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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) November 7, 1997
NEW MEXICO AND ARIZONA LAND COMPANY
(Exact name of registrant as specified in its charter)
Arizona 0-497 43-0433090
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3033 North 44th Street, Suite 270, Phoenix, Arizona 85018-7228
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including area code 602-952-8836
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New Mexico and Arizona Land Company FORM 8-K
Item 2. Acquisition or Disposition of Assets.
(a) DATE OF THE ACQUISITION:
November 7, 1997
BRIEF DESCRIPTION OF ASSETS INVOLVED:
A portfolio of 16 loans totaling $7,980,184.35, secured by
commercial real estate, with maturity dates ranging from November 1997 to
October 1999, and interests rates ranging from 11.25 to 15% and miscellaneous
office equipment.
NATURE AND AMOUNT OF CONSIDERATION GIVEN:
531,714 shares of unregistered New Mexico and Arizona Land Company
Common Stock valued at $15.00 per share, for purposes of the acquisition, for a
total value of $7,975,715.45 and cash (working capital) in the amount of
$1,993,928.86.
THE PRINCIPLE FOLLOWED IN DETERMINING THE AMOUNT OF SUCH CONSIDERATION:
Payment included a premium of 24.93% over the face value of the
loan portfolio. The amount was determined by negotiations involving the premium
of the market value of New Mexico and Arizona Land Company's shares traded on
the American Stock Exchange as compared to book value. The value of $15.00 per
share and the 24.93% premium were negotiated numbers.
IDENTITY OF PERSON(S) FROM WHOM THE ASSETS WERE ACQUIRED:
R.R.Hensler, Inc. d.b.a. RRH Financial
6262 North Swan, Suite 190
Tucson, Arizona 85718
MATERIAL RELATIONSHIP BETWEEN BUYER AND SELLER:
None
Item 7. Financial Statements and Exhibits.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED:
(4) The financial statements required by this item 7 will be filed with
the Securities and Exchange Commission within 60 days of the date of this
report.
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.
NEW MEXICO AND ARIZONA LAND COMPANY
/s/E. M. Bedewi
Sr. Vice President, Treasurer & Secretary
Date: November 14, 1997