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
February 7, 1996
PENN OCTANE CORPORATION
(Exact name of registrant as specified in charter)
Delaware 0-24394 52-1790357
(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
5847 San Felipe, Suite 3420
Houston, Texas 77057
(Address of principal executive offices)
(713) 952-5703
(Registrant's telephone number, including area code)
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INDEX
<S> <C> <C>
Item 1. Changes in Control of Registrant 3
Item 2. Acquisition or Disposition of Assets 3
Item 3. Bankruptcy or Receivership 3
Item 4. Changes in Registrant's Certifying Accountant 3
Item 5 Other Events. 3
Item 6. Resignations of Registrant's Directors. 3
Item 7 Financial Statements and Exhibits. 3
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PENN OCTANE CORPORATION
Item 1. Changes in Control of Registrant.
NONE.
Item 2. Acquisition or Disposition of Assets.
NONE.
Item 3. Bankruptcy or Receivership
NONE.
Item 4. Changes in Registrant's Certifying Accountant
NONE.
Item 5. Other Events.
The Registrant's news release dated February 4, 1997, a copy of
which is attached as Exhibit 1 hereto, is incorporated herein by
reference and made a part hereof.
Item 6. Resignations of Registrant's Directors.
NONE.
Item 7. Financial Statements and Exhibits.
NONE.
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EXHIBIT INDEX
Exhibit No. Description Page No.
- ------------ ----------- --------
99.1 News Release dated February 4, 1997 6
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SIGNATURES
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.
PENN OCTANE CORPORATION
By: /S/ IAN T. BOTHWELL
---------------------
Ian T. Bothwell
Vice President & Chief Financial Officer
Date: February 7, 1997
PENN OCTANE CORPORATION
PRESS RELEASE
FEBRUARY 4, 1997
FOR RELEASE: IMMEDIATELY
CONTACT: IAN T. BOTHWELL - CHIEF FINANCIAL OFFICER
(713) 952-5703
PENN OCTANE CORPORATION ANNOUNCES AGREEMENT TO SUPPLY CNG BUSES AND REFUELING
STATIONS
ON JANUARY 30, 1997, PENN OCTANE CORPORATION (NASDAQ:POCC) AND SERVICIOS
METROPOLITANOS DE TRANSPORTE 17 DE MARZO, S.A. DE C.V., AUTOTRANSPORTES
URBANOS SIGLO NUEVO, S.A. DE C.V. AND SISTEMA DE TRANSPORTES EN TAXIS, S.A. DE
C.V. ("SERVICIOS"), PRIVATE OWNERS OF PUBLIC TRANSPORTATION COMPANIES IN
MEXICO CITY, ENTERED INTO AN AGREEMENT WHEREBY SERVICOS WILL PUT INTO SERVICE
UP TO 1,500 NEW BUSES AND (WITH AN APPROXIMATE PURCHASE PRICE OF UP TO $90
MILLION) AND UP TO 1,000 CONVERTED TAXIS FOR EXCLUSIVE USE OF COMPRESSED
NATURAL GAS ("CNG") AT CNG STATIONS TO BE OWNED AND OPERATED BY PENN OCTANE
CORPORATION. THE AGREEMENT IS SUBJECT TO A NUMBER OF CONDITIONS INCLUDING
FINANCING ARRANGEMENTS SATISFACTORY TO SERVICIOS AND THE FINANCING AND
CONSTRUCTION OF A MINIMUM OF FOUR CNG STATIONS BY PENN OCTANE.
THE BUSES WILL BE PURCHASED THROUGH THE RECENTLY ANNOUNCED DINA
DEALERSHIP ACQUIRED BY PENN OCTANE, AND THE COMPANY WILL BE ENTITLED TO A
REASONABLE DEALER'S COMMISSION BASED ON THE PURCHASE PRICE, AND THE TAXIS ARE
EXPECTED TO BE CONVERTED FROM GASOLINE TO CNG USE BY PENN OCTANE. IN
ADDITION, UNDER THE AGREEMENT, SERVICIOS HAS ENTERED INTO A LONG TERM FUEL
PURCHASE COMMITMENT PURSUANT TO WHICH ITS VEHICLE WILL USE CNG PURCHASED FROM
STATIONS OWNED BY PENN OCTANE.
THIS AGREEMENT FOLLOWS PENN OCTANE CORPORATION'S EARLIER ANNOUNCEMENTS
REGARDING ITS ENTRY INTO A LETTER OF COMMITMENT TO ACQUIRE A MAJORITY OF THE
ASSETS OF WILSON TECHNOLOGIES INC., A COMPANY ENGAGED IN THE DESIGN,
INSTALLATION, SERVICE AND MAINTENANCE OF COMPRESSED NATURAL GAS REFUELING
STATIONS AND RELATED PRODUCTS.
THE AFOREMENTIONED ARRANGEMENTS REPRESENT THE MOST RECENT STEPS IN PENN
OCTANE'S PREVIOUSLY ANNOUNCED PLANS AIMED AT IMPLEMENTING A COMPRESSED NATURAL
GAS FUELING BUSINESS IN THE UNITED STATES, MEXICO AND OTHER COUNTRIES AND THE
EXPANSION OF THE COMPANY INTO RELATED BUSINESSES, INCLUDING THE CONVERSION OF
EXISTING GASOLINE AND DIESEL VEHICLES TO COMPRESSED NATURAL GAS.
COMPRESSED NATURAL GAS IS AN EFFICIENT, LESS EXPENSIVE ALTERNATIVE FUEL
USED THROUGHOUT THE WORLD IN CONNECTION WITH REDUCING DANGEROUS AIR POLLUTION
LEVELS FOUND IN MAJOR CITIES. THE PLANNED EXPANSION OF THIS PROGRAM INTO
MEXICO WILL REPRESENT THE FIRST MASS PUBLIC USE OF ALTERNATIVE FUELS IN MEXICO
CITY.
PENN OCTANE CORPORATION ALSO OPERATES A LIQUEFIED PETROLEUM GAS PIPELINE
IN SOUTH TEXAS AND A LPG TERMINAL IN THE PORT OF BROWNSVILLE, TEXAS.
