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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.___) *
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CANAAN ENERGY CORPORATION
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(Name of Issuer)
COMMON STOCK, PAR VALUE $0.01 PER SHARE
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(Title of Class of Securities)
134743103
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(CUSIP Number)
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JOHN K. PENTON, C/O CANAAN ENERGY CORPORATION, 119 N. ROBINSON, SUITE 600,
OKLAHOMA CITY, OK 73102, 405/232-3222
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ]
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 240.13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, an
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 134743103
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1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons
(entities only)
John K. Penton SS# ###-##-####
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
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(b)
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3) SEC Use Only
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4) Source of Funds (See Instructions)
OO
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)
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6) Citizenship or Place of Organization United States
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(7) Sole Voting Power 491,847
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Number of
Shares (8) Shared Voting Power 0
Beneficially
Owned by ------------------------------------------------------------
Each Report-
ing Person (9) Sole Dispositive Power 491,847
With
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(10) Shared Dispositive Power 0
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11) Aggregate Amount Beneficially Owned by Each Reporting Person 491,847
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
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13) Percent of Class Represented by Amount in Row (11) 10.0%
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14) Type of Reporting Person (See Instructions) IN
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<PAGE> 3
CUSIP NO. 134743103 Page No. 3 of 6 Pages
Item 1. Security and Issuer.
Common Stock, par value $.01 per share, of Canaan Energy
Corporation (the "Issuer"), the principal executive offices of which are located
at 911 N. Robinson, Suite 600, Oklahoma City, OK 73102.
Item 2. Identity and Background.
(a) John K. Penton
(b) Mr. Penton's business address is 119 N. Robinson,
Suite 600, Oklahoma City, OK 73102
(c) Mr. Penton's principal occupation is as President and
a member of the Board of Directors of the Issuer,
which has its offices at the address specified in (b)
above. The Issuer is engaged primarily in the
exploration and production of natural gas and crude
oil.
(d) Mr. Penton has not, during the last five years, been
convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) Mr. Penton has not, during the last five years, been
a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which
resulted in his being subject to a judgment, decree
or final order enjoining future violations of, or to,
federal or state securities laws or finding any
violation with respect to such laws.
(f) Mr. Penton is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
On October 23, 2000, in a series of combination transactions
described in the Issuer's Registration Statement No. 333-30322 on Form S-4, the
Issuer acquired eight private limited partnerships sponsored by affiliated
general partners and also acquired Indian Oil Company and Canaan Securities,
Inc.
Mr. Penton was issued 491,847 shares in the combination
transaction in exchange for his preexisting ownership of the Issuer as well as
his ownership of the affiliated general partners, Coral Reserves, Inc. and
Coral Reserves Energy Corp. and his personal interest as an additional general
partner.
Item 4. Purpose of Transaction.
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CUSIP NO. 134743103 Page No. 4 of 6 Pages
The securities of the Issuer beneficially owned by Mr. Penton
were acquired for investment purposes as a part of the combination
transactions. Mr. Penton does not have any present plans for any actions which
relate to or would result in:
(a) The acquisition by any person of additional securities of the
Issuer or the disposition of securities of the Issuer.
(b) An extraordinary corporate transaction involving the Issuer
or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(d) Any change in the present board of directors or management of
the Issuer, including any plans or proposals to change the
number or term of directors.
(e) Any material change in the present capitalization or dividend
policy of the Issuer;
(f) Any other material change in the Issuer's business or
corporate structure;
(g) Changes in the Issuer's charter or bylaws or other actions
which may impede the acquisition of control of the Issuer by
any person;
(h) Causing a class of securities of the Issuer to cease to be
authorized to be quoted in an inter-dealer quotation system
of a registered national securities association;
(i) A class of equity securities of the Issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
However, in his capacity as a director and officer of the Issuer, he
may consider corporate actions from time to time that would result in the
foregoing.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Penton beneficially owns 491,847 shares of the Issuer's
Common Stock, representing 10.0% of the class.
(b) Of the shares of Common Stock beneficially owned by Mr.
Penton, Mr. Penton has the sole power to vote, or to direct
the vote of, and to dispose, or to direct the disposition of
491,847 shares.
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CUSIP NO. 134743103 Page No. 5 of 6 Pages
(c) Except for shares of Common Stock issued as a result of the
exchange discussed in Item 3 above, Mr. Penton has not
effected a transaction in the Common Stock of the Issuer
during the past sixty days.
(d) No other person or entity is known to have the right to
receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of, 491,847 shares of Common
Stock beneficially owned by Mr. Penton.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
Mr. Penton is a party to a Shareholder Agreement ("Agreement")
with the Issuer, other members of senior management of the Issuer and certain
former shareholders of Indian Oil Company. The Agreement grants the Issuer a
right of first refusal on sales of any common stock by this shareholders to the
extent the sales by any shareholder would exceed 1% of the outstanding common
stock in any three month period. In addition, these shareholders have the pro
rata right to participate in any purchases of shares by any of the shareholders
that exceed 1% of the outstanding common stock in any three-month period. The
Agreement has a term of five years. The persons who are parties to the Agreement
owned approximately 42.2% of the Issuer's outstanding common stock as of October
23, 2000.
Item 7. Material to be Filed as Exhibits.
No. Description.
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1. Shareholder Agreement dated October 23, 2000 (Incorporated by
reference to Exhibit 10.4 to Canaan Energy Corporation Registration
Statement on Form S-4, File No. 333-30322.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: November 3, 2000
/s/ JOHN K. PENTON
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John K. Penton, Individually
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CUSIP NO. 134743103 Page No. 6 of 6 Pages
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
SEQUENTIALLY
EXHIBIT NUMBERED
NO. DESCRIPTION PAGE
--- ----------- ------------
<S> <C> <C>
1. Shareholder Agreement dated October 23, 2000 (Incorporated by
reference to Exhibit 10.4 to Canaan Energy Corporation Registration
Statement on Form S-4, File No. 333-30322). N/A
</TABLE>
