-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P6AlfEqG6R8H0Qn5RFIsFUe7mt9RbEmOSEoXPrSh4i53OQQyF95hId05mzC+nFP+ SP8OJHdHrqQh8jIZ3MUXUw== 0001090002-00-000053.txt : 20000224 0001090002-00-000053.hdr.sgml : 20000224 ACCESSION NUMBER: 0001090002-00-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000209 ITEM INFORMATION: FILED AS OF DATE: 20000223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAPCO ENERGY INC CENTRAL INDEX KEY: 0000354767 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 840846529 STATE OF INCORPORATION: CO FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-10157 FILM NUMBER: 551286 BUSINESS ADDRESS: STREET 1: 2922 EAST CHAPMAN AVENUE STREET 2: SUITE 202 CITY: ORANGE STATE: CA ZIP: 92869 BUSINESS PHONE: 7142888230 MAIL ADDRESS: STREET 1: 216 16TH ST STE 730 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: ALFA RESOURCES INC DATE OF NAME CHANGE: 19920703 8-K 1 8-K CURRENT REPORT U. S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Act of 1934 February 15, 2000 ---------------------------------------------------------- Date of Report (date of earliest event reported) Capco Energy, Inc. ---------------------------------------------------------------- Exact Name of Registrant as Specified in its Charter Colorado 0-10157 84-0846529 - --------------------------- --------------------- --------------------- State or Other Jurisdiction Commission File IRS Employer of Incorporation Number Identification Number 2922 East Chapman Avenue, Suite 202 Orange, California 92869 ----------------------------------------------------------------------- Address of Principal Executive Office, Including Zip Code (714) 288-8230 ------------------------------------------------------------------ Registrant's Telephone Number, including Area Code ITEM 5. OTHER EVENTS. On February 9, 2000, Registrant completed the purchase of 100% of the capital stock of Meteor Stores, Inc. ("MSI"), a subsidiary of Meteor Industries, Inc. ("Meteor") through Registrant's majority owned subsidiary, Capco Resource Corporation ("Capco"). The sale was made effective as of December 31, 1999. MSI leases and operates twenty convenience stores (three of which are third party leases that expire at the end of February 2000) in Colorado and New Mexico that operate under the Conoco, Phillips 66, Frontier, Sinclair and Diamond Shamrock brand names. The sale of this operating subsidiary was made to allow Meteor to focus on its core business of commercial, wholesale and cardlock petroleum distribution. Meteor, through a five-year supply contract with Registrant, will continue to be the supplier of refined petroleum products to these stores. The total purchase price for the sale of MSI is $1,596,400. Year-end adjustments are expected to decrease the purchase price by approximately $100,000. Two Hundred Fifty Thousand dollars was paid in cash at closing and Capco also delivered a promissory note for $1,250,000 payable in monthly installments of interest only during calendar year 2000 and the balance amortized over a 10 year period with a balloon payment of the remaining principal balance on December 31, 2001. Payments may be made either in cash or shares of the Meteor's Common Stock at a value of $3.00 per share. The promissory note bears interest at 9.25% per annum. The promissory note is secured by the pledge of all of the outstanding shares of Meteor Stores, Inc. and 210,000 shares of the Meteor's outstanding Common Stock held by a majority-owned subsidiary of Registrant. Registrant, through a majority-owned subsidiary, currently owns approximately 34% of Meteor's Common Stock. Ilyas Chaudhary, a Director of Meteor, is an officer, director and a principal shareholder of Registrant. Dennis Staal, a Director of Meteor, is also an officer of Registrant and beneficially owns 35,000 common shares of Registrant and 2,286 shares of Series A Preferred shares. Irwin Kaufman, a Director of Meteor, is also a director of Registrant and owns 20,000 common shares of Registrant. Edward Names, President and CEO of Meteor personally and through immediate family members may be deemed to beneficially own 64,580 common shares of Registrant and 2,286 shares of series A preferred shares of Registrant. 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. CAPCO ENERGY, INC. Dated: February 18, 2000 By:/s/ Ilyas Chaudhary ---------------------- Ilyas Chaudhary President -----END PRIVACY-ENHANCED MESSAGE-----