UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: October 18, 2000
DYNEX CAPITAL, INC.
(Exact Name of Registrant as Specified in Charter)
Virginia 1-9819 52-1549373
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
4551 Cox Road, Suite 300, Glen Allen, Virginia 23060
(Address of Principal Executive Offices) (Zip Code)
(804) 217-5800
(Registrant's telephone number, including area code)
Item 5. OTHER EVENTS.
On September 29, 2000, Dynex Capital, Inc. (the "Company") and California
Investment Fund, LLC ("CIF"), a private real estate investment company, each
executed a letter agreement regarding CIF's possible acquisition of the Company
(the "Transaction"). The letter agreement provided for an exclusivity period of
three weeks during which time CIF would complete its due diligence and seek to
obtain commitments for the financing necessary to consummate the transaction.
During such time period, the Company agreed not to engage in discussions or
negotiations with any third party in regard to an alternative business
transaction. This letter agreement is the only agreement among the parties.
On October 17, 2000, CIF filed an amendment to its Schedule 13D with the
Securities and Exchange Commission, which includes as an exhibit a draft merger
agreement (the "Document) prepared by CIF. This Document does not reflect any
agreement by the Company's management or its Board of Directors to enter into
the Transaction or to the terms set forth in such Document, which was also
indicated in CIF's amendment to it's Schedule 13D.
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.
Date: October 18, 2000 DYNEX CAPITAL, INC.
By: /s/ Thomas H. Potts
Thomas H. Potts
President
