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 Event Requiring Report: June 29, 2000
CYBERAMERICA CORPORATION
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(Exact Name of Registrant as Specified on its Charter)
I-9418 87-0509512
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(Commission File Number) (IRS Employer Identification Number)
NEVADA
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(State or Other Jurisdiction of Incorporation or Organization)
268 West 400 South, Suite 300
Salt Lake City, Utah 84101
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(Address of Principal Executive Offices)
(801) 575-8073
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(Registrant's Telephone Number, Including Area Code)
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ITEM 5. OTHER EVENTS
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On June 29, 2000, CyberAmerica Corporation bought back 441,730 of its
shares of common stock from entities that Allen Z. Wolfson is either related to
or has an ownership interest in ("Wolfson Entities"). In exchange, CyberAmerica
forgave debt owed to it by the Wolfson Entities. CyberAmerica purchased the
shares based upon the closing price of $1.50 per share as of June 26, 2000. The
total purchase price was $662,595. All notes payable between the Wolfson
Entities and CyberAmerica were eliminated as a result of the stock buy back.
CyberAmerica bought back the stock for the primary purpose of
decreasing Mr. Wolfson's direct or indirect shareholdings in CyberAmerica's
common stock below the 10% level. The board of directors has determined that it
would be in the best interest of CyberAmerica to eliminate Mr. Wolfson as a
control person of the company because of certain charges brought against him
originating out of the Southern District of New York.
The term "control" is defined in Rule 12b-2 of the Securities Exchange
Act of 1934 as "the possession, direct or indirect, of the power to direct or
cause the direction of the management and policies of a person, whether through
the ownership of voting securities, by contract or otherwise."
Accordingly, a significant factor in determining "control" is the
ownership of a significant amount of voting securities. The board of directors
believes that the buy back of the 441,730 shares will significantly reduce Mr.
Wolfson's influence on management and is the first step toward eliminating Mr.
Wolfson as a control person.
The buy back of the 441,730 shares of stock at $1.50 was significantly
below the reported book value per share of $2.73, as disclosed in the company's
Form 10-QSB for the quarter ended March 31, 2000. The transaction will be
recognized for the quarter ended June 30, 2000 and should have the effect of
increasing CyberAmerica's book value per share significantly for that period.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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The following exhibit is included:
c) Stock Purchase Agreement dated June 29, 2000 between CyberAmerica
Corporation and A-Z Professional Consultants, Inc.
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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.
Dated: July 13, 2000
CyberAmerica Corporation
By: /s/Richard D. Surber
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Richard D. Surber, President
