Current Report Filing (8-k)
13 Septiembre 2019 - 8:30AM
Edgar (US Regulatory)
UNITED
STATES
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): September 13,
2019
Blue Dolphin Energy Company
(Exact
name of registrant as specified in its charter)
|
Delaware
(State
or Other Jurisdiction of Incorporation)
|
0-15905
(Commission
File Number)
|
73-1268729
(IRS
Employer Identification
No.)
|
801 Travis Street, Suite 2100
Houston, Texas 77002
(Address
of principal executive office and zip code)
(713) 568-4725
(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):
[ ]
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act: None
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
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.
Amendment No. 1 to Credit Agreement
As
previously disclosed, on May 3, 2019, Pilot Travel Centers LLC, a
Delaware limited liability company (“Lender”), entered
into a Line of Credit, Guarantee and Security Agreement (the
“Agreement”) with Nixon Product Storage, LLC, a
Delaware limited liability company (“Borrower”), Lazarus
Refining & Marketing, LLC, a Delaware limited liability company
(“LRM” and, together with
the Borrower, the “Grantors”), Lazarus Energy LLC, a
Delaware limited liability company (“LE”), Blue Dolphin
Energy Company, a Delaware corporation (“Blue Dolphin”
or “Pledgor”, and Grantors and LE being wholly-owned
subsidiaries of Blue Dolphin), and Lazarus Energy Holdings LLC, a
Delaware limited liability company (“LEH”), whereby
Lender agreed to extend a line of credit to Borrower in an
aggregate principal amount of $12,800,000. The Agreement is
primarily being used to finance NPS' purchase of crude oil from
Lender pursuant to certain purchase and supply agreements and to
provide working capital. The parties to the Agreement subsequently
entered into amendments to the line of credit on May 9, 2019 and
May 10, 2019 (as so amended, the “Credit
Agreement”).
The
parties hereto entered into Amendment No. 1 to the Credit Agreement
(the “Amended Credit Agreement”) effective September 3,
2019. The Amended Credit Agreement was fully executed by all
parties on September 9, 2018. The Amended Credit Agreement provides
for, among other things:
●
An advance of
$200,000 by Lender to Borrower, increasing the aggregate principal
amount under the Amended Credit Agreement to
$13,000,000.
●
Pre-payment by
Borrower to Lender in a principal amount equal to the amount set
forth opposite such date below, together with accrued and unpaid
interest thereon:
|
Date
|
Principal
Amount
|
|
September 30,
2019
|
$100,000
|
|
October
31, 2019
|
$100,000
|
Item
2.03
Creation
of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The
information in Item 1.01 is incorporated by reference in this Item
2.03.
Item
9.01.
Financial
Statements and Exhibits.
|
|
Amendment No. 1 to
Line of Credit, Guarantee and Security Agreement, dated as of
September 3, 2019, among Pilot Travel Centers LLC, Nixon Product
Storage, LLC and the other loan parties hereto.
|
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 hereunto duly authorized.
|
|
Blue
Dolphin Energy Company
|
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Date:
September 13, 2019
|
By:
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/s/ JONATHAN
P. CARROLL
|
|
|
|
|
Jonathan
P. Carroll
|
|
|
|
|
Chief
Executive Officer, President,
Assistant
Treasurer and Secretary
(Principal
Executive and Financial Officer)
|
|
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