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) March 7, 2000
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RESERVE INDUSTRIES CORPORATION
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(Exact name of registrant as specified in its charter)
NEW MEXICO
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(State or other jurisdiction of incorporation)
0-3492 85-0128783
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(Commission File Number) (IRS Employer Identification Number)
20 First Plaza, Suite 308, Albuquerque, New Mexico 87102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (505) 247-2384
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No Change
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(Former name or former address, if changed since last report)
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ITEM 5. Other Events
Rossborough Manufacturing Co. L.P. (Rossborough), in which the Registrant has a
44% interest, has signed a letter of intent with Carbon/Graphite Group Inc.
(CGGI) and non ferrum Metallpulver Gesellschaft M. B. H. & Co. (non ferrum)
to sell certain assets. CGGI and non ferrum are planning to form a 50/50
joint venture that will become an integrated domestic supplier to the steel
industry with a presence in many foreign markets.
CGGI will contribute its calcium carbide business net assets and debt to the
venture and non ferrum will contribute cash. The new venture will then
purchase certain of Rossborough's assets pertaining to its steel customers,
and it will also purchase the assets of another company. Because of the
complexity of combining four business interests, securing financing, and the
related corporate and government approvals, the transaction may take some
time to complete. The new venture expects the transaction to close by
July 31, 2000.
If the transaction goes forward, Rossborough will still have other operating
entities not related to the steel industry, which it intends to continue to
operate.
The letter of intent is subject to the negotiation and execution of definitive
agreements and other conditions.
Forward-Looking Statements. This release contains "forward-looking statements",
within the meaning of the Private Securities Litigation Reform Act of 1995.
"Forward-looking statements" are statements such as those contained in
projections, plans, objectives, estimates, statements of future economic
performance, and assumptions related to any of the forgoing, and may be
identified by the use of forward-looking terminology, such as "may", "expect",
"anticipate", "estimate", "goal", "continued", or other comparable terminology.
By their very nature, forward-looking statements are subject to known and
unknown risks and uncertainties relating to the Company's future performance
that may cause the actual results, performance or achievements of the
Company, or industry results, to differ materially from those expressed or
implied in such "forward-looking statements".
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SIGNATURE
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.
Reserve Industries Corporation
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(Registrant)
Date March 7, 2000 /s/ William J. Melfi
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William J. Melfi
Vice President Finance &
Administration
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