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) July 30, 1999
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Blue Rhino Corporation
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(Exact name of registrant as specified in its charter)
Delaware 0-24287 56-1870472
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(State of or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
104 Cambridge Plaza Drive, Winston-Salem, North Carolina 27104
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (336) 659-6900
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Not Applicable
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposision of Assets
On July 30, 1999, the Registrant completed the purchase of 100% of the
membership interests in USA Leasing, L.L.C. ("USA Leasing") for total
consideration of $1.00. USA Leasing is a Delaware limited liability company
formed in October 1998 to provide propane cylinder leasing services to the
Registrant's distributors. The previous members of USA Leasing were BD
Investments, Inc., a corporation owned by Billy D. Prim, the Registrant's
Chairman, Chief Executive Officer and President, Andrew J. Filipowski, the
Registrant's Vice Chairman, Craig J. Duchossois, a director of the Registrant
and Peer Pedersen, a partner of the law firm of Pedersen & Houpt, P.C., the
Registrant's counsel. The Company intends to continue to operate USA Leasing as
a wholly owned subsidiary engaged in the leasing of propane cylinders to its
distributors.
In connection with the transaction, the Registrant will increase its
guaranty of the $13 million credit facility from NationsBank, N.A.
("NationsBank") to USA Leasing from 80% to 100% of the outstanding indebtedness.
Limited guarantees of the USA Leasing indebtedness to NationsBank made by the
former members of USA Leasing will remain in place until the USA Leasing repays
$2.6 million of principal outstanding under its credit facility with
NationsBank.
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 thereunto duly authorized.
BLUE RHINO CORPORATION
(Registrant)
By: /s/ Mark Castaneda
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Chief Financial Officer
DATED: August 12, 1999
Exhibits
Exhibit 2.1 Unit Purchase Agreement dated July 30, 1999 among Blue Rhino
Corporation, BD Investments, Inc., Craig J. Duchossois, Andrew J.
Filipowski and Peer Pedersen.