ALL STAR GAS CORP
8-K, 2000-05-05
MISCELLANEOUS RETAIL
Previous: FERRELLGAS PARTNERS L P, DEFS14A, 2000-05-05
Next: OCC ACCUMULATION TRUST, 497, 2000-05-05





<PAGE>

                       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


                                   May 5, 2000
- --------------------------------------------------------------------------------
                Date of report (Date of earliest event reported)


                            All Star Gas Corporation
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

         Missouri                     1-11393                 43-1494323
      -------------------      ---------------------       -------------------
         (State of             (Commission File No.)         (IRS Employer
       Incorporation)                                      Identification No.)


                                  P.O. Box 303
                           119 West Commercial Street
                             Lebanon, Missouri 65536
- --------------------------------------------------------------------------------
              (Address of Principal Executive Offices and Zip Code)


                                 (417) 532-3103
- --------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


                                       N/A
- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)





<PAGE>


Item 5.  Other Events.

         A copy of the Press Release issued by All Star Gas Corporation on May
5, 2000 is filed as Exhibit 99.1 to this Current Report and is incorporated
herein by reference.



Item 7.  Financial Statements and Exhibits.

              99.1      Press Release issued by All Star Gas Corporation on
                        May 5, 2000.


                                   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.

Dated: May 5, 2000

                                        ALL STAR GAS CORPORATION


                                        By:  /s/  Valeria Schall
                                             ---------------------------------
                                             Name:   Valeria Schall
                                             Title:  Executive Vice President



<PAGE>

                                  PRESS RELEASE

May 5, 2000 - All Star Gas extends offer to purchase and solicitation of
consents to amendment of its 12 7/8% notes.

         All Star Gas Corporation extended until May 26, 2000 its offer to
purchase all $127,200,000 of its 12 7/8% senior secured notes due 2004 and the
consent solicitation to the amendment of the indenture governing the notes. The
aggregate consideration for the purchase and consent is $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. The Company is considering alternatives
to the forms of consideration payable by the Company for the notes.
Approximately $91,135,000 of the notes have been tendered. Consummation of the
offer is subject to several conditions including the amendment of the indenture
governing the notes and closing of the sale of certain of the Company's assets.
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.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission