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
February 1, 1997
RICHMOND CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
Colorado
(State or other jurisdiction of incorporation)
(33-26798-D) 84-1104385
(Commission File Number) (I.R.S.Employer Identification Number)
12139 Airline Highway-Baton Rouge, Louisiana 70817
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
504-576-8989
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Item 1. Changes in Control of Registrant
Not applicable.
Item 2. Acquisition or Disposition of Assets.
Registrant acquired 100% of the stock of Encore Investments, Inc.(Encore), a
Texas corporation, on February 1, 1997. The purchase price of the shares
totaled $2,500,000 in cash, $1,500,000 in notes payable and 500,000 shares of
common stock of Richmond Capital Corporation(RCC).
The shareholders prorata portion of the shares sole, cash received, amount of
note received and RCC shares received is detailed as follows:
Encore
Shares Cash Amount of RCC Shares
Name of Seller Sold Payment Note Received
Scott E. Gruendler 180 $450,000 $270,000 90,000
Bertrand O. Baetz, Jr. 320 800,000 480,000 160,000
Eugene V. Larsen 320 800,000 480,000 160,000
Frank G. Jarzombek 180 450,000 270,000 90,000
Funds for the cash payments are being provided by loan proceeds from DBS
Capital Corporation, Atlanta, Georgia.
Encore is one on the leading RS/6000 resellers in the AIX marketplace. The
company successfully utilizes its vast reselling experiences and skills in
marketing products and services to its 1000 customers located throughout the
United States from its headquarters located in San Antonio, Texas.
Item 3. Bankruptcy or Receivership.
Not applicable
Item 4. Changes in Registrant's Certifying Accountant.
Not applicable.
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Item 5. Other Events
Not applicable
Item 6. Resignations of Registrant's Directors.
Not applicable
Item 7. Financial Statements and Exhibits
Financial statements required by this item will be filed with an amended form
8-K on or before April 15, 1997.
Item 8. Change in Fiscal Year
Not applicable.
Item 9. Sales of Equity Securities Pursuant to Regulation S.
Not applicable.
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.
RICHMOND CAPITAL CORPORATION
(Registrant)
J. Keith Henderson, President
/s/ J. Keith Henderson
February 12, 1997
