U.S. Securities and Exchange Commission
Washington, D.C. 20549
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) March 18, 2000
RENTECH, INC.
(Exact name of registrant as specified in its charter)
Colorado 0-19260 84-0957421
(State of incorporation) (Commission File Number) (IRS Employer
Identification No.)
1331 17th Street, Suite 720, Denver, Colorado 80202 80202
(Address of principal executive offices) (Zip Code)
(303) 298-8008
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Item 5. Other Events.
On March 18, 2000, Rentech, Inc. completed a series of related
business transactions with Anschutz Investment Company and Forest Oil
Corporation. These transactions were the result of discussions with
principals of Forest Oil that began in October 1999.
By the agreements, Rentech sold 1,000,000 shares of its common stock
to Anschutz Investment and 1,000,000 shares of its common stock to Forest
Oil at a price of $.60 per share. Additionally, Anschutz Investment and
Forest Oil each purchased options to acquire an additional 3,000,000
shares of Rentech common stock, 2,000,000 shares each at $1.25 and
1,000,000 shares each at $5.00 per share. The weighted average price per
share of the combined transactions, assuming exercise of all options, is
$2.03. The purchased shares and the shares underlying the options
constitute a total potential ownership interest of approximately 11% of
Rentech.
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Rentech and Forest Oil also signed a Memorandum of Understanding by
which Rentech expects to issue one or more licenses allowing Forest Oil
to use Rentech's gas-to-liquids (GTL) technology. The licenses would be
granted for use at specific sites. The companies plan to begin
evaluating several potential opportunities for the conversion of natural
gas reserves into liquid hydrocarbons and the retrofitting of existing
industrial gas plants to use Rentech's GTL technology for the production
of liquid hydrocarbons.
Rentech, incorporated in 1981, has developed and licenses its
patented and proprietary Fischer-Tropsch, gas-to-liquids process for
converting synthesis gas made from natural gas, solid or liquid
carbon-bearing materials into high value fuels, products and chemicals.
These products include cleaner burning, sulfur-free and aromatic-free diesel
fuel, naphtha and waxes. Fuels made from the Rentech process, when
tested, were shown to reduce emissions substantially more than current
clean fuels such as California Air Resource Board or "CARB" diesel,
considered the cleanest diesel fuel available today. Recent tests of GTL
fuels, such as those produced by use of the Rentech GTL technology, have
demonstrated that the fuel is an excellent feedstock for fuel cells
because of its high hydrogen and zero sulfur content.
Certain portions of this release may contain "forward-looking"
statements as defined by the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 and within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Any number of important factors could
cause actual results to differ materially from those in the
forward-looking statements herein, including market acceptance of
Rentech's GTL technology, ability to economically construct, retrofit and
operate plants using the technology, and profitable marketing of the
liquid hydrocarbon products. For more information concerning factors
that could cause such a difference, see the Company's annual report on
Form 10-KSB and quarterly reports on Form 10-QSB, filed with the
Securities and Exchange Commission. Although Rentech believes its
statements to be reasonable, investors are cautioned that such
forward-looking statements involve risk and uncertainties. The company
undertakes no obligation to publicly release the result of any revisions
to any such forward-looking statements that may be made to reflect events
or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
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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 hereunto duly authorized.
RENTECH, INC.
By: (signature)
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Dennis L. Yakobson, President
Date: March 20, 2000
