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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 18, 1996
ALASKA NORTHWEST PROPERTIES INC.
(Exact name of registrant as specified in its charter)
ALASKA 0-9231 92-0035034
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
23830 PACIFIC HIGHWAY S. SUITE 300 #3, SEATTLE, WA 98032
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (206) 433-0730
N/A
(Former name or former address, if changed since last report.)
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ITEM 5 OTHER EVENTS
A press release, the text of which is filed as Exhibit 99.1, was issued by
the Registrant on November 18, 1996 to announce the execution of an Agreement
and Plan of Reorganization (the "Reorganization Agreement") which will
effectively transfer beneficial ownership of the Registrant's principal asset,
Spieden Island. Pursuant to the Reorganization Agreement, the Company will
merge with a private corporation with the Registrant being the surviving
corporation. Prior to the merger, the Registrant will spin-off certain assets
not related to Speiden Island into an LLC. Interests in the LLC, or cash in
lieu of fractional interests, will then be distributed on a pro-rata basis, in
the form of a dividend, to shareholders of the Registrant. The Reorganization
Agreement provides that in exchange for all of the outstanding common shares of
the Registrant, the purchaser will pay the Registrant approximately $22
million in cash and properties.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99.1 Press release issued by Registrant on November 18, 1996.
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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.
ALASKA NORTHWEST PROPERTIES INC.
(Registrant)
Date November 25, 1996
\s\ Michael W. Shimasaki, President
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Michael W. Shimasaki, President
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EXHIBIT-99.1
CONTACT: MICHAEL W. SHIMASAKI
PRESIDENT AND CHIEF EXECUTIVE
ALASKA NORTHWEST PROPERTIES INC.
(206) 433-0730
ALASKA NORTHWEST PROPERTIES INC. SIGNS MERGER AGREEMENT
Seattle, Washington, November 18, 1996. Alaska Northwest Properties Inc.
(the "Company")(OTC:ANWP) announced today that it has signed a merger agreement
which provides for the disposition of its principal asset, Spieden Island, for a
total consideration of approximately $22 million in cash and other properties.
Under the plan, all of the Company's outstanding shares will be acquired in a
cash merger with a privately held corporation. Prior to the merger, other
assets and liabilities along with working capital will be transferred to a
private limited liability company (LLC), the ownership of which will be
distributed on a proportionate basis to shareholders of the Company. The LLC
will proceed with an orderly liquidation of the other properties and will be
responsible for winding up the Company's prior activities as a public
corporation. The amount of cash to be distributed and the value of the LLC
units, which will not be publicly traded, have not been determined. However, it
is currently expected that holders of fewer than 50 shares will receive all cash
and other shareholders will receive a combination of LLC units and cash.
Both the merger and the plan of distribution are subject to various
conditions and will be submitted to the shareholders for approval at a meeting
which is tentatively expected to occur in February, 1997. The merger and the
plan of distribution will be described in a proxy statement which will be mailed
to shareholders after the filing and disclosure requirements of the Securities
and Exchange Commission have been satisfied.
Under the merger agreement, the Board of Directors of the Company has
reserved the right to consider, during the next thirty days, acquisition
proposals from other qualified persons
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who are willing to execute a confidentiality agreement and meet certain other
terms and conditions, including a $10 million cash deposit in an escrow account,
which must be made prior to the Company's acceptance of another acquisition
proposal.
The Company does not plan on releasing any other statement or information
until it is permitted to distribute its proxy materials.
Alaska Northwest Properties Inc. is a real estate investment firm with
properties and operations in Alaska, Hawaii and Washington
