Rio Vista Energy Partners L.P. Delays Filing of June 30, 2009 Quarterly Report
15 August 2009 - 10:01AM
Business Wire
Rio Vista Energy Partners L.P. (NASDAQ: RVEP), an energy
services master limited partnership (Rio Vista), announced today
that it will not file its Form 10-Q for the quarter ended June 30,
2009 with the Securities and Exchange Commission by the required
due date of August 14, 2009. As previously disclosed, Rio Vista’s
March 31, 2009 Form 10-Q was filed without the review of Rio
Vista’s independent auditors (Auditors) of those financial
statements. Rio Vista intends to have the March 31, 2009 financial
statements subsequently reviewed by its Auditors (see below).
However, due to Rio Vista’s continued cash flow constraints, Rio
Vista has been unable to satisfy the outstanding amounts owed to
the Auditors for prior work performed and accordingly the Auditors
have not yet commenced their review of the March 31, 2009 financial
information. The Auditors have not made any review of the June 30,
2009 quarterly financial information.
As previously disclosed in Rio Vista’s Current Report on Form
8-K filed June 19, 2009, Rio Vista and its wholly owned subsidiary
Regional Enterprises Inc. (Regional) completed the restructuring of
a $5.0 million promissory note which was previously due. In
addition, as described in Rio Vista’s Current Report on Form 8-K
filed on June 2, 2009, Rio Vista completed the settlement of
obligations owed under the TCW Credit Facility in connection with
the Oklahoma assets. Furthermore, on August 11, 2009, Rio Vista
filed a Current Report on form 8-K in connection with the letter of
intent (LOI) to sell Regional, its sole operating asset. As
disclosed in Rio Vista’s Current Report filed on August 11, 2009,
in the event that the sale of Regional takes place as prescribed in
the LOI, Rio Vista believes that the amount of cash received from
the sale will be sufficient for Rio Vista to satisfy all of its
currently outstanding obligations. Rio Vista would no longer have
any operating assets and Rio Vista estimates it would have minimal
remaining cash. Rio Vista would not have any other current sources
of additional cash flow to conduct further operations. Accordingly,
Rio Vista’s general partner may not be in a position to authorize
further expenditures to file financial and other reports as
required under the Securities Exchange Act on a continuing basis,
even if it is able, as the result of the sale of Regional, to
satisfy in full all the currently outstanding obligations to the
Auditors.
Rio Vista does not have any estimate as to when the Auditors
will be paid. Rio Vista believes that if the sale of Regional is
completed as previously disclosed, Rio Vista will have adequate
funds to satisfy its past obligations with the Auditors and then
the required review and related filing of its quarterly and annual
information can resume. In light of the foregoing, Rio Vista
believes that filing of its financial information and other reports
will be made, if at all, only in the event that it has adequate
funds to satisfy its currently outstanding obligations and its
general partner determines Rio Vista will have sufficient assets to
allow it to resume and thereafter continue filing reports as
required under the Securities Exchange Act.
As a result of the delay in filing its Form 10-Q for the quarter
ended June 30, 2009, Rio Vista expects to receive another
notification from the NASDAQ Stock Market that it is not in
compliance with the filing requirements for continued listing on
NASDAQ. Rio Vista recently received notification from NASDAQ
regarding non-compliance of Rio Vista’s March 31, 2009 Form 10-Q.
If Rio Vista’s plan for compliance is not accepted by NASDAQ with
respect to the March 31, 2009 Form 10-Q filing deficiency and/or
the anticipated June 30, 2009 Form 10-Q filing deficiency, Rio
Vista expects that NASDAQ will recommend that Rio Vista’s common
units be delisted from the NASDAQ Stock Market.
About Rio Vista Energy Partners L.P.
Rio Vista is a master limited partnership engaged in liquid bulk
storage, transloading and transportation of chemicals and petroleum
products through its assets and operations in Hopewell, Virginia.
Penn Octane Corporation (OTCBB: POCC) owns 75% of Rio Vista GP LLC,
the general partner of Rio Vista.
Forward-Looking Statements
Certain of the statements in this news release are
forward-looking statements, including statements regarding the
filing of Rio Vista’s March 31, 2009 and June 30, 2009 quarterly
financial statements on Form 10-Q and the ability of Rio Vista to
meet ongoing compliance requirements of NASDAQ in connection with
Rio Vista’s financial statements. There is no assurance that Rio
Vista’s plan of compliance will be approved by NASDAQ or that Rio
Vista’s Auditors will paid and a review of the Rio Vista financial
statements completed as required. Additional information regarding
risks affecting Rio Vista’s business may be found in Rio Vista’s
most recent reports on Form 8-K, Form 10-Q and Form 10-K filed with
the Securities and Exchange Commission.
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