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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) June 30, 1994
PETROLEUM HEAT AND POWER CO., INC.
(Exact name of registrant as specified in its charter)
Minnesota 2-88526
(State or other jurisdiction of incorporation) (Commission File No.)
Clearwater House
2187 Atlantic Street
Stamford, Connecticut 06902
(Address of principal executive offices) Zip Code)
Registrant's telephone number, including area code (203) 325-5400
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Item 1. Change in Control of Registrant.
None
Item 2. Acquisition Or Disposition of Assets.
On June 30, 1994, Petroleum Heat and Power Co., Inc. (the "Company")
acquired the home heating business operations and assets of DeBlois Oil
Company (the "Seller") based in Rhode Island and certain areas of
Massachusetts relating specifically to its (a) retail delivered home,
commercial and industrial #2 fuel oil business, (b) retail delivered kerosene
for home heating business, (c) retail delivered home, commercial and
industrial propane business and (d) sale, installation and servicing of
heating equipment and air-conditioning equipment business (collectively, the
"Acquired Business"), pursuant to a purchase agreement dated as of May 31,
1994 among the Company, the Seller and Seller's shareholders. The assets
acquired included the customer lists, goodwill, motor vehicles, real property
and inventories of the Acquired Business. The Company intends to continue to
devote the assets acquired from Seller in the conduct of its home heating
business.
The purchase price for the Acquired Business was $16,794,000. Of this
amount, $15,226,000 was paid in cash at the Closing and $1,568,000 was paid
by assuming certain liabilities. The amount of consideration for the
Acquired Business was determined by arms-length negotiations between the
Company and the Seller. The acquisition was funded with working capital of
the Company.
Item 3. Bankruptcy Or Receivership.
None
Item 4. Changes in Registrant's Certifying Accountant.
None
Item 5. Other Events.
None
Item 6. Resignation of Registrant's Directors.
None
Item 7. Financial Statements and Exhibits.
(a)-(b) It is impracticable for the Company at this time to file the
audited financial statements of the acquired business, as well as the pro
forma financial information required relative to the acquired business. Such
financial statements shall be provided to the Securities and Exchange
Commission as soon as they become available, in any event no later than sixty
days from the date hereof.
(c) The following document is filed herewith as an exhibit:
(1) Purchase Agreement, dated as of May 31, 1994, among the
Company, the Seller and Seller's shareholders.
Item 8. Changes in Fiscal Year.
None
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.
PETROLEUM HEAT AND POWER CO., INC.
/s/ Irik P. Sevin
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Name: Irik P. Sevin
Title: President, Chairman of the Board
and Chief Financial and Accounting
Officer and Director
Date: July 13, 1994
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EXHIBITS
Exhibit No. Exhibit
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1. Purchase Agreement, dated as of May 31, 1994, among the Company,
the Seller and Seller's shareholders.