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: January 31, 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 Extension of Previously
Announced Exchange Offer of Common Stock for Debt.
Exhibits
Exhibit 99.1 - Press Release, dated January 31, 2000, announcing that the
Company was extending the 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: January 31, 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 Extension of
Previously Announced Exchange Offer of Common Stock for Claims.
Denver, Colorado, January 31, 2000. Consolidated Capital of North America,
Inc. (OTCBB: CDNO) announced today that its management had determined to extend
its previously announced private offer to exchange its outstanding claims of up
to $15 million for shares of its common stock at an exchange price of two cents
($.02) per share if an individual exchange is noticed by February 15, 2000, and
four cents ($.04) per share if an individual exchange is noticed after that
date. All exchanges must be completed by March 31, 2000. If the exchange offer
is not accepted by all such claimants by March 31, 2000 the Company will not be
able to pursue the opportunity described below, and may cease filing reports
with the Securities and Exchange Commission.
Management of the Company has continued to develop an opportunity for a
business combination with a newly organized United Kingdom based
internet/telecommunications company, "European e Commerce" Limited ("EeC"),
which was announced previously. The Company has executed a preliminary,
non-binding letter of intent relating to such transaction. However, there
continues to be no certainty that this combination will be successfully
completed. The consummation of the proposed combination is subject to several
material conditions precedent, which will have to occur to the satisfaction of
EeC. These include, but are not limited to, the negotiation of a definitive
combination agreement, the Company being free of all material claims or debts, a
due diligence investigation by EeC with no material issues discovered, and the
obtaining of any necessary waivers and consents from third parties. It is
anticipated that a meeting of shareholders will be required to approve certain
aspects of the proposed transaction if a definitive combination agreement is
negotiated between the parties. However, the date of such meeting will not be
set until substantially all the Company's claimants have agreed to the exchange
described above.
EeC's management has given the Company notice that March 31, 2000 will be
the date as of which it will review the books and records of CDNO to determine
whether or not it has met the requirements of the letter of intent.
Statements made in this press release may constitute forward-looking statements
and are subject to numerous risks and uncertainties, including the failure to
successfully complete the exchange offer or the combination, the Company's
future capital needs, the Company's ability to prevail in litigation, the
Company's ability to obtain additional funding and required regulatory approval,
the development of competitive businesses by other companies, and other risks
detailed from time to time in the Company's filings with the Securities and
Exchange Commission. 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
