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: March 17, 2000
CONSOLIDATED CAPITAL OF NORTH AMERICA, INC.
(Exact name of registrant as specified in its charter)
Colorado 0-21821 93-0962072
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
410 17th Street, Suite 400, Denver, Colorado 80202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (888) 313-8051
None
(Former name or former address, if changes since last report)
Item 5. Other Events. Press Release Announcing Status of Previously Announced
Exchange Offer of Common Stock for Debt.
Exhibits
Exhibit 99.1 - Press Release, dated March 17, 2000, announcing the status
of the Company' offer to exchange common stock for its outstanding debt.
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.
CONSOLIDATED CAPITAL OF
NORTH AMERICA, INC.
Date: March 17, 2000 By: /s/ Donald R. Jackson
Donald R. Jackson
Treasurer
Exhibit 99.1 - Press Release
For Immediate Release
Consolidated Capital of North America, Inc. Announces Status of
Exchange Offer of Common Stock for Debt.
Denver, Colorado, March 17, 2000. Consolidated Capital of North America, Inc.
(OTCBB: CDNO) announced today that, as of today's date, three of its creditors
have exchanged $31,241 in the Company's previously announced offer to exchange
parent-company obligations for Common Stock. Affiliates of the Company holding
approximately $5.6 million in debt, preferred stock and other rights have agreed
to accept the exchange offer, subject to acceptance by substantially all other
creditors and the approval by shareholders of the authorization of additional
Company Common Stock. Creditors holding convertible debt have converted
approximately $2.8 million of debt into the Company's Common Stock. As a result,
there remains approximately $6.9 million of debt not converted or exchanged. The
Company's largest creditor has informed management that it does not intend to
exchange or convert its debt, which amounts to approximately $3.6 million.
Unless this situation changes, it now appears that the Company will not be debt
free as of March 31, as is required to take advantage of the opportunity to
combine with a newly organized United Kingdom based internet/telecommunications
company, to be called "European e Commerce" Limited ("EEC"). EEC has completed
its first tranche private placement of $3 million and is proceeding with the
marketing of the second tranche placement of $12 million. One of several
conditions for the combination with EEC is that the Company be free of all
material debts by March 31. It seems unlikely at this time that this condition
can be satisfied.
At present, the Company does not have the financial resources necessary to
obtain audited financial statements for 1999 and to file its Form 10-KSB for
1999 with the SEC. If these filings are not made on time, certain holders of
restricted and control securities will not be able to sell under SEC Rule 144
during the period that the Company is not in compliance with its SEC filing
requirements. Unless proceeds are received from warrant or option exercises,
this situation may last indefinitely.
The Company is currently offering its warrant and option-holders a 25% reduction
in their exercise prices, if such exercise occurs prior to April 15, 2000.
Proceeds, if any, will be used to pay expenses of obtaining an audit for 1999
and filing the Form 10-KSB, other accrued Company expenses, certain outstanding
debts, and other uses as determined by the Board.
Statements made in this press release may constitute forward-looking statements
and are subject to numerous risks and uncertainties relating to the Company's
ability to continue to operate at even minimal levels. Therefore, the actual
results of the Company's efforts may differ materially from those described in
this press release.
Contact:
Richard Bailey
President
310-265-4404
