Blue Dolphin Energy Company (BDCO)

[Enterprising Investor]

Blue Dolphin and GEL terminate agreements (5/01/17)

Lazarus Energy, LLC, a wholly owned subsidiary of Blue Dolphin Energy Company, was a party to a Crude Oil Supply and Throughput Services Agreement and a Joint Marketing Agreement, each dated 8/12/11, with GEL Tex Marketing, LLC. Pursuant to the Crude Supply Agreement, GEL previously supplied the Company’s Nixon Facility with crude oil and condensate. Pursuant to the JMA, the Company and GEL previously jointly marketed and sold refined petroleum products produced at the Nixon Facility and shared the associated gross profits.
 
As previously disclosed, the Company and GEL are involved in an on-going dispute related to the Crude Supply Agreement and the JMA. Also as previously disclosed, the Company has asserted that GEL materially breached the parties’ agreements in April 2016 by refusing to deliver the Company’s operational requirements of crude oil for an extended period of time. The Company spent the next several months unwinding its relationship with GEL. These efforts were hindered by the previously-disclosed temporary injunction, which required continued interaction with GEL. As disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, the Company ceased purchases of crude oil and condensate from GEL under the Crude Supply Agreement in November 2016 and suspended the marketing and sale of refined petroleum products under the Joint Marketing Agreement following the processing of all crude oil and condensate supplied by GEL. The Company did not disclose the termination of these agreements because of the ongoing dispute between the parties related to the agreements.
 
GEL recently relinquished its claims for equitable and declaratory relief and its ability to keep the contracts in force and effect on a going-forward basis. Therefore, the Company is now filing this Current Report on Form 8-K to confirm that the parties’ agreements, including the Crude Supply Agreement and the JMA, have terminated.
 
Arbitration proceedings related to the dispute with GEL are currently in progress. The Company remains unable to predict the outcome of these proceedings or their ultimate impact, if any, on its business, financial condition or results of operations.

https://www.sec.gov/Archives/edgar/data/793306/000101054917000157/bdco8k042817.htm