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) November 22, 2004
STREICHER MOBILE FUELING, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA 000-21825 65-0707824
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
800 W. Cypress Creek Rd., Suite 580 Fort Lauderdale, Florida 33309
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 308-4200
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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))
ITEM 3.03 MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS
On November 22, 2004, Streicher Mobile Fueling, Inc. (the "Company")
agreed to extend the Warrant exercise period for its Redeemable Common Share
Purchase Warrants from December 11, 2004 to December 11, 2005. The 1,150,000
Shareholder Warrants were issued in the Company's initial public offering in
December 1996. Also in connection with the offering, the Company granted to the
underwriter for the offering an option to purchase 100,000 shares of common
stock and 100,000 underwriter's warrants (the "Underwriter's Option"). The
extension of the exercise period for the Shareholder Warrants also extends the
exercise period for the Underwriter's Option.
Each Shareholder Warrant entitles the holder to purchase one share of
Streicher common stock at an exercise price of $6.90. Pursuant to the
Underwriter's Option, the underwriter may purchase the shares of common stock at
$9.30 per share and purchase the warrants at $0.19375 per warrant. The
underwriter's warrants are exercisable to purchase shares of common stock at
$9.30 per share. The Company previously filed a registration statement on Form
S-3 that was declared effective by the Securities and Exchange Commission on
August 20, 1999. The Form S-3 registered the subsequent resale of the shares of
common stock underlying the Shareholder Warrants and the Underwriter's Option.
Under certain circumstances, the Company may redeem the Shareholder
Warrants for $0.01 per Warrant at any time prior to the expiration date if the
average closing bid price of the Company's common stock equals or exceeds $10.50
per share for twenty consecutive trading days.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit No.
99.1 Press Release dated November 22, 2004.
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SIGNATURE
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.
Date: November 22, 2004 STREICHER MOBILE FUELING, INC.
By: /s/ RICHARD E. GATHRIGHT
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Richard E. Gathright, President
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