UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): August 30, 2001
MID-POWER SERVICE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 2-85602-D 87-0398403
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
3800 Howard Hughes Parkway
Suite 860A
Las Vegas, Nevada 89109
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(Address of principal executive offices) (Zip Code)
(702) 319-7153
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(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OF ASSETS
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Mid-Power Service Corporation ("Mid-Power") has purchased 70% of the issued and
outstanding stock of MaxCo Oil Co., Inc. ("MaxCo"), a privately-owned oil
company based in Bakersfield, California, with producing oil and gas wells and
additional oil and gas holdings in Kern County, California. MaxCo has been
engaged in oil and gas exploration and production in Kern County since June
2000. Mid-Power purchased the MaxCo stock from MaxCo's three stockholders, James
G. Maxey, James R. Leavy, and H. Thomas Cotter, none of whom has any
relationship with Mid-Power or any of Mid-Power's affiliates. Mr. Maxey, with
over 25 years of experience in all phases of oilfield operation, will remain as
President of MaxCo.
In the acquisition, Mid-Power has agreed to pay $453,000 in cash and issue
450,000 shares of Mid-Power restricted common stock. The cash was paid from
Mid-Power's cash on hand, which was raised in two private placements conducted
earlier this year. The actual delivery of the shares is conditional upon MaxCo's
meeting its goal of obtaining an agreed number of commercially productive wells
in addition to those currently producing. MaxCo proposes to meet this goal both
by reworking and returning to production shut-in wells it currently owns and
acquiring other wells and placing them into production. Half of the shares will
be delivered upon satisfaction of the condition, with the remaining half
delivered one year thereafter.
MaxCo holds leases to the oil and gas rights on 1,010 gross acres, which include
over 50 wells at depths of between 550 to 6,500 feet, of which some currently
produce small volumes and will be reworked and others are shut-in. Based on the
current level of oil prices, Mid-Power believes that MaxCo can rework the
shut-in wells to develop a number of commercially productive wells.
In order to complete the acquisition, Mid-Power organized a new, wholly owned
subsidiary, Mid-Power Resources Corporation. Mid-Power Resources Corporation
intends to focus on exploration, development and acquisition of oil and natural
gas opportunities.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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The audited financial statements for MaxCo Oil Co., Inc. if required by
Item 7 of Form 8-K will be filed by amendment no later than November 13, 2001,
pursuant to Item 7(a)(4) of Form 8-K.
Exhibits:
SEC
Exhibit Reference
Number Number Title of Document Location
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Item 2 Plan of Acquisition, Reorganization,
Arrangement, Liquidation or Succession
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2.01 2 Agreement of Stockholders to Sell Stock This filing
of MaxCo Oil Co., Inc.
2
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SIGNATURES
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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.
MID-POWER SERVICE CORPORATION
Dated: September 14, 2001 By: /s/ Kenneth M. Emter
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Kenneth M. Emter, Secretary/Treasurer