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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 (Date of earliest event reported): January 3, 2000
INNOVATIVE GAMING CORPORATION OF AMERICA.
(Exact name of registrant as specified in its charter)
MINNESOTA 22482 41-1713864
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4725 AIRCENTER CIRCLE, RENO, NEVADA 89502
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (775) 823-3000
NOT APPLICABLE
(Former name or former address, if changed since last report)
Page 1 of 6
Exhibit Index Appears on Page 3
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ITEM 5. OTHER EVENTS.
The Registrant's Press Release dated January 3, 2000 which is filed as
Exhibit 99.1 to this Form 8-K, is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENT, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Press Release dated January 3, 2000
SIGNATURE
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 thereunto duly authorized.
INNOVATIVE GAMING CORPORATION
OF AMERICA
(Registrant)
Date: January 3, 2000 By: s/ Edward G. Stevenson
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Name: Edward G. Stevenson
Title: Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAGE
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99.1 Press Release................................................ 4
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Exhibit 99.1
NEWS FOR IMMEDIATE RELEASE
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Date: January 3, 2000
FOR FURTHER INFORMATION CONTACT:
INNOVATIVE GAMING CORPORATION OF AMERICA:
Edward G. Stevenson
Chairman and CEO
(775) 823-3000
EQUITEX, INC.:
Thomas B. Olson
Corporate Secretary
Equitex, Inc.
(303) 796-8940
INNOVATIVE GAMING AND EQUITEX EXECUTIVE DEFINITIVE
AGREEMENT FOR ACQUISITION OF INTERNET MORTGAGE COMPANY
Reno, Nevada, Englewood, Colorado and Palm Beach Gardens, Florida . . . Equitex,
Inc. (NASDAQ: EQTX) ("Equitex" or the "Company") and Innovative Gaming
Corporation of America (NASDAQ-NM: IGCA) ("Innovative Gaming" or "IGCA") jointly
announced today they have executed a definitive agreement whereby Innovative
Gaming will acquire Equitex's majority owned subsidiary, nMortgage, Inc.
("nMortgage"), and its operating subsidiary, First Bankers Mortgage Services,
Inc. ("First Bankers"), in a tax free exchange of stock. Under the terms of the
agreement, the stockholders of Innovative Gaming will retain 25% of the newly
merged company on a post-merger basis.
As part of the agreement, IGCA must divest its gaming assets. Discussions have
been initiated with several gaming manufacturers with the goal of selling the
gaming machine assets intact.
"We are pleased to be moving forward with this transaction which we believe to
be in the best interests of IGCA's shareholders in realizing maximum value for
their holdings," stated Edward G. Stevenson, Chairman and Chief Executive
Officer of IGCA. "As we have said before, we believe the growth potential
offered by a business such as nMortgage will provide our shareholders a greater
stock appreciation potential."
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Closing of the proposed transaction is subject to, among other things, due
diligence, completion of certain additional documents, obtaining corporate and
any necessary regulatory approvals, approval by the IGCA stockholders, and other
customary pre-closing conditions.
nMortgage, through its operating subsidiary First Bankers, is a national direct
lender headquartered in Ft. Lauderdale, Florida. The Company operates in 25
states and offers both retail and wholesale mortgage financing. First Bankers is
an approved lender for FNMA, FHLMC, GNMA, FHA and VA. First Bankers recently
announced the debut of its new online mortgage system, nMortgage, which now
offers mortgage loans on line at website address www.nMortgage.com. nMortgage's
Phase I system enables consumers to access mortgage loan rates and program, and
to apply online for mortgage loans. nMortgage is currently testing its Phase II
online mortgage system, which will enable customers to track the status of their
loans online as well as offer interactive online customer service. Upon
consummation of the transaction, IGCA would be renamed nMortgage.
Innovative Gaming Corporation of America through its wholly-owned subsidiary,
Innovative Gaming, Inc., develops, manufactures and distributes fast playing,
high entertainment gaming machines. The company distributes its products both
directly to the gaming market and through licensed distributors.
Equitex, Inc. is a holding company that currently operates through its two
wholly owned subsidiaries: nMortgage, Inc. of Ft. Lauderdale, Florida; and First
TeleServices Corp. of Atlanta, Georgia. nMorgage is a leading mortgage lender
operating in 25 states offering both retail and wholesale mortgage financing
including conventional, sub-prime and commercial mortgage loans. Consumers can
apply online through its web site www.nMortgage.com. First TeleServices Corp. is
a financial services marketing company marketing various financial products
targeted to the sub-prime consumer. Equitex currently owns 7.5% of, and has
executed a definitive agreement to merge with, First TeleBanc Corp., a single
bank holding company, which owns net First National Bank; a 13 year-old
nationally chartered bank based in Boca Raton, Florida. In connection with that
acquisition, Equitex has applied to the Federal Reserve Bank of Atlanta for
approval to become a bank holding company. First TeleBanc Corp. is not
affiliated in any way with TeleBanc Financial Corporation.
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The statements included in this press release concerning predictions of economic
performance and management's plans and objectives constitute forward-looking
statements made pursuant to the safe harbor provisions of Section 21E of the
Securities and Exchange Act of 1934, as amended, and Section 27A of the
Securities Act of 1933, as amended. These statements involve risks and
uncertainties that could cause actual results to differ materially from the
forward-looking statements. Factors which could cause or contribute to such
differences include, but are not limited to, factors detailed in Equitex and
IGCA's Securities and Exchange Commission filings; completion of due diligence,
the ability of IGCA to divest its gaming assets in a timely manner, shareholder
approval, regulatory approvals; economic downturns affecting the operations of
First TeleServices Corp., First TeleBank Corp., net1st, nMortage or First
Bankers Mortgage Services Corp; the termination of previously announced
acquisitions; delays or the inability to obtain regulatory approvals for
previously announced acquisitions, the inability to initiate or complete any
contemplate restructuring offering, acquisition, disposition or other
transaction; and the unavailability of financing to complete management's plans
and objectives. The forward looking statements contained in this press release
speak only as of the date hereof and the Company disclaims any intent or
obligation to update these forward-looking statements.
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