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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): October 29, 1999
EXX INC.
(Exact name of registrant as specified in its charter)
NEVADA 1-5654 880325271
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification
organization) Number)
1350 EAST FLAMINGO, SUITE 689
LAS VEGAS, NEVADA 89119
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 598-3223
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ITEM 5. OTHER EVENTS.
See Press Release attached as Exhibit 99.1 regarding the Company's
acquisition of shares of common stock $1.00 par value, of Newcor, Inc.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements. Not applicable.
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(b) Pro forma financial information. Not applicable
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(c) Exhibits. See Exhibit Index.
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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.
Dated: October 29, 1999
EXX INC.
By: /s/ David A. Segal
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Name: David A. Segal
Title: Chairman
EXHIBIT INDEX
Exhibit No Description
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99.1 Press Release, dated as of October 29, 1999.
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EXHIBIT 99.1
EXX INC.
FOR IMMEDIATE RELEASE CONTACT: BARRY BORODKIN
EXX INC.
(212/242-5444)
EXX INC. ANNOUNCES
PURCHASE OF NEWCOR, INC. COMMON STOCK
LAS VEGAS, NEVADA (OCTOBER 29, 1999) - EXX Inc. (AMEX SYMBOLS: EXXa and EXXb)
announced today that it has acquired a 12.1% stake in NEWCOR, Inc. (AMEX
SYMBOL: NER). According to the Schedule 13D filed today by EXX and its
Chairman, David A. Segal, EXX reported direct beneficial ownership of 596,300
shares of common stock, $1.00 par value, of Newcor and Segal reported the
acquisition of 24,000 shares held personally by him. Together, the holdings
represent 12.6% of the outstanding common stock of Newcor.
As part of its overall business strategy, EXX has historically identified
and acquired or invested in underperforming or distressed businesses with a
view to utilizing its turnaround strategies and expertise to improve
operations and financial performance of the business, resulting in an
increase in value. Consistent with such strategy, EXX has purchased and held
the shares of Newcor common stock reported in the Schedule 13D. EXX
currently intends to utilize the Newcor common stock reported by it to
participate in a turnaround of Newcor's recent financial performance,
possibly by consulting with management regarding appropriate turnaround
strategies or by seeking to obtain control of Newcor. EXX does not have any
definitive plan at this time with respect to the manner in which it intends
to participate in a turnaround in Newcor's financial performance. However,
in seeking to optimize its investment in Newcor, EXX's strategy may,
depending on market conditions and other factors, include seeking to obtain
control of Newcor by commencing a tender offer for additional shares of
Newcor common stock, soliciting proxies for the election of a slate of
designees of EXX to the Board of Directors of Newcor, or other transaction or
series of transactions which would result in the acquisition by EXX of
control of Newcor. Segal purchased the shares of Newcor common stock reported
today as a part of his personal investment portfolio. Segal intends to
coordinate his future investment and voting decisions as to such shares with
those of EXX.
In addition, subject to availability at prices deemed favorable, EXX may
acquire additional shares of Newcor common stock from time to time in the
open market, in privately negotiated transactions or otherwise. EXX also may
dispose of shares of Newcor common stock from time to time in the open
market, in privately negotiated transactions or otherwise.
Except as set forth herein, EXX and Segal have no oral or written
agreements, understandings or arrangements for the purpose of acquiring,
holding, voting or disposing of any securities of Newcor or otherwise with
respect to Newcor. Although the foregoing represents the range of activities
presently contemplated by EXX with respect to Newcor and the Newcor common
stock, it should be noted that the possible activities of EXX are subject to
change at any time.
EXX Inc. is a Las Vegas, Nevada-based holding company engaged in the
design production and sale of consumer goods in the form of "impulse toys,"
watches and kites; and electric motors and cable pressurization equipment for
the telecommunications industry.
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Newcor, Inc. is a Delaware corporation with its principal executive
offices located in Bloomfield Hills, Michigan. The following description of
the Company's business has been taken from, and is qualified in its entirety by
reference to, the Company 10-K and filings with the SEC: Newcor, Inc. is
organized into three operating segments which are operated through wholly owned
subsidiaries: Precision Machined Products, Rubber and Plastic and Special
Machines. The Precision Machined Products segment produces transmission,
powertrain and engine components and assemblies primarily for the automotive,
medium and heavy duty truck, and agricultural vehicle industries. The Rubber
and Plastic segment produces cosmetic and functional seals and boots and
functional engine compartment products primarily for the automotive industry.
The Special Machines segment designs and manufactures welding, assembly,
forming, heat treating and testing machinery and equipment for the
automotive, appliance and other industries. On October 21, 1999, Newcor
issued a press release which stated that sales for the nine months
ended September 30, 1999 were $190.8 million and that net income for
the same period was a loss of $2.0 million.
Statements EXX Inc. may publish that are not strictly historical are
"forward-looking" statements under the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Although EXX Inc. believes the
expectations reflected in such forward-looking statements are based on
reasonable assumptions, it can give no assurance that its expectations will
be realized. Forward-looking statements involve known and unknown risks
which may cause EXX Inc.'s actual results and corporate developments to
differ materially from those expected. Factors that could cause results and
developments to differ materially from EXX Inc.'s expectations include,
without limitation, changes in manufacturing and shipment schedules, delays
in completing plant construction and acquisitions, new product and technology
developments, competition within each business segment, cyclicality of the
markets for the products of a major segment, litigation, significant cost
variances, the effects of acquisitions and divestitures, and other risks.
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