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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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RULE 13e-3 TRANSACTION STATEMENT
(Pursuant to Section 13(e) of the Securities Exchange Act of 1934)
AMENDMENT NO. 1
SUMMIT PETROLEUM CORPORATION
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(Name of Issuer)
MRI ACQUISITION CORP.
MIDLAND RESOURCES, INC.
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(Name of Persons filing Statement)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
866228 307
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(CUSIP Number of Class of Securities)
Deas H. Warley III, President
MRI Acquisition Corp.
16701 Greenspoint Park Drive, Suite 200
Houston, Texas 77060
713-873-4828
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of Person Filing Statement)
Copy:
Wayne M. Whitaker
Michener, Larimore, Swindle, Whitaker, Flowers, Reynolds, Sawyer & Chalk, L.L.P.
301 Commerce Street
3500 City Center Tower II
Fort Worth, Texas 76102
817-878-0530
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Item 17. Material to Be Filed as Exhibits.
(a)* Loan Agreement between Parent and First Union National Bank of
North Carolina dated December 29, 1994 (Previously filed as the same
exhibit number in Parent's Form 10-KSB dated December 31,1994 and
incorporated herein by such reference).
(b)* Report by Southwest Merchant Group, dated July 14, 1996.
(c)* Plan and Agreement of Merger among the Company and Purchaser, dated
July 17, 1996.
(d)(1)*The Offer to Purchase
(d)(2)*The Letter of Transmittal
(d)(3)*Letter from The Company to Shareholders recommending acceptance of
Offer
(d)(4) Press Release by Midland Resources and MRI Acquisition Corp.
announcing the extension of the tender offer until September 5, 1996.
(e)* A statement describing the appraisal rights under Colorado Law
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Previously filed.
SIGNATURE
After due 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.
August 14, 1996
/s/Deas H. Warley III
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Deas H. Warley III, President
MRI Acquisition Corp.
Midland Resources, Inc.
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INDEX TO EXHIBITS
Exhibit Page No.
* (a) Loan Agreement between Parent and First Union National Bank of North
Carolina dated December 29, 1994 (Previously filed as the same
exhibit number in Parent's Form 10-KSB dated December 31,1994 and
incorporated herein by such reference ).
** (b) Report by Southwest Merchant Group, dated July 14, 1996.
* (c) Plan and Agreement of Merger among the Company and Purchaser, dated
July 17, 1996. (Filed as Exhibit (a)(3) to Schedule 14D-1 of MRI
Acquisition Corp, and Midland Resources Inc. dated July 18, 1996
and incorporated herein by reference)
*(d)(1) The Offer to Purchase (Filed as Exhibit (a)(1) to Schedule 14D-1 of
MRI Acquisition Corp, and Midland Resources, Inc. date July 18,
1996 and incorporated herein by reference)
*(d)(2) The Letter of Transmittal (Filed as Exhibit (a)(2) to Schedule 14D-1
of MRI Acquisition Corp, and Midland Resources, Inc. date July 18,
1996 and incorporated herein by reference)
**(d)(3)Letter from The Company to Shareholders dated July 18, 1996
recommending acceptance of Offer
(d)(4) Press Release by Midland Resources and MRI Acquisition Corp.
announcing the extension of the tender offer until September 5,
1996 ( Filed as Exhibit (a)(4) to Schedule 14D-1/A Amendment No. 1
of MRI Acquisition Corpo. and Midland Resources, Inc. dated August 14,
1996.).
**(e) A statement describing the appraisal rights under Colorado Law
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* Incorporated herein by reference
** Previously filed.
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LETTERHEAD
MIDLAND RESOURCES EXTENDS SUMMIT PETROLEUM OFFER
HOUSTON, TEXAS -- Midland Resources, Inc. (NASDAQ: MRIX) and MRI
Acquisition Corp., announced today that they have extended the tender offer to
shareholders of Summit Petroleum Corporation (OTC: SMMP). The offer and
withdrawal rights are extended to the new expiration date at 12:00 midnight,
Houston, Texas Time, on Thursday, September 5, 1996 (the "Expiration Date").
Midland Resources and Summit Petroleum announced on July 18, 1996 that a
definitive agreement was signed on July 17, 1996, for MRI Acquisition Corp. to
acquire all of the outstanding shares of Summit Petroleum for $0.70 per share in
cash with the total value of the transaction at approximately $2.4 million,
including assumed debt. MRI Acquisition Corp. commenced immediately a tender
offer for all shares of Summit Petroleum Corporation which was scheduled to
expire at 12:00 midnight, Houston, Texas time, on Wednesday, August 14, 1996,
unless the offer was extended. An Offer to Purchase was mailed to all
shareholders of Summit Petroleum Corporation with Stock Transfer Company of
America acting as depository for the tender offer.
Mark Kahil, Director of Investor Relations for Midland Resources,
commented, "We were recently advised by the transfer agent of possible delays
of the tender offer information being forwarded to Summit shareholders with
street name and trust accounts. These delays could result in a number of
Summit shareholders missing the opportunity to participate in the tender offer
process. We want to insure that all shareholders have adequate time to receive
the offer and make an informed decision."
Midland Resources specializes in the application of advanced technology for
the exploration, development and production of natural gas and oil. The Company
owns oil and gas interests principally in the Permian Basin of West Texas and
the Texas Gulf Coast. The common stock of the Company trades in the NASDAQ
Small Cap Market with the symbol MRIX.
