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.
September 26, 1996
Date of Report (Date of earliest event reported)
BEACON CAPITAL INVESTMENT, INC.
(Exact name of Registrant as specified in its charter)
Delaware 33-45838-C 36-3729989
State of Commission File No. IRS Employer
Incorporation Identification No.
330 East Main Street, Suite 201
Barrington, Illinois 60010
(Address of principal executive offices)
(847) 516-2900
(Registrant's telephone number)
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Item 5. Other Events
The Company's outstanding Common Stock Purchase Warrants (the "Warrants")
which were part of the Units offered and sold in the Company's initial public
offering, are scheduled to expire on September 30, 1996. There are currently
2,800,001 Warrants issued and outstanding. Effective September 26, 1996, the
Company's Board of Directors adopted resolutions which:
(1) Allowed one-half of the Warrants owned by each Warrant holder to
expire at midnight on September 30, 1996; and
(2) Extended the exercise period of the remaining one-half of the
Warrants owned by each Warrant holder to March 31, 1997. The right to
purchase shares of common stock underlying the Warrants will be rounded up
to the next whole number. For example, a Warrant holder entitled to
purchase 101 shares of common stock will be entitled to purchase 51 shares
from and after October 1, 1996.
Accordingly, from and after October 1, 1996, there will be outstanding
Warrants which entitle the holders to purchase approximately 1,400,000 shares of
the Company's common stock (subject to rounding) at a price of $1.25 per share.
Such Warrants are currently scheduled to expire on March 31, 1997. There can be
no assurance that these Warrants will ever become exercisable before they
expire.
The exact number of shares which may be purchased upon the exercise of the
Warrants is subject to rounding as described above. The Warrants may not be
exercised until such time as the Company files a post-effective amendment to its
registration statement, which amendment contains updated financial statements
and thereafter until such amendment is declared effective by the Securities and
Exchange Commission.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated: September 27, 1996 BEACON CAPITAL INVESTMENT, INC.
By /s/ Douglas P. Morris
Douglas P. Morris
President
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