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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
Date of Report (Date of earliest event reported): November 22, 2000
NEWMARK HOMES CORP.
(Exact name of Registrant as specified in its charter)
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<S> <C> <C>
Nevada 76-0460831
(State or other jurisdiction of 333-42213 (IRS Employer Identification
incorporation or organization) (Commission File Number) Number)
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1200 SOLDIERS FIELD DRIVE
SUGAR LAND, TEXAS 77479
(Address of Registrant's principal executive offices)
281-243-0100
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
The Registrant has been advised that the holder of shares representing 80% of
the Registrant's outstanding common stock, $.01 par value (the "Common Stock")
has pledged those shares in support of a commercial loan. Technical Olympic USA,
Inc., a Delaware corporation ("Technical Olympic USA"), which is the wholly
owned subsidiary of Technical Olympic (UK) PLC, a company incorporated under the
laws of Great Britain, which is the wholly owned subsidiary of Technical Olympic
S.A., a company incorporated under the laws of Greece, beneficially owns
9,200,000 shares (the "Shares") of Common Stock of the Registrant, which
represent 80% of the issued and outstanding Common Stock. Technical Olympic USA
has pledged to certain lenders all of the Shares in conjunction with a Credit
Agreement, as described below.
On November 22, 2000, Technical Olympic USA entered into a $135 million Credit
Agreement (the "Credit Agreement") among Technical Olympic USA, as Borrower, the
several lenders made parties thereto, and Bank of America Mortgage Capital
Corporation, as Administrative Agent, for the purpose of purchasing all of the
issued and outstanding common stock of Engle Homes, Inc., a Florida corporation,
pursuant to a tender offer and merger. In connection therewith and in support of
the obligation, Technical Olympic USA pledged as collateral all of the Shares in
favor of the Administrative Agent on behalf of the lenders under the Credit
Agreement.
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.
NEWMARK HOMES CORP.
December 4, 2000
By: /s/ Terry C. White
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Name: Terry C. White
Title: Senior Vice President and Secretary