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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
(Amendment No. 2)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported) -- September 1, 1994
MAPCO INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-5254 73-0705739
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1800 South Baltimore Avenue
Tulsa, Oklahoma 74119
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (918) 581-1800
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets.
On September 1, 1994, MAPCO Inc. (the "Company" or the "Registrant")
through its wholly-owned subsidiaries, MAPCO Natural Gas Liquids Inc. and MAPCO
Petroleum Inc. (and its subsidiary, MAPCO Florida Inc.), completed the
acquisition of the assets of Emro Propane Company, a subsidiary of Emro
Marketing, which is a wholly-owned subsidiary of Marathon Oil (hereinafter
"Emro"). The Company signed a non-binding letter of intent for the purchase of
these assets on June 9, 1994, which was previously reported on Form 8-K filed
with the Securities and Exchange Commission on June 13, 1994.
The Registrant acquired the Emro assets by the payment of $178,046,000
and the transfer to Emro of MAPCO Florida Inc.'s retail marketing assets in
Florida. The cash payment was financed through the issuance by the Company of
commercial paper through Goldman Sachs Money Markets, L.P. and through
borrowings pursuant to uncommitted lines of credit with Bank of America
National Trust & Savings Association, Chemical Bank and J.P. Morgan Guaranty
Trust Company.
The assets acquired are retail propane plants in the States of
Illinois, Indiana, Michigan and Ohio. The assets which were transferred by the
Company to Emro are retail petroleum convenience stores located in the State of
Florida.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired. The
following financial statements of Emro Propane Company are filed herewith:
* Audited Annual Financial Statements:
Independent Auditors' Report
Balance Sheet as of December 31, 1993
Statement of Income and Retained Earnings for the Year
Ended December 31, 1993
Statement of Cash Flows for the Year Ended December 31,
1993
Notes to Financial Statements
* Unaudited Interim Financial Statements:
Balance Sheets as of June 30, 1994 and December 31, 1993
Statements of Income and Retained Earnings for the Six
Months Ended June 30, 1994 and 1993
Statements of Cash Flows for the Six Months Ended June
30, 1994 and 1993
Notes to Financial Statements
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(b) Pro Forma Financial Information.
* Unaudited Pro Forma Combined Financial Statements:
Balance Sheet as of June 30, 1994
Statement of Income for the Six Months Ended June 30, 1994
Statement of Income for the Year Ended December 31, 1993
Notes to Pro Forma Financial Statements
(c) Exhibits.
*10 Purchase and Sale Agreement between Emro Propane
Company and Emro Marketing Company and MAPCO
Natural Gas Liquids Inc., MAPCO Petroleum Inc.
and MAPCO Florida Inc. dated August 3, 1994 and
executed on September 1, 1994.
23 Independent Auditors' Consent.
__________________________
*Previously Filed
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
MAPCO INC.
By: /s/ James N. Cundiff
Name: James N. Cundiff
Title: Assistant General Counsel
and Assistant Secretary
Date: November 10, 1994
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INDEX TO EXHIBITS
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Number
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Exhibit 23 Independent Auditors' Consent
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EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the use in this Form 8-K/A of MAPCO Inc. of our report dated
September 1, 1994, relating to the Financial Statements of Emro Propane Company
for the year ended December 31, 1993 appearing in this Form 8-K/A, and to the
incorporation by reference of such report in MAPCO Inc.'s Post-Effective
Amendment No. 1 to Registration Statement No. 33-13090 on Form S-8,
Post-Effective Amendment No. 2 to Registration Statement No. 2-77050 on Form
S-8, Post-Effective Amendment No. 1 to Registration Statement No. 33- 28722 on
Form S-8, Post-Effective Amendment No. 1 to Registration Statement No. 33-29043
on Form S-8, Post-Effective Amendment No. 1 to Registration Statement No.
33-29044 on Form S-8, Registration No. 33-33217 on Form S-8 and Registration
Statement No. 33-34044 on Form S-3.
Deloitte & Touche LLP
Tulsa, Oklahoma
November 4, 1994
