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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
March 2, 2000
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Date of report (Date of earliest event reported)
All Star Gas Corporation
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(Exact Name of Registrant as Specified in Charter)
Missouri 1-11393 43-1494323
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(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
P.O. Box 303
119 West Commercial Street
Lebanon, Missouri 65536
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(Address of Principal Executive Offices and Zip Code)
(417) 532-3103
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
A copy of the Press Release issued by All Star Gas Corporation on March
2, 2000 is filed as Exhibit 99.1 to this Current Report and is incorporated
herein by reference.
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(c) Exhibits
99.1 Press Release issued by All Star Gas
Corporation on March 2, 2000
Signatures
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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.
Dated: March 3, 2000
ALL STAR GAS CORPORATION
By /s/ Valeria Schall
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Name: Valeria Schall
Title: Executive Vice President
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Exhibit Index
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Exhibit No. Description
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99.1 Press Release issued by All Star Gas Corporation on
March 2, 2000
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All Star Gas proposes offer to purchase and consent solicitation of its
12 7/8% notes.
In a meeting with noteholders on March 1, 2000, All Star Gas
Corporation advised the noteholders that it expects to initiate an offer to
purchase and consent solicitation for all $127,200,000 of its 12 7/8% senior
secured notes due 2004. The Company expects that the aggregate consideration for
the purchase and consent will be $100,000,000, or $786 per $1,000 principal
amount of the notes, payable at closing of the offer without any further accrual
of interest. Consummation of the offer is expected to be subject to several
conditions including an amendment of the indenture governing the notes, closing
of the sale of certain of the Company's assets and completion by the Company of
recapitalization of its remaining assets. Subject to final approvals, holders of
approximately 98% of the outstanding notes have advised the Company that they
expect to accept the offer to purchase. No assurance can be given that the
transaction will be completed as proposed.
This Press Release includes "forward looking statements" within the
meaning of Section 27A of the Securities Act and Section 21E of the Exchange
Act, which represent the Company's expectations or beliefs concerning future
events that involve risks and uncertainties. There can be no assurance that such
expectations will prove to be correct. Investors and prospective investors
should read this Press Release in conjunction with the Company's periodic
reports filed with the Securities and Exchange Commission.
For additional information contact Valeria Schall, All Star Gas
Corporation, 417-532-3103.
