-----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, O+Mzc0nG4mGw4+sBkKy+Vh+UlxmVluzXkOEArBrZTf7svVhBZrvv+MO/WDqs9oyc z7P05sJ8d7QGMU8RjtPtCQ== 0000950153-02-000796.txt : 20020426 0000950153-02-000796.hdr.sgml : 20020426 ACCESSION NUMBER: 0000950153-02-000796 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020426 ITEM INFORMATION: Other events FILED AS OF DATE: 20020426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GIANT INDUSTRIES INC CENTRAL INDEX KEY: 0000856465 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 860642718 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10398 FILM NUMBER: 02623409 BUSINESS ADDRESS: STREET 1: 23733 N SCOTTSDALE RD CITY: SCOTTSDALE STATE: AZ ZIP: 85255 BUSINESS PHONE: 4805858888 MAIL ADDRESS: STREET 1: 23733 N SCOTTSDALE RD CITY: SCOTTSDALE STATE: AZ ZIP: 85255 8-K 1 p66503be8-k.htm 8-K e8-k
 



SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


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):     April 26, 2002

GIANT INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)
         
Delaware
(State of jurisdiction of incorporation)
  1-10398
(Commission File Number)
  86-0642718
(IRS Employer Identification No.)
     
23733 North Scottsdale Road
Scottsdale, Arizona
(Address of principal executive offices)
 
85255
(Zip Code)

Registrant’s telephone number, including area code

(480) 585-8888




 

Item 5.     Other Events

      See press release attached hereto as Exhibit 99.1.

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 thereunto duly authorized.

  By:  /s/ GARY R. DALKE
 
  Gary R. Dalke
  Vice President and Chief Accounting Officer
  (Principal Accounting Officer)

Date: April 26, 2002


 

INDEX TO EXHIBITS

         
Exhibit
Number Description


  99.1     Press Release, dated as of April 26, 2002
EX-99.1 3 p66503bex99-1.txt EX-99.1 Exhibit 99.1 [GIANT INDUSTRIES, INC. LOGO] [GI LISTED NYSE LOGO] NEWS RELEASE Contact: Mark B. Cox Vice President, Treasurer, & Chief Financial Officer Giant Industries, Inc. (480) 585-8888 FOR IMMEDIATE RELEASE APRIL 26, 2002 GIANT INDUSTRIES ANNOUNCES NEW FINANCING SCOTTSDALE, Ariz.-April 26, 2002 -- Giant Industries, Inc. (NYSE: GI) announced today that it intends to offer $200 million of Senior Subordinated Notes due 2012 in a private placement (the "Notes"). The net proceeds of this offering, together with cash on hand and borrowings under other financing arrangements will be used to fund the Company's acquisition of the Yorktown, Virginia refinery and associated inventory from BP, to redeem all $100 million principal amount of its 9 3/4% senior subordinated notes due 2003, and to pay related transaction fees and expenses. The Notes being sold by the Company will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. The Notes are being offered only to qualified institutional buyers under Rule 144A and outside the United States in compliance with Regulation S under the Securities Act. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful. Giant Industries, Inc., headquartered in Scottsdale, Arizona, is a refiner and marketer of petroleum products. Giant owns and operates two New Mexico crude oil refineries, a crude oil gathering pipeline system based in Farmington, New Mexico, which services the refineries, finished products distribution terminals in Albuquerque, New Mexico and Flagstaff, Arizona, a fleet of crude oil and finished product truck transports, and a chain of 149 retail service stations with convenience stores or kiosks in New Mexico, Arizona and Colorado. Giant is also the parent company of Phoenix Fuel Co., Inc., which Giant believes is the largest wholesale petroleum products distributor in Arizona. "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements that involve known and unknown risks and uncertainties. Forward-looking statements are identified by words or phrases such as "believes," "expects," Page 1 of 2 "anticipates," "estimates," "should," "could," "plans," "intends," "will," variations of such words and other similar expressions. While these forward-looking statements are made in good faith and reflect the Company's current judgement regarding such matters, actual results could vary materially from the forward-looking statements. Important factors that could cause actual results to differ from forward-looking statements include, but are not limited to: the ability to negotiate definitive agreements with respect to the credit facility, lease facility and the Notes and to close those financing transactions; the Company's ability to close the acquisition of the Yorktown refinery; and other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements attributable to the Company, or persons acting on behalf of the Company, are expressly qualified in their entirety by the foregoing. Forward-looking statements made by the Company represent its judgement on the dates such statements are made. The Company assumes no obligation to update any forward-looking statements to reflect new or changed events or circumstances. www.giant.com Page 2 of 2 02-03
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