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code with the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Bankruptcy Court”), Case # 05-35538-H4-11. On July 8, 2005, the Bankruptcy Court entered an order approving the Company’s First Amended Disclosure Statement for First Amended Plan of Distribution (the “Disclosure Statement”). A copy of the Disclosure Statement (including Exhibits A, B, C, D-1 and D-2 thereto) is attached as an exhibit to this Current Report on Form 8-K and is incorporated herein by this reference.
The financial information contained in the Disclosure Statement is preliminary and subject to revision, and the Company cautions readers not to place undue reliance upon this information. The Disclosure Statement is unaudited, in a format prescribed by applicable bankruptcy laws, and has not been prepared in conformity with generally accepted accounting principles. The financial information in the Disclosure Statement might not be indicative of the Company’s financial condition or operating results for the period that would be reflected in the Company’s consolidated financial statements or in a periodic report filed pursuant to the Securities Exchange Act of 1934, as amended. The financial information set forth in the Disclosure Statement should not be viewed as indicative of future results and should not be used for investment purposes.
The Disclosure Statement 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. All statements other than statements of historical fact included in the Disclosure Statement are forward looking statements and, although the Company believes that the expectations reflected in such forward looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. The Company’s business and financial results are subject to various risks and uncertainties, including the Company’s ability to settle or restructure its remaining debt and other obligations and to generate positive cash flow to cover its operating expenses, that may cause actual results to differ materially from the Company’s expectations. The Company does not intend to provide updated information other than as otherwise required by applicable law. All subsequent written and oral forward looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements contained in this paragraph and elsewhere in this report.
The Company recently moved its executive offices to a new location. The Company’s new address is 9 Greenway Plaza, Suite 2900, Houston, Texas 77046. The telephone number for the Company’s new executive offices is (713) 869-7800.
ITEM 9.01 Financial Statements and Exhibits.
| (c) | Exhibits. |
Exhibit Number | Description of Document | |
| 99.1 | Disclosure Statement (Including Exhibits A, B, C, D-1 and D-2 thereto) |
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.
| SOUTHERN INVESTORS SERVICE COMPANY, INC. | ||||
| Date: July 14, 2005 | By: | /s/ Eric Schumann | ||
| Name: | Eric Schumann | |||
| Title: | Senior Vice President – Finance | |||
| Principal Financial and Accounting Officer | ||||
