UNITED STATES
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): March 23, 2000
SAXTON INCORPORATED
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation)
0-22299 88-0223654
(Commission File Number) (IRS Employer Identification No.)
5440 W. SAHARA AVENUE, LAS VEGAS, NEVADA 89146
(Address of principal executive offices) (Zip code)
(702) 221-1111
(Registrant's telephone number, including area code)
NA
(Former name or former address, if changed since last report)
Page 1 of 5
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ITEM 5. OTHER EVENTS.
On March 23, 2000, the Company issued the attached press release.
ITEM 7(C). EXHIBITS.
Number Description Method of Filing
99.1 Press Release dated March 23, 2000 Filed herewith
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 thereunto duly authorized.
Date: March 24, 2000 SAXTON INCORPORATED
(Registrant)
By: /S/ JAMES C. SAXTON
------------------------------------
James C. Saxton
Chairman of the Board, President and
Chief Executive Officer
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FOR: SAXTON INCORPORATED
FROM: Martin Skala, VP
Jonathan Gordon, Investor Relations
Porter, LeVay & Rose, Inc.
(212) 564-4700
James C. Saxton, Company President
CEO and Interim Chief Financial Officer
CONTACT: (702) 221-1111
Paula Yakubik, Mass Media
(702) 433-4331
SAXTON INCORPORATED TO REPORT LOSS FOR FOURTH QUARTER 1999
PLANS ASSET SALES, DEBT RESTRUCTURING TO IMPROVE CASH FLOW
LAS VEGAS, NV, March 23, 2000 - Saxton Incorporated (NASDAQ NMS: SXTN),
announced that, although it has not finally determined its results for the
fourth quarter and year ended Dec. 31, 1999 it expects to report a significant
loss for the fourth quarter and may report a loss for the year, depending on the
resolution of certain asset valuation issues. The final release of earnings for
the year is not expected to be available before April 14, 2000. The fourth
quarter loss is attributable to a number of adverse developments. The company's
construction projects in Nevada and Utah experienced a work slowdown in the
fourth quarter and a stoppage in the first quarter of 2000, due to insufficient
cash flows to pay subcontractors.
During the quarter, the company also experienced difficulty meeting its
loan repayment obligations in a timely manner, and as a result, certain
creditors have initiated actions to declare the company in default.
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Beginning in the fourth quarter of 1999 and continuing to the present, the
company has been diligently working a debt-restructuring plan and is engaged in
negotiations with lenders, suppliers and subcontractors. It is likely that any
restructuring plan will include sales of portfolio properties as well as
selected land holdings. Several properties, both residential and commercial, are
currently in escrow, awaiting completion of sale.
During the fourth quarter of 1999, the company entered into negotiations
relating to a sale/leaseback transaction on four of its commercial office
buildings. Although the original interested party was unable to secure
financing, the company recently reached sales agreements with two alternative
buyers for two of the four buildings. "In our effort to grow the company, we
were too aggressive in our property acquisition program and encountered
liquidity problems, which we will try to resolve through a combination of asset
sales and debt restructuring," said President and CEO James Saxton. "We
attempted a private offering for $50 million in July 1999 that did not
materialize. At this point, we are not able to accurately anticipate the timing
of certain cash flows, including the approximately $6 million cash injection
that was to be realized from the sale/leaseback transaction. We are working
diligently to restructure our debt and strengthen our balance sheet. As
previously announced, we are operating with a reduced staff and continuing our
focus on cost reduction, until our debt restructuring plan is completed and we
can resume normal operations," Saxton concluded.
On March 13, 2000, pursuant to a purchase agreement with Volunteers of
America (VOA) National Housing Corp. which was negotiated in the third quarter
of 1999, the company issued 457,142 shares of Saxton common stock to acquire
certain of VOA's Tax Credit Partnerships. The purchase agreement requires the
Company to deliver to VOA $1,000,000 worth of stock (457,142 shares at $2.25 per
share, the market price on March 12, 2000). These shares represent approximately
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5.8% of the Company's common stock issued and outstanding on March 12, 2000. The
company also agreed to pay $325,000 in cash to VOA, of which $125,000 has
already been paid, with the remainder to be paid in annual installments, over
the next two years.
Saxton Incorporated is a diversified real estate development company,
specializing principally in affordable homebuilding in the growing Las Vegas,
Phoenix, Salt Lake City, Reno and Tucson markets. The company's business
consists of four components: (i) the design, development, construction and sale
of single-family homes; (ii) the performance of design-build services for
third-party clients, including tax credit partnerships; (iii) the design,
development and construction of income-producing portfolio properties; and (iv)
property operations and management. For more information on Saxton Incorporated,
please visit the company's web site at www.SXTN.com. Forward-looking statements
in this news release are made under the safe harbor provision of the Private
Securities Litigation Reform Act of 1995.
CERTAIN IMPORTANT FACTORS COULD CAUSE RESULTS TO DIFFER MATERIALLY FROM
THOSE ANTICIPATED BY THE FORWARD-LOOKING STATEMENTS, INCLUDING THE IMPACT OF
CHANGED ECONOMIC OR BUSINESS CONDITIONS, THE IMPACT OF COMPETITION, OTHER RISKS
FACTORS INHERENT IN THE HOMEBUILDING AND REAL ESTATE INDUSTRIES AND OTHER
FACTORS DISCUSSED FROM TIME TO TIME IN REPORTS FILED BY THE COMPANY WITH THE
SECURITIES AND EXCHANGE COMMISSION.
