UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________________
FORM
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
(Exact name of registrant as specified in its charter) |
|
| |||
(State or Other Jurisdiction of Incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
(Address of principal executive office and zip code)
(
(Registrant’s telephone number, including area code)
(Not Applicable)
(Former name or former address, if changed since last report)
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):
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol (s) |
| Name of each exchange on which registered |
|
|
| OTCQX |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, effective November 18, 2022, Lazarus Energy LLC (“LE”), Lazarus Refining & Marketing LLC (“LRM” and, together with LE, the “Borrowers”), Blue Dolphin Energy Company (“Blue Dolphin”), Lazarus Energy Holdings LLC (“LEH”), and Jonathan Carroll (“Carroll” and , together with Borrowers, Blue Dolphin and LEH, the “Lazarus Parties”), entered into a Forbearance Agreement (the “Forbearance Agreement”) with Veritex Community Bank (“Veritex”), relating to amounts owed by the Lazarus Parties to Veritex under the June 22, 2015 and December 4, 2015 loan agreements among the Lazarus Parties and Veritex (the “Loan Agreements”). The Forbearance Agreement was set to terminate on September 30, 2023.
On October 30, 2023, but effective September 30, 2023 (the “Effective Date”), the Lazarus Parties, together with Veritex, entered into a first amendment to the Forbearance Agreement (the “First Amended Forbearance Agreement”). Under the First Amended Forbearance Agreement, Veritex agreed to forbear from exercising any of its remedies under the Loan Agreements in connection with existing defaults beginning on the Effective Date through and including December 29, 2023 (the “Forbearance Termination Date”). Unless sooner terminated as stipulated under the First Amended Forbearance Agreement, Veritex also agreed to forbear from testing the Borrowers’ compliance with financial covenants and taking any action to exercise its rights and/or remedies with respect to Borrowers’ compliance or non-compliance with financial covenants from the Effective Date through the Forbearance Termination Date.
Carroll serves as Chief Executive Officer and President of the Company. He also serves as President and is a majority owner of LEH. Together, Carroll and LEH owned approximately 83% of Blue Dolphin’s common stock as of the filing date of this report.
The foregoing description of the First Amended Forbearance Agreement constitutes only a summary thereof and is qualified in its entirety by reference to the text thereof filed as Exhibit 10.1 hereof.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
2 |
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 3, 2023
Blue Dolphin Energy Company |
| |
|
| |
/s/ JONATHAN P. CARROLL |
| |
Jonathan P. Carroll Chief Executive Officer, President, Assistant Treasurer and Secretary (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer) |
|
3 |