SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): June 12, 2000
MAVERICK TUBE CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-10651 43-1455766
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
16401 Swingley Ridge Road, Suite 700, Chesterfield, Missouri 63017
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(Address of Principal Executive Offices) (Zip Code)
(314) 733-1600
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(Registrant's telephone number, including area code)
Not applicable.
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On June 11, 2000, Maverick Tube Corporation ("Maverick") and Prudential
Steel Ltd. ("Prudential") entered into a definitive Combination Agreement
providing for the combination of Prudential with Maverick. The combination is
expected to be accounted for as a pooling of interest. The transaction, which is
expected to close during the third calendar quarter of 2000, is subject to the
approval of the stockholders of each of Maverick and Prudential and by the
Alberta courts, as well as customary closing conditions, including regulatory
and governmental approval in the U.S. and Canada.
Under the proposed transaction, Prudential shareholders will receive
0.52 exchangeable shares for each of their Prudential common shares. Each
exchangeable share will have the economic and voting rights equivalent to one
share of Maverick common stock. The exchangeable shares are expected to be
listed on The Toronto Stock Exchange (or other recognized Canadian stock
exchange) and will be exchangeable at any time, at the holder's option, for
shares of Maverick common stock on a one-for-one basis.
A copy of the press release issued by Maverick and Prudential
announcing the transaction is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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Exhibit Description
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99.1 Text of joint press release, dated June 11, 2000, issued by
Maverick Tube Corporation and Prudential Steel Ltd.
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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.
Dated: June 12, 2000
MAVERICK TUBE CORPORATION
By: /s/ Barry R. Pearl
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Barry R. Pearl
Vice President of Finance and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit Description
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99.1 Text of joint press release, dated June 11, 2000, issued by
Maverick Tube Corporation and Prudential Steel Ltd.
