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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
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Date of Report (Date of earliest event reported)
January 31, 2003
DORCHESTER MINERALS, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 333-88282 81-0551518
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(State of Incorporation) (Commission File No) (IRS Employer Identification No.)
3738 Oak Lawn, Suite 300, Dallas, Texas 75219
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(Address of principal executive offices) (Zip Code)
(214) 559-0300
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets.
Attached as Exhibit 99.1 is a press release issued by Dorchester Minerals,
L.P. on January 31, 2003 with respect to the combination of Dorchester Hugoton,
Ltd., Republic Royalty Company, Spinnaker Royalty Company, L.P. and Dorchester
Minerals, L.P.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired
The financial statements of the businesses acquired included in
Dorchester Minerals, L.P.'s (i) Registration Statement on Form S-4
filed with the Securities and Exchange Commission on October 30, 2002
and (ii) Supplement No. 1 to the Proxy Statement/Prospectus dated
October 30, 2002, dated December 13, 2002 and filed with the
Securities and Exchange Commission on December 16, 2002, are
incorporated herein by reference.
(b) Pro forma financial information
The pro forma financial information as of December 31, 2001
included in Dorchester Minerals, L.P.'s Registration Statement on Form
S-4 filed with the Securities and Exchange Commission on October 30,
2002 is incorporated herein by reference. The pro forma financial
information as of September 30, 2002 will be filed at a later date
pursuant to Item 7, subpart (a)(4) of Form 8-K.
(c) Exhibits
99.1 Press Release dated January 31, 2003
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.
DORCHESTER MINERALS, L.P.
Registrant
by Dorchester Minerals Management LP
its General Partner,
by Dorchester Minerals Management GP LLC
its General Partner
Date: February 3, 2003 /s/ William Casey McManemin
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William Casey McManemin
Chief Executive Officer
EXHIBIT INDEX
Item Number Description
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99.1 Press Release dated January 31, 2003
Exhibit 99.1
NEWS RELEASE Dorchester Minerals, L. P. 3738 Oak Lawn Ave., Suite 300
Release Date: January 31, 2003 Dallas, Texas 75219-4379
Contact: Casey McManemin (214) 559-0300
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DORCHESTER MINERALS, L. P. ANNOUNCES
CLOSING OF COMBINATION TRANSACTION AND
INITIATION OF TRADING ON THE NASDAQ
DALLAS, TEXAS - January 31, 2003 -- Dorchester Minerals, L. P. (NASDAQ -
DMLP) announced today that all steps necessary to effect the closing of the
previously announced combination transaction among Dorchester Minerals, L.P.,
Republic Royalty Company, Spinnaker Royalty Company, L.P., and Dorchester
Hugoton, Ltd. have been taken and that the transaction will become effective at
midnight tonight.
Dorchester Minerals, L.P. is the new publicly traded limited partnership
that resulted from the combination. The first day of trading of its common units
will be February 3, 2003. Dorchester Hugoton, Ltd. (NASDAQ - DHULZ) ceased
trading its partnership Units January 31, 2003.
Unitholders of Dorchester Hugoton will receive one common unit of
Dorchester Minerals for one partnership Unit of Dorchester Hugoton held at close
of business on January 31, 2003, plus a liquidating distribution of $1.90 per
Dorchester Hugoton Unit.
Dorchester Minerals' business plan is to own a 96.97% net profits interest
in working interest properties, including those formerly held by Dorchester
Hugoton, and to own and hold producing and non-producing mineral, royalty,
overriding royalty, net profits and leasehold interests currently in 564
counties/parishes in 27 states. Dorchester Minerals will distribute, on a
quarterly basis, all cash received beyond that required to pay costs and fund
reasonable reserves. Dorchester Minerals does not anticipate incurring any debt
other than ordinary trade debt and will seek to avoid unrelated business taxable
income for federal income tax purposes.
Dorchester Minerals, L. P. is based in Dallas, Texas and will currently
have 27,040,431 common units outstanding on the Nasdaq with the symbol DMLP.
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