0001010549-12-001191.txt : 20121113 0001010549-12-001191.hdr.sgml : 20121112 20121113164950 ACCESSION NUMBER: 0001010549-12-001191 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20121113 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121113 DATE AS OF CHANGE: 20121113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLUE DOLPHIN ENERGY CO CENTRAL INDEX KEY: 0000793306 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731268729 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15905 FILM NUMBER: 121199419 BUSINESS ADDRESS: STREET 1: 801 TRAVIS SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77002-5729 BUSINESS PHONE: 7132-568-4725 MAIL ADDRESS: STREET 1: 801 TRAVIS SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77002-5729 FORMER COMPANY: FORMER CONFORMED NAME: MUSTANG RESOURCES CORP DATE OF NAME CHANGE: 19900122 FORMER COMPANY: FORMER CONFORMED NAME: ZIM ENERGY CORP DATE OF NAME CHANGE: 19870921 8-K 1 bdco8k111312.htm BLUE DOLPHIN ENERGY bdco8k111312.htm


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
CURRENT REPORT
 
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
 
Date of report: (date of earliest event reported)
November 13, 2012

Blue Dolphin Energy Company
(Exact name of registrant as specified in its charter)
 
     
Delaware
(State or other jurisdiction of
Incorporation or organization)
0-15905
(Commission file number)
73-1268729
(I.R.S. Employer
Identification No.)
     
     
801 Travis Street, Suite 2100, Houston, Texas  77002
(Address of principal executive offices)
     
     
(713) 568-4725
(Issuer’s telephone number)
     

 
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:
 
q  
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
q  
Soliciting material pursuant to rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
q  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
q  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
 

 

 
ITEM 5.02                    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On November 7, 2012, Laurence N. Benz resigned as a director of Blue Dolphin Energy Company (“Blue Dolphin”), effective November 6, 2012. Dr. Benz had servedon the Audit and Compensation Committees of Blue Dolphin’s Board of Directors. His resignation was not the result of any disagreement with Blue Dolphin on any matter relating to Blue Dolphin’s operations, policies or practices.

Effective November 7, 2012, Blue Dolphin’s Board of Directors appointed Christopher T. Morris to the Board of Directors.  Mr. Morris will also serve on the Audit and Compensation Committees of the Board of Directors.  Mr. Morris is considered an Audit Committee Financial Expert.

Christopher T. Morris, 51 – Mr. Morris has served as the President of MPact Partners, an advisory firm that provides strategic, operational and financial advice to private sector and government contractors, since 2011.  He was a Vice President at Freddie Mac, overseeing the Business Management and Strategy, Single Family Division from July 2007 to 2010, the Strategy and Planning, Mission Division from March 2004 to June 2007, and Business Development from 2000 to February 2004. He began his career in 1983 at Drexel Burnham Lambert, Inc.He earned a Bachelor of Arts in Economics from Stanford University and a Masters in Business Administration from Harvard University.

There is no arrangement pursuant to which Mr. Morris has agreed to serve on Blue Dolphin’s Board of Directors.  There is no family relationship between Mr. Morris and any of Blue Dolphin’s directors or executive officers.  There have been no transactions or any currently proposed transactions in which Mr. Morris was or is to be a participant in which he has or will have a direct or indirect material interest.

Item 9.01                      Financial Statements and Exhibits.

(d)  
Exhibits.

99.1
Blue Dolphin Energy Company Press Release Issued November 13, 2012.



 
 

 

SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
Date:  November 13, 2012
 
 

 
BLUE DOLPHIN ENERGY COMPANY
   
By:  
/s/ JONATHAN P. CARROLL
 
Jonathan P. Carroll
 
Chief Executive Officer, President and Secretary
(Principal Executive Officer)




 
 

 

Exhibit Index

99.1
Blue Dolphin Energy Company Press Release Issued November 13, 2012.



 
 
 
 
 

 
EX-99.1 2 bdco8kex991111312.htm PRESS RELEASE bdco8kex991111312.htm
 
 
   
BLUE DOLPHIN ENERGY COMPANY
 
 


PRESS RELEASE

FOR IMMEDIATE RELEASE
November 13, 2012

BLUE DOLPHIN APPOINTS CHRISTOPHER T. MORRIS TO BOARD OF DIRECTORS

Houston, Nov. 13 / PRNewswire / -- Blue Dolphin Energy Company (OTCQB:BDCO) (“Blue Dolphin”), primarily an independent refiner and marketer of petroleum products, today announced the appointment of Christopher T. Morris to Blue Dolphin’s Board of Directors to fill the Board seat vacated by a departing director.

Mr. Morris has served as the President of MPact Partners, an advisory firm that provides strategic, operational and financial advice to private sector and government contractors, since 2011.  He was a Vice President at Freddie Mac, overseeing the Business Management and Strategy, Single Family Division from July 2007 to 2010, the Strategy and Planning, Mission Division from March 2004 to June 2007, and Business Development from 2000 to February 2004.  He began his career in 1983 at Drexel Burnham Lambert, Inc. He earned a Bachelor of Arts in Economics from Stanford University and a Masters in Business Administration from Harvard University.
 
Blue Dolphin Energy Company (OTCQX: BDCO) is primarily engaged in crude oil and condensate processing.  The company also gathers and transports oil and natural gas, as well as has leaseholds interests in oil and gas properties. For additional company information, visit Blue Dolphin’s corporate website at http://www.blue-dolphin-energy.com.

Contact:
Jonathan P. Carroll
Chief Executive Officer and President
713-227-4725

Certain of the statements included in this press release, which express a belief, expectation or intention, as well as those regarding future financial performance or results, or which are not historical facts, are “forward-looking” statements as that term is defined in the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended.  These forward-looking statements are not guarantees of future performance or events and such statements involve a number of risks, uncertainties and assumptions, including but not limited to: significant dependent relationship with Genesis and its affiliates; key supplier failure; loss of market share with or by a key customer; failure to comply with forbearance agreements relating to long-term indebtedness under which Blue Dolphin is in default; continued declines in throughput volumes and production rates from Blue Dolphin’s U.S. Gulf of Mexico leasehold properties; and the factors set forth under the heading “Risk Factors” in Part I, Item 1A of Blue Dolphin’s annual report on Form 10-K for the twelve month period ended December 31, 2011.  Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual results and outcomes may differ materially from those indicated in the forward-looking statements.  Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.  The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
 

# # #

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