U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Act of 1934
April 27, 2001
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Date of Report (date of earliest event reported)
Capco Energy, Inc.
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Exact Name of Registrant as Specified in its Charter
Colorado 0-10157 84-0846529
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State or Other Jurisdiction Commission File IRS Employer
of Incorporation Number Identification Number
2922 East Chapman Avenue, Suite 202
Orange, California 92869
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Address of Principal Executive Office, Including Zip Code
(714) 288-8230
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Registrant's Telephone Number, including Area Code
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) On April 27, 2001, the Registrant acquired all of the outstanding stock
of Meteor Enterprises, Inc. ("Meteor"). The closing was effective as of April
27, 2001. Meteor is a petroleum marketing and distribution company doing
business in New Mexico, Colorado, Wyoming, South Dakota, Nevada, Utah, Montana,
Nebraska and Idaho.
Meteor Industries, Inc, the sole shareholder of Meteor, received
consideration of $5,500,000, consisting of $4,697,501 in cash paid at
closing, $302,499 in the form of 100,833 shares of common stock of Meteor
Industries, Inc., and a promissory note issued by the Registrant in the
principal amount of $500,000 payable nine months after the closing date of
this transaction. The Registrant was an approximate 30% shareholder of
Meteor Industries, Inc. prior to this transaction. Three directors of the
Registrant, Ilyas Chaudhary, Dennis Staal and Irwin Kaufman, were also
directors of Meteor Industries, Inc. at the time the agreement was entered
into and closed. The amount of consideration given was determined based on
negotiations between the parties. The transaction was approved by the
shareholders of Meteor Industries, Inc. at a meeting held on March 27,
2001.
Meteor's assets include cash, accounts receivable, inventory and
distribution centers located in New Mexico, Wyoming, Nevada, and Colorado.
Meteor's total revenues were $196,800,000 for the year ended December 31,
2000.
The Registrant used proceeds from its recent sales of marketable securities
and from short term borrowings to make the acquisition.
(b) The Registrant will continue to operate Meteor as a subsidiary in the
petroleum marketing and distribution industry.
ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements.
Financial statements of Meteor, which are not included in this report, will
be filed by amendment within 60 days.
(b) Pro forma financial information.
Pro forma financial information, which is not included in this report, will
be filed by amendment within 60 days.
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(c) Exhibits
Exhibit No. 10.1 Stock Purchase Agreement, Incorporated by
dated January 30, 2001, by and reference to
between Capco Energy, Inc. and Form 8-K of
Meteor Industries, Inc. Meteor Industries,
Inc. dated
February 13, 2001
(SEC File No.
0-27698)
Exhibit No. 10.2 First Amendment to Stock Purchase Filed herewith
Agreement dated April 27, 2001, electronically
by and between Capco Energy, Inc.
and Meteor Industries, Inc.
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.
CAPCO ENERGY, INC.
Dated: May 7, 2001 By:/s/ Dennis R. Staal
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Dennis R. Staal
Chief Financial Officer