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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
AMENDMENT NO. 1
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 3, 2000
BLUE RHINO CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-24287 56-1870472
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
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
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
This Amendment No. 1 to the Current Report on Form 8-K for Blue Rhino
Corporation ("Blue Rhino") is being filed to provide the financial statements
and Pro Forma financial information required by Item 7.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
The following financial statements and pro forma information are filed
as part of this report.
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(a) Financial Statements of Businesses Acquired
UNIFLAME, INC. AND ITS SUBSIDIARY ("UNIFLAME").
Independent Auditors' Report (Friduss, Lukee,
Schiff & Co., P.C.) (Exhibit 99.1) 1
Balance Sheets as of December 31, 1999 and 1998 (Exhibit 99.1) 2
Statements of Income for the years ended
December 31, 1999 and 1998 (Exhibit 99.1) 4
Statements of Stockholders' Equity for the years ended
December 31, 1999 and 1998 (Exhibit 99.1) 5
Statements of Cash Flows for the years ended
December 31, 1999 and 1998 (Exhibit 99.1) 6
Notes to Financial Statements (Exhibit 99.1) 8
COMBINED FINANCIAL STATEMENTS OF INTERNATIONAL PROPANE
PRODUCTS, LLC ("IPP") AND BISON VALVE, LLC ("BISON").
Independent Auditors' Report (Ernst & Young LLP)
(Exhibit 99.2) 1
Combined Balance Sheets as of December 31, 1999 and 1998
(Exhibit 99.2) 2
Combined Statements of Operations and Changes in Accumulated
Deficit for the year ended December 31, 1999 and the period
from February 13, 1998 (date of inception) to 3
December 31, 1998 (Exhibit 99.2)
Combined Statements of Cash Flows for the year ended
December 31, 1999 and the period from February 13, 1998 (date
of inception) to December 31, 1998 (Exhibit 99.2) 4
Notes to Combined Financial Statements (Exhibit 99.2) 5
(b) Pro Forma Financial Information. Blue Rhino Corporation,
Uniflame, IPP and Bison (on a consolidated basis)
Unaudited Pro Forma Information (Exhibit 99.3) 1
Unaudited Pro Forma Balance Sheet as of
January 31, 2000 (Exhibit 99.3) 2
Notes to Unaudited Pro Forma Balance Sheet as of January 31,
2000 (Exhibit 99.3) 3
Unaudited Pro Forma Statement of Operations for the twelve
months ended July 31, 1999 (Exhibit 99.3) 5
Unaudited Pro Forma Statement of Operations for the six
months ended January 31, 2000 (Exhibit 99.3) 6
Notes to the Unaudited Pro Forma Statements of Operations
(Exhibit 99.3) 7
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS - CONTINUED.
(c) Exhibits.
23.1 Consent of FRIDUSS, LUKEE, SCHIFF & CO., P.C.
23.2 Consent of ERNST & YOUNG LLP
99.1 Financial Statements of Business Acquired - UNIFLAME
99.2 Financial Statements of Business Acquired - BISON AND IPP
99.3 Pro Forma Financial Information
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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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Secretary and Chief Financial Officer
DATED: June 13, 2000
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EXHIBIT INDEX
Exhibit
Number Description
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23.1 Consent of FRIDUSS, LUKEE, SCHIFF & CO., P.C.
23.2 Consent of ERNST & YOUNG LLP
99.1 Financial Statements of Business Acquired - UNIFLAME
99.2 Financial Statements of Business Acquired - BISON AND IPP
99.3 Pro Forma Financial Information
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