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) August 29, 1996
Vanguard Airlines, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-27034 48-1149290
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
30 N.W. ROME CIRCLE, MEZZANINE LEVEL,
KANSAS CITY INTERNATIONAL AIRPORT, KANSAS CITY,
MISSOURI 64153
(Address of principal executive offices including zip code)
Registrant's telephone number, including area code (816) 243-2100
Page 1 of 4
Exhibit at Page 4
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ITEM 5. OTHER EVENTS.
The Company issued a press release on August 29, 1996,
announcing that the Nasdaq SmallCap Market has granted the Company
conditional listing on the Nasdaq SmallCap Market and an extension
of time until September 11, 1996 to satisfy net worth requirements
for continued listing on the Nasdaq SmallCap Market. Effective
August 30, 1996, the symbol for the Company's securities will be
changed from VNGD to VNGDC. The Company also announced the
completion of a $5.2 million private placement of units of
securities, each unit consisting of the Company's common stock, par
value $.001, and a redeemable common stock purchase warrant and
that the Company estimates that it has raised to date approximately
seventy percent (70%) of the equity financing required to satisfy
the Nasdaq net worth requirement. A copy of the press release in
connection with these announcements is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibits.
99.1 Press release dated August 29, 1996.
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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,
in the City of Kansas City, State of Missouri, on August 29, 1996.
VANGUARD AIRLINES, INC.
By /s/ Robert J. McAdoo
Robert J. McAdoo
Chairman of the Board, President and
Chief Executive Officer
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INDEX TO FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Sequential
Numbers Description Page Number
99.1 Press release dated
August 29, 1996
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EXHIBIT 99.1
PRESS RELEASE
CONTACT: Randy Smith (816) 243-2113
FOR IMMEDIATE RELEASE
VANGUARD ANNOUNCES CONDITIONAL LISTING ON NASDAQ SMALLCAP
MARKET AND COMPLETION OF PRIVATE PLACEMENT
KANSAS CITY, MO---August 29, 1996---Vanguard Airlines, Inc. (the
"Company") (NASDAQ: VNGD) announced today that the Nasdaq Stock
Market has granted the Company conditional listing on the Nasdaq
SmallCap Market and an extension until September 11, 1996 to
satisfy net worth requirements for continued listing on the Nasdaq
SmallCap Market. Effective August 30, 1996 the trading symbol for
the Company's securities will change from VNGD to VNGDC. Upon
satisfying the requirements, the "C" will be removed from the
Company's symbol. Should the Company not satisfy the requirements
before September 11, 1996, the common shares of Vanguard Airlines
would no longer be eligible for listing on the Nasdaq SmallCap
Market and would be listed on the OTC Bulletin Board.
The Company also announced today that it completed $5.2 million
private placement of units of securities (the "Units"), each Unit
consisting of the Company's common stock, par value $.001, and a
redeemable common stock purchase warrant. The Company estimates
that it has raised to date approximately seventy percent (70%) of
the equity financing required to satisfy the Nasdaq net worth requirement.
This press release contains forward-looking statements that involve
risks and uncertainties. The actual results may differ
significantly from those currently anticipated. Factors that may
cause such differences include, but are not limited to, general
economic conditions, competition and fuel costs.
Vanguard Airlines, which began service in December 1994 and is
headquartered in Kansas City, is a low-price, short- to medium-haul
passenger airline providing convenient, scheduled jet service to 10
cities throughout the West, Rocky Mountains and Midwest. Vanguard
currently serves Chicago-Midway, Dallas/Ft. Worth, Denver, Des
Moines, Kansas City, Los Angeles, Minneapolis/St. Paul, Salt Lake
City, San Francisco and Wichita. In addition, Vanguard operates
some charter services. The Company currently employs 568 people
and operates a fleet of eight aircraft, consisting two Boeing 737-300s
and six Boeing 737-200s.
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