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THIS DOCUMENT IS A COPY OF THE FORM 8-K FILED ON APRIL 4, 1995
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 3, 1995
CASTLE ENERGY CORPORATION
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(Exact Name of Registrant as Specified in Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation or Organization)
0-10990 76-0035225
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(Commission File Number) (I.R.S. Employer Identification No.)
ONE RADNOR CORPORATE CENTER, SUITE 250, 100 MATSONFORD ROAD, RADNOR, PA 19087
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(Address of principal executive offices) (Zip Code)
(610) 995-9400
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(Registrant's telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
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Castle Energy Corporation (the "Registrant") submits the following information:
ITEM 5. Other Events
On April 3, 1995, the Registrant responded to reports that
Metallgesellschaft Corporation and its affiliates will cease to provide working
capital financing to the Registrant's refining subsidiaries, Indian Refining
Limited Partnership and Powerine Oil Company. A copy of the news release issued
by the Registrant on April 3, 1995 is attached as Exhibit 99.1 to this report.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
Exhibit Number Description Page No.
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99.1 Castle Energy Corporation Press Release,
dated April 3, 1995
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SIGNATURE
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 thereunto duly authorized.
CASTLE ENERGY CORPORATION
Date: April 3, 1995 By: JOSEPH L. CASTLE II
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Joseph L. Castle II
Chairman and Chief Executive Officer
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EXHIBIT 99.1
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RELEASE DATE: Immediate CONTACT: Joseph L. Castle II
610-995-9400
CASTLE ENERGY
ANNOUNCES STATUS OF MATTERS
RELATING TO METALLGESELLSCHAFT
RADNOR, Pa, April 3, 1995 - Castle Energy* (Nasdaq - NNM: CECX)(the
"Company") announced the following in response to reports that
Metallgesellschaft Corp. and its affiliates will cease to provide
working capital financing to the Company's refining subsidiaries,
Indian Refining Limited Partnership ("IRLP") and Powerine Oil
Company ("POC"):
1. Advances under the financing were due as of March
31, 1995. Metallgesellschaft has stated that it will not
continue financing under the facilities beyond that date and
has sued for recovery of the claimed outstanding balances.
2. IRLP and POC have and intend to continue to take
steps to reduce their respective inventories and thereby
reduce outstanding balances under the working capital
facilities. The Company has provided Metallgesellschaft with
business plans in this regard, and expects to be able to fully
repay MG within the next 30 days, assuming a reasonable level
of cooperation from MG. Outstanding balances were
substantially reduced during the month of March. The value of
the liquid collateral assets of IRLP and POC is substantially
in excess of the outstanding balances of the loans.
*Castle Energy Corp. is not affiliated with Castle Oil Corp.
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3. Metallgesellschaft has committed material defaults
with respect to certain obligations owing to the Castle Energy
group of companies, including but not limited to defaults
under the prior offtake arrangement respecting the Powerine
facility. Further, Shell Canada, a supplier of certain
condensate feedstock to the Indian facility under 10-year
agreement, has filed litigation to terminate that
agreement based on an alleged failure of Metallgesellschaft to
provide"adequate assurances" of its performance obligations
under that agreement (Metallgesellschaft has agreed to act as
"alternate purchaser" of the condensate). The Company shall
pursue its legal remedies with respect to these matters. MG's
defaults, and its actions with respect to the Shell Canada
supply agreement, have adversely affected the Company's
ability to repay the indebtedness due to MG, and the Company
intends to take all appropriate actions to protect its
interest with respect to these matters including legal
remedies. In this regard and based on the Metallgesellschaft
defaults, the Company has recently taken steps to terminate
certain arrangements entered into last October which were
supposedly designed by Metallgesellschaft and its lending
creditors to provide protective mechanisms for
Metallgesellschaft as a secured creditor of IRLP and POC.
4. IRLP and POC have taken steps to materially reduce
their operating costs, including personnel and wage/salary
reductions and operating run cuts, in order to reduce cash and
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financial requirements. These steps should enable IRLP and POC
to internally finance limited operations with the intent to
sell the refining operations in an orderly manner. IRLP and
POC are in the process of conducting active negotiations
concerning the sale of both facilities. IRLP and POC are also
in the process of attempting to structure interim arrangements
and expect favorable results in this regard over the next
several weeks.
The Company owns two refining subsidiaries, ILRP, which owns the
86,000 B/D Indian Refinery in Lawrenceville, Illinois and POC
which owns the 49,500 B/D Powerine refinery in Santa fe Springs,
California. The Company, through various subsidiaries and
affiliates, also owns a gas sales contract with Lone Star Gas
Company, a 77-mile interstate pipeline in Rusk County, Texas and
related gas contracts and interests, and operates approximately 450
oil and gas wells nationwide.
CAS677/45
