Schedule 14A Information
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant [ X ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[ X ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
GREKA Energy Corporation
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement if other than the Registrant)
Payment of Filing Fee (check the appropriate box):
[ X ] No fee required.
[ ] Fee computed on table below per Exchange Act Rules
14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction
applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth the
amount on which the filing fee is calculated and state how it
was determined):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:
<PAGE>
GREKA Energy Corporation
630 Fifth Avenue, Suite 1501
New York, NY 10111
November 7, 2000
Dear GREKA Energy shareholder:
I am pleased to invite you to GREKA Energy's 2000 annual meeting of
shareholders. The meeting will be at 10:30 a.m. on Monday December 4, 2000 at
3201 Airpark Drive, Suite 201, Santa Maria, California.
At the meeting, you and the other shareholders will elect two Class B
directors to serve for a three-year term ending in 2003. You also will have the
opportunity to hear about the recent significant development in our business.
We hope you can join us on Monday December 4, 2000. Your vote is
important. To vote at the meeting please either attend the meeting or complete,
sign and date the enclosed proxy card and return it in the accompanying
postage-paid envelope.
Thank you for your continued support.
Very truly yours,
/s/ Randeep S. Grewal
-----------------------
Randeep S. Grewal
Chairman of the Board
Chief Executive Officer
and President
<PAGE>
GREKA Energy Corporation
Notice of Annual Meeting of Shareholders
Date:
Monday December 4, 2000
Time:
10:30 a.m.
Place:
3201 Airpark Drive, Suite 201
Santa Maria, California
Purpose:
To vote on the following matters:
1. To elect two Class B directors to serve for a three-year term
ending in 2003.
2. To transact such other business as may properly come before
the meeting.
Further information about the meeting is contained in the accompanying
proxy statement. All shareholders of record on November 3, 2000 may vote at this
meeting.
Your vote is important. If you do not plan to attend the meeting,
please sign, date and promptly return the enclosed proxy. A postage-paid reply
envelope is enclosed for your convenience. A shareholder who submits a proxy may
revoke it at any time before the vote is taken at the meeting.
By Order of the Board of Directors
/s/ Susan M. Whalen
----------------------
Susan M. Whalen
Secretary
November 6, 2000
<PAGE>
GREKA Energy Corporation
630 Fifth Avenue, Suite 1501
New York, NY 10111
(212) 218-4680
PROXY STATEMENT
Annual Meeting of Shareholders
To Be Held December 4, 2000
This proxy statement is furnished in connection with the solicitation
of proxies by the board of directors of GREKA Energy Corporation, a Colorado
corporation, for use at the annual meeting of shareholders to be held at 3201
Airpark Drive, Suite 201, Santa Maria, California at 10:30 a.m. on Monday
December 4, 2000, or at any reconvened meeting after any adjournment or
postponement thereof. GREKA Energy anticipates that this proxy statement will be
first mailed or given to all GREKA Energy shareholders on or about November 7,
2000.
The shares represented by properly executed proxies that are received
by GREKA Energy before the meeting will be voted at the meeting in accordance
with the instructions specified in each proxy. If no directions are specified in
the proxy, the subject shares will be voted "For" the nominees for director.
Any shareholder giving a proxy may revoke it at any time before it is
exercised by delivering written notice of such revocation to GREKA Energy, by
substituting a new proxy executed at a later date, or by requesting, in person,
at the annual meeting that the proxy be returned.
All of the expenses involved in preparing, assembling and mailing this
proxy statement and the materials enclosed herewith and all costs of soliciting
proxies will be paid by GREKA Energy. In addition to the solicitation by mail,
proxies may be solicited by officers and regular employees of GREKA Energy by
telephone or personal interview. Those persons will receive no compensation for
their services other than their regular salaries. Arrangements will also be made
with brokerage houses and other custodians, nominees and fiduciaries to forward
solicitation materials to the beneficial owners of shares of GREKA Energy held
on the record date, and GREKA Energy may reimburse such persons for reasonable
out-of-pocket expenses incurred by them in so doing.
A copy of GREKA Energy's Annual Report on Form 10-K for the year ended
December 31, 1999 is enclosed with this proxy statement. Upon written request,
GREKA Energy will provide copies of the exhibits to this report for a charge
limited to GREKA Energy's reasonable expenses in furnishing the exhibits.
Requests for exhibits should be directed to GREKA Energy Corporation, 630 Fifth
Avenue, Suite 1501, New York, NY 10111, Attention: Susan M. Whalen, Secretary.
The board of directors has fixed the close of business on November 3,
2000 as the record date for the determination of shareholders entitled to notice
of and to vote at the annual meeting. At such date, there were outstanding
approximately 3,566,801 shares of common stock, each of which entitles the
holder thereof to one vote per share on each matter which may come before the
meeting. GREKA Energy has no other class of voting securities outstanding.
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<PAGE>
The presence in person or by proxy of one-third of the outstanding
shares of common stock is necessary to constitute a quorum at the meeting. If a
quorum is not present, the meeting may be adjourned until a quorum is obtained.
If a quorum is present, the approval of each matter on the agenda requires that
the number of votes cast in favor of the matter exceeds the number of votes cast
against the matter. Both abstentions and broker non-votes will be treated as
non-votes.
ELECTION OF DIRECTORS
Nominees for Election
The shareholders are asked to vote for George G. Andrews and Dr. Jan F.
Holtrop as the two nominees to serve as Class B directors for a three-year term
ending in 2003. Mr. Andrews and Dr. Holtrop currently serve as Class B directors
whose term expires at this annual meeting.
Under GREKA Energy's articles of incorporation the directors are
divided into three classes: Class A, Class B, and Class C. Each director serves
for three years and the class up for election rotates at each annual meeting. At
this annual meeting, two Class B directors are to be elected to serve for a
three-year term. The other directors listed below will continue to serve for the
remainder of their terms. The Class A director serve until the next annual
meeting. The Class C directors serve until the second annual meeting from this
meeting.
Directors will be elected by a plurality of the votes cast. Only votes
cast for a nominee will be counted, except that a properly executed proxy will
be voted for the two nominees if there are no contrary instructions specified.
Abstentions, broker non-votes, and instructions on a properly executed proxy to
withhold authority to vote for any of the nominees will result in that nominee
receiving fewer votes. However, the number of votes received for that nominee
will not be reduced by that action.
The nominees have indicated their willingness to serve as directors of
GREKA Energy. However, if any nominee declines or is unable to serve, it is the
intention of the person designated as the proxy to vote for a substitute who
will be designated by the board of directors.
The board of directors recommends that the shareholders vote "For" the
nominees.
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<PAGE>
The directors of GREKA Energy are as follows:
<TABLE>
Director
Name Age Positions Since
----------------- --- --------------------------------------- --------------
<S> <C> <C> <C>
Randeep S. Grewal 35 Chairman of the Board, Chief Executive September 1997
Officer and President, Class A Director
Dr. Jan F. Holtrop 65 Class B Director September 1997
George G. Andrews 75 Class B Director July 1998
Dai Vaughan 61 Class C Director March 1999
Kenton D. Miller 52 Class C Director October 2000
</TABLE>
A brief summary of the recent business and professional experience of
each nominee and director continuing in office is presented below:
Randeep S. Grewal. Mr. Grewal most recently served since April 1997 as
Chairman and Chief Executive Officer for Horizontal Ventures, Inc., an oil and
gas horizontal drilling technology company which became a subsidiary of GREKA
Energy in September 1997. At that time Mr. Grewal assumed responsibility as
Chairman of the Board, Chief Executive Officer and President of GREKA Energy and
has since established GREKA Energy's strategies and business plan resulting in
consistent growth year after year. From 1993 to 1996, Mr. Grewal was the
Corporate Vice President for the Rada Group. He has been involved in various
joint ventures, acquisitions, mergers and reorganizations since 1986 in the
United States, Europe and the Far East within diversified businesses. Mr. Grewal
has a Bachelor of Science degree in Mechanical Engineering from Northrop
University.
Dr. Jan Fokke Holtrop. Dr. Holtrop has been a senior Production
Technology professor at the Delft University of Technology within the Faculty of
Petroleum Engineering and Mining in The Hague, Netherlands since 1989. Prior to
his employment with the Delft University, he served in various positions in the
Shell Oil Company where he started his career in 1962. Dr. Holtrop has almost
forty (40)years of experience within the oil and gas exploration, drilling and
production industry with a global hands-on background. Dr. Holtrop has a Ph.D.
and a MSC in Mining Engineering from the Delft University of Technology.
George G. Andrews. Mr. Andrews has been a consultant and private
investor since his retirement from the oil and gas industry in 1987. From 1982
until 1987 he was employed as Corporate Vice President of Intercontinental
Energy Corporation of Englewood, Colorado and directed the company's land
acquisition, lease and management operations. Between June 1981 and November
1982, Mr. Andrews was Vice President of Shelter Hydrocarbons, Inc. of Denver,
Colorado where he directed all land management and operation procedures
including contract systems and negotiations of acquisition agreements. From 1979
to June of 1981 Mr. Andrews was Senior Landman for the National Cooperative
Refinery Association in Denver, Colorado where he was responsible for
negotiation and acquisition of oil and gas leases, certifying title requirements
and ongoing daily operations in his office. Mr. Andrews obtained his B.S. degree
in 1947 from the University of Tulsa, where he majored in Economics.
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Dai Vaughan. A director since March 1999, Mr. Vaughan has been an
independent management consultant since 1994 with concentrated experience in
business plan development, implementation, and business turn-arounds. From 1985
until 1994, he was with Continental Airlines, most recently as Manager of
Aircraft Acquisition. Mr. Vaughan has served in numerous positions in his 44
year career in the aviation industry with British Airways, Eastern Airlines and
finally Continental Airlines, including Systems Engineering, Aircraft
Maintenance and Aircraft Acquisition. Mr. Vaughan received a HNC degree (B.S.
equivalent) in Electrical Engineering.
Kenton D. Miller. Mr. Miller has served as a director since October
2000. Since 1997, Mr. Miller has been a consultant with GREKA Energy to assist
management in property valuations, financial accounting and analysis. From 1991
to 1997, , Mr. Miller provided a variety of consulting and management advisory
services oriented to improve financial performance for a diverse group of
petroleum related companies while maintaining an income tax practice catering to
high networth individuals and their financial interests. Mr. Miller has 30 years
of oil and gas experience, primarily with Ladd Petroleum Company, British
Petroleum, and Citics Service Oil Company. Mr. Miller became a Registered
Professional Engineer in 1984 and a Certified Public Accountant in 1994. Mr.
Miller has a Bachelor of Science in Petroleum Engineering from the University of
Tulsa.
During 1999, the board of directors met ten times. No director attended
less than 75% of the meetings.
There are no family relationships among the directors. There are no
arrangements or understandings between any director and any other person
pursuant to which that director was elected.
During the past five years, there have been no petitions under the
Bankruptcy Act or any state insolvency law filed by or against, nor have there
been any receivers, fiscal agents, or similar officers appointed by any court
for the business or property of any of GREKA 's directors or executive officers,
or any partnership in which any such person was a general partner within two
years before the time of such filing, or any corporation or business association
of which any such director or executive officer was an executive officer within
two years before the time of such filing. During the past five years, no
incumbent director or executive officer of GREKA has been convicted of any
criminal proceeding (excluding traffic violations and other minor offenses) and
no such person is the subject of a criminal prosecution which is presently
pending.
Committees of the Board of Directors
GREKA Energy's audit committee is made up of Messrs. Miller, Andrews
and Vaughan and the compensation committee is made up of Messrs. Grewal, Vaughan
and Andrews. The board of directors selects director nominees and will consider
suggestions by stockholders for names of possible future nominees delivered in
writing to the Secretary of GREKA Energy on or before November 30 in any year.
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<PAGE>
Director Compensation
Each director who is not an employee of GREKA Energy is reimbursed for
expenses incurred in attending meetings of the board of directors and related
committees. As of the date of this proxy statement, GREKA Energy has four
outside directors. No compensation was paid to any outside director during
fiscal 1999.
On March 17, 1999 when Mr. Vaughan became a director, he was granted an
option for 14,000 shares of common stock at an exercise price of $7.75. These
options have all now vested.
On January 31, 2000 in accordance with the terms of GREKA Energy's 1997
Stock Option Plan and at an exercise price of $8.625 per share, Mr. Andrews, Mr.
Vaughan and Dr. Holtrop were each granted a vested option to acquire 5,000
shares each of common stock and Mr. Grewal was granted a vested option to
acquire 10,000 shares of common stock. In addition Mr. Andrews, Mr. Vaughan, Dr.
Holtrop, and Mr. Grewal were each granted an option to acquire 60,000, 60, 000,
50,000, and 400,000, shares respectively of common stock at an exercise price of
$8.625 per share in accordance with the terms of the GREKA Energy's 1999 Stock
Option Plan all vesting 50% on January 31, 2001 and January 31, 2002. All option
grants to these directors were for their services as members of the board of
directors.
GREKA Energy has no knowledge of any arrangement or understanding in
existence between any executive officer named above and any other person
pursuant to which any such executive officer was or is to be elected to such
office or offices. All officers of GREKA Energy serve at the pleasure of the
board of directors. No family relationship exists among the directors or
executive officers of GREKA Energy. There is no person who is not a designated
officer who is expected to make any significant contribution to the business of
GREKA Energy. Any officer or agent elected or appointed by the board of
directors may be removed by the board whenever in its judgment the best
interests of GREKA Energy will be served thereby without prejudice, however, to
any contractual rights of the person so removed.
Security Ownership of Certain Beneficial Owners and Management
The following table presents as of November 1, 2000 the common stock
ownership of each person known by GREKA Energy to be the beneficial owner of
five percent or more of GREKA Energy's common stock, all directors and officers
individually, and all directors and officers of GREKA Energy as a group. Except
as noted, each person has sole voting and investment power with respect to the
shares shown. GREKA Energy is not aware of any contractual arrangements or
pledges of GREKA Energy's securities which may at a subsequent date result in a
change of control of GREKA Energy. As of November 1, 2000, there were
approximately 3,566,801 shares of GREKA Energy common stock issued and
outstanding.
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<PAGE>
Amount of Beneficial
Ownership
<TABLE>
Name and Address
of Beneficial Owner Common Stock (1) Percent of Class
------------------- ------------ ----------------
<S> <C> <C>
Capco Resources Ltd (2) 490,000 13.7%
2922 E. Chapman Avenue, Suite 202
Orange, CA 92869
International Publishing Holding Inc. 362,911 10.2%
Postbus 84019
2508 AA The Hague
The Netherlands
Randeep S. Grewal 370,000(3) 9.6%
Chairman of the Board, Chief Executive
Officer,and a Director
10815 Briar Forest Drive
Houston, TX 77042
Dr. Jan F. Holtrop 32,501(4) <1%
Director
Van Alkemadelaan
2596 AS The Hague
The Netherlands
George G. Andrews 35,000(5) 1%
Director
7899 West Frost Drive
Littleton, CO 80123
Dai Vaughan 19,000(6) <1%
Director
2536 Waterstone Way
Marietta, GA 30062
Kenton D. Miller 5,000(7) <1%
Director
212 E. 25th Street
Tulsa, OK 74114
All directors and officers as a group 461,501 (8) 11.8%
(5 persons)
</TABLE>
(1) Rule 13d-3 under the Securities Exchange Act of 1934 involving the
determination of beneficial owners of securities, includes as
beneficial owners of securities any person who directly or indirectly,
through any contract, arrangement, understanding, relationship or
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otherwise has, or shares, voting power and/or investment power with
respect to such securities, and any person who has the right to acquire
beneficial ownership of such security within sixty days, including
through the exercise of any option, warrant or conversion of a
security.
(2) Greka has the voting rights to the 490,000 shares owned by Capco
Resources Ltd. whereby Capco must vote these shares at the direction of
Greka's management.
(3) Includes options presently exercisable to acquire 270,000 shares of
GREKA Energy common stock, 100,000 shares of GREKA Energy common stock
held individually by Mr. Grewal.
(4) Includes options presently exercisable to acquire 25,000 shares of
GREKA Energy common stock.
(5) Consists of options presently exercisable to acquire 30,000 shares of
GREKA Energy common stock.
(6) Consists of options presently exercisable to acquire 19,000 shares of
GREKA Energy common stock.
(7) Consists of options presently exercisable to acquire 5,000 shares of
GREKA Energy common stock.
(8) Includes option presently exercisable to acquire 349,000 shares of
GREKA Energy common stock held by directors and an executive officer of
GREKA Energy.
Section 16(a) Beneficial Ownership Reporting Compliance
Based solely on a review of reports filed with GREKA Energy, all
directors, executive officers and beneficial owners of more than ten percent of
GREKA Energy common stock timely filed all reports regarding transactions in
GREKA Energy's securities required to be filed during the last fiscal year by
Section 16(a) of the Securities Exchange Act of 1934.
Executive Compensation
Summary Compensation Table
<TABLE>
Annual Compensation Long Term Compensation
Restricted Securities
Name and principal stock awards underlying All other
position Year Salary ($) Bonus ($)(1) ($) options/SARS compensation
------------------- ---- ---------- ------------ ------------ ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
Randeep S. Grewal, 1999 $248,400 -- -- -- $12,000(4)-
Chairman and Chief 1998 $120,000 -- $367,500(2) 110,000 $ 4,200(4)
Executive Officer 1997 $120,000 -- $20,000(3) 150,000 ---------
</TABLE>
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(1) GREKA Energy did not pay its executive officers any bonuses during the
three fiscal years ended December 31, 1999.
(2) Awarded pursuant to the First Amendment to Employment Agreement dated
October 14, 1998 and valued at the fair market value on such date.
(3) Awarded pursuant to the Agreement and Plan of Acquisition between Petro
Union, Inc. and Horizontal Ventures, Inc. dated June 13, 1997 and
valued at the fair market value on such date.
(4) Auto expense allowance.
No other form of compensation was paid during 1997,1998 or 1999. No
other officer, director or employee of GREKA Energy or its subsidiaries received
total compensation in excess of $100,000 during the last three fiscal years.
Option/SAR Grants in Last Fiscal Year (1)
(Individual Grants)
<TABLE>
Number of Percent of total
Securities options/SARS
Underlying granted to Exercise or
Options/SARS employees in base price Expiration
Name granted(#) fiscal year ($/Sh) date
----------------- ------------ ---------------- ----------- ----------
<S> <C> <C> <C> <C>
Randeep S. Grewal ----- ---- ---- ----
</TABLE>
(1) To date GREKA Energy has granted 1,400,000 options to acquire common
stock, of which 1,025,000 were granted in 2000.
Aggregated Option/SAR Exercises in Last Fiscal Year and FY-End Option/SAR Values
<TABLE>
Number of unexercised
options SARS at Value of unexercised
FY-end (#) in-the-money options/SARS
Shares acquired Value realized exercisable/ at FY-end ($) exercisable/
Name on exercise (#) ($) unexercisable unexercisable
------------------ --------------- -------------- --------------------- --------------------------
<S> <C> <C> <C> <C>
Randeep S. Grewal 260,000/0 $1,657,500/$0
</TABLE>
Employment Contracts and Termination Agreements
On September 9, 1997, GREKA Energy entered into a five-year employment
agreement with Randeep S. Grewal. This agreement was amended on October 14,
1998, and on November 3, 1999 the Board of Directors adopted an amended and
restated employment agreement for Mr. Grewal (the "Restated Agreement"). Under
the terms of the Restated Agreement, Mr. Grewal's annual salary is $287,500
subject to an annual increase effective on the anniversary date. Mr. Grewal
participates in GREKA Energy's benefit plans and is entitled to bonuses and
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incentive compensation as determined by the board of directors of GREKA Energy.
The Restated Agreement also allows Mr. Grewal to receive an assignment of a 2%
overriding royalty of all oil and gas production of GREKA Energy and to receive
fringe benefits which include an automobile allowance of $1,000 per month. Under
the original agreement, 30,000 shares of GREKA Energy common stock were issued
to Mr. Grewal.
The term of the Restated Agreement is through the fifth anniversary of
December 31, 1999; however, it automatically rolls over so that it is a minimum
of three years unless sixty days prior to any anniversary date the Company
notifies Mr. Grewal that the change of control period shall not be extended. A
change of control termination clause was added which is intended to deter
hostile changes of control by providing a substantial termination payment should
Mr. Grewal terminate his employment or be terminated as a result of a change of
control. The Restated Agreement is terminable for cause or by the death or
disability of Mr. Grewal. In addition, the Restated Agreement may be terminated
by Mr. Grewal in the event of any diminution by GREKA Energy in Mr. Grewal's
position, authority, duties or responsibilities. Upon termination of the
Restated Agreement by GREKA Energy for any reason other than for cause, death or
disability, or upon termination of the Restated Agreement by Mr. Grewal in the
event of any diminution by GREKA Energy in Mr. Grewal's position, authority,
duties or responsibilities, GREKA Energy is obligated to pay within 30 days
after the date of termination: (a) Mr. Grewal's base salary through the date of
the severance period, (b) Mr. Grewal's base salary for the balance of the term
of the agreement if the date of termination is within the first five years of
the employment agreement (base salary is the salary rate in effect at the date
of termination), (c) the annual bonus paid to Mr. Grewal for the last full
fiscal year during the employment period, and (d) all amounts of deferred
compensation, if any.
Future Transactions
All transactions between GREKA Energy and an officer, director,
principal stockholder or affiliate of GREKA Energy will be approved by a
majority of the uninterested directors, only if they have determined that the
transaction is fair to GREKA Energy and its shareholders and that the terms of
such transaction are no less favorable to GREKA Energy than could be obtained
from unaffiliated parties.
PERFORMANCE GRAPH
The following performance graph compares the cumulative total
stockholders return on Greka's common stock for the period of December 19, 1997
to September 30, 2000 with the cumulative total return of the Industrial Index
for Oil & Gas Drilling & Exploration published by Media Gereral Financial
Services and the Standard & Poor's 500 Stock Index.
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<PAGE>
(GRAPH)
Assumes $100 invested on December 19, 1997 in Greka Energy Corporation, Industry
Index for Oil and Gas Drilling & Exploration and S&P 500 Stock Index.
*Total return assumes reinvestment of dividends.
INDEPENDENT PUBLIC ACCOUNTANTS
On February 18, 1999, GREKA Energy engaged Arthur Andersen LLP to
replace Bateman & Co., Inc., P.C. as GREKA Energy's independent accountant to
audit its financial statements for the year ended December 31, 1998. Bateman &
Co., Inc., P.C. was dismissed as GREKA Energy's independent accountant on the
same date. The board of directors approved this change in its independent
accountant. The board of directors also selected Arthur Andersen as the
independent certified public accountants to audit GREKA Energy's financial
statements for the years ending December 31,1999 and 2000.
Representatives of Arthur Andersen are expected to be present at the
annual meeting and be available to respond to appropriate questions. They will
have the opportunity to make a statement if they desire to do so.
The independent auditor's report of Bateman & Co., Inc., P.C. for GREKA
Energy's financial statements for the year ended December 31, 1997 did not
contain an adverse opinion or a disclaimer of opinion, and was not modified as
to uncertainty, audit scope, or accounting principles.
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<PAGE>
During GREKA Energy's three most recent fiscal years and through the
date of the dismissal of Bateman & Co., Inc., P.C., GREKA Energy did not have
any disagreements with Bateman & Co., Inc., P.C. on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.
OTHER MATTERS
The board of directors does not know of any other matters to be brought
before the annual meeting. If any other matters not mentioned in this proxy
statement are properly brought before the annual meeting, the individual named
in the enclosed proxy intends to vote such proxy in accordance with his best
judgment on such matters.
Future Shareholder Proposals
Any GREKA Energy shareholder proposal for the annual meeting of
shareholders presently scheduled to be held in 2001 must be received by GREKA
Energy by November 30, 2000 for the proposal to be included in the GREKA Energy
proxy statement and form of proxy for that meeting.
By Order of the Board of Directors
/s/ Randeep S. Grewal
---------------------
Randeep S. Grewal, Chairman of the Board,
Chief Executive Officer and President
November 6, 2000
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GREKA Energy Corporation
630 Fifth Avenue, Suite 1501
New York, New York 10111
PROXY
This Proxy is Solicited by the Board of Directors
For the Annual Meeting of Shareholders on December 4, 2000
The undersigned hereby appoints Randeep S. Grewal, Chairman of the
Board, Chief Executive Officer and President of GREKA Energy Corporation, with
full power of substitution, the proxy of the undersigned to represent and vote,
as designated below, all shares of GREKA Energy common stock standing in the
name of the undersigned with the powers the undersigned would posses if
personally present at the annual meeting of the shareholders of GREKA Energy
Corporation to be held on December 4, 2000 at 10:30 a.m. at 3201 Airpark Drive,
Suite 201, Santa Maria, California, and at any reconvened meeting after any
adjournment or postponement thereof.
1. To elect the following nominees as Class B directors to serve
for a three-year term ending in 2003:
George G. Andrews [ ] FOR [ ] WITHHOLD
Dr. Jan F. Holtrop [ ] FOR [ ] WITHHOLD
The GREKA Energy board of directors recommends that you vote "For" both of the
above nominees.
2. On any and all other matters that may properly come before the
meeting.
This proxy when properly executed will be voted in the manner directed
herein by the undersigned shareholder.
If no specific directions are given, this Proxy will be voted "For"
both of the above Class B director nominees.
This proxy also confers discretionary authority to the proxy to vote on
any other matters that may properly be presented at the meeting. As of the date
of the accompanying proxy statement, GREKA Energy management did not know of any
other matters to be presented at the meeting. If any other matters are properly
presented at the meeting, this proxy will be voted in accordance with the
recommendations of GREKA Energy management.
Please sign exactly as name appears on the certificate or certificates
representing shares to be voted by this proxy. When signing as executor,
administrator, attorney, trustee or guardian, please give full titles as such.
If a corporation, please sign in full corporate name by president or other
authorized officer. If a partnership, please sign in partnership name by
authorized persons.
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---------------------------- ---------------------------
Print Name Signature of Shareholder
---------------------------- ---------------------------
Number of Shares Signature if Held Jointly
---------------------------
Date
2
