FLEXWEIGHT CORP
8-K, 1998-11-16
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                                    FORM 8-K


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 CURRENT REPORT


                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                             SECURITIES ACT OF 1934

Date of Report (Date of earliest event reported):             October 26, 1998

                        OASIS RESORTS INTERNATIONAL INC.
             (Exact name of registrant as specified in its charter.)

                                     Kansas
                    (State of incorporation or organization)

                                     0-9476
                            (Commission File Number)

                                   48-0680109
                      (I.R.S. Employee Identification No.)

                         915 N. Wells, Wendover, Nevada
                    (Address of principal executive offices)

                                      89883
                                   (Zip Code)

       Registrant's telephone number, including area code: (702) 664-3484

                             FLEXWEIGHT CORPORATION
          (Former name or former address, if changed since last report)

                                                              [ORI\8-K:102698]-3

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<PAGE>

Item 1.  Changes in Control of Registrant

                  Upon  reincorporation in Nevada (see Item 5 below) the Company
increased its  authorized  capital  stock from Twenty Five Million  (25,000,000)
shares of $0.10 par value  common  stock to Seventy  Five  Million  (75,000,000)
shares of $0.001 par value  common  stock and Twenty Five  Million  (25,000,000)
shares of  $0.001  par value  preferred  stock.  Each  share of  Flexweight  was
exchanged  for One (1) share in the new  corporation.  Additionally  (see Item 2
below),  Flexweight  issued Six Million  Eight  Hundred  Seventeen  Thousand Two
Hundred Forty Eight (6,817,248) shares of common stock, Six Million  (6,000,000)
warrants  representing  the right to  acquire  Thirty Six  Million  (36,000,000)
additional  shares of common stock and  promissory  notes with an aggregate face
value of $180  million to NuOasis  International,  Inc. in exchange  for certain
assets in NuOasis International, Inc.

Item 2.  Acquisition or Disposition of Assets

                  On October  19,  1998,  Flexweight  entered  into an  exchange
agreement with NuOasis International, Inc., a wholly owned subsidiary of NuOasis
Resorts,  Inc.,  trading  symbol  NUOA.  Flexweight  acquired  all of the equity
interest  owned by NuOasis  International  Inc. in Cleopatra  Gammarth,  Limited
(which operates the casino Cleopatra Cap Gammarth),  Cleopatra  Hammamet Limited
(which operates the casino  Cleopatra  Hammamet  Casino) and Cleopatra's  World,
Inc. (which operates the Le Palace Hotel & Resorts at Cap Gammarth).  All of the
properties are located in Tunisia.

                  NuOasis  International  received the  following  consideration
from Flexweight in exchange of its assets:  Six Million Eight Hundred  Seventeen
Thousand Two Hundred Forty Eight (6,817,248) shares of common stock, Six Million
(6,000,000)  warrants  representing  the right to  acquire  Thirty  Six  Million
(36,000,000)  additional  shares of common  stock and  promissory  notes with an
aggregate face value of $180 million.

Item 3.  Bankruptcy or Receivership

                  N/A

Item 4.  Changes in Registrant's Certifying Accountant

                  N/A

Item 5.  Other Events

                  Effective  October  19,  1998 the  Company  reincorporated  in
Nevada  and, in the process  changed  the name of the  Company  from  Flexweight
Corporation  to Oasis  Resorts  International,  Inc.  to better  reflect its new
corporate direction.

Item 6.  Resignation of Registrant's Directors

                  N/A

                                                              [ORI\8-K:102698]-3

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<PAGE>

Item 7.  Financial Statements and Exhibits

         Exhibit A: Asset Exchange Agreement between Flexweight Corporation and
                    NuOasis International Inc.

Item 8.  Change in Registrant's Fiscal Year

                  N/A

                                                              [ORI\8-K:102698]-3

                                                         3

<PAGE>

                                    SIGNATURE

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                        FLEXWEIGHT CORPORATION
                                        (Registrant)

Dated: October 26, 1998                 By:  /s/  Walter Sanders
                                             ----------------------------------
                                                  Walter Sanders,
                                                  Chairman of the Board
                                                  and President

                                                              [ORI\8-K:102698]-3

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