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 Event Requiring Report: July 18, 2000
CYBERAMERICA CORPORATION
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(Exact Name of Registrant as Specified on its Charter)
I-9418 87-0509512
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(Commission File Number) (IRS Employer Identification Number)
NEVADA
(State or Other Jurisdiction of Incorporation or Organization)
268 West 400 South, Suite 300
Salt Lake City, Utah 84101
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(Address of Principal Executive Offices)
(801) 575-8073
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(Registrant's Telephone Number, Including Area Code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
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On July 18, 2000, CyberAmerica Corporation acquired from World Alliance
Consulting, Inc., 2,850,000 restricted shares of the common stock of
Chattown.com Network, Inc. in exchange for assigning to World Alliance
Consulting, Inc. all of CyberAmerica's or its subsidiaries interests in the
following corporations: Oasis International Corporation, Adobe Hills Ranch II,
LLC, Diversified Holdings II, Inc., Diversified Holdings III, Inc., Diversified
Holdings V, Inc., Diversified Land and Cattle Co., Great Basin Water
Corporation, Lexington 3 Mile East Terrace Mountain Estates, Inc., Lexington 4
Mile East Terrace Mountain Estates, Inc., and Lexington One Mile East Little
Pigeon Mountain Estates, Inc. These corporations all hold title to raw land in
either Elko County, Nevada or Box Elder County, Utah. The Company's net equity
in these real estate holdings, the primary assets of the corporations being
transferred, was determined by the Company to be $857,912 or 9.7% of the net
book of the Company. For more information on the these companies and the real
property they own, see "Item 2. Description of Property" in the Company's
December 31, 1999 Form 10KSB.
The Company decided to divest itself of these properties in an effort to improve
its cash flow position. As a result of transferring these properties, the
Company estimates that it will reduce negative cash flows associated with these
parcels of real estate in the annual amount of $332,500.35. The Company's
estimated interest expense will decrease by $207,000 over the next twelve
months. The Company's board of directors has determined that it is in the best
of the Company to shift its cash resources into purchasing additional improved
properties or using the cash resources to invest in its improved properties that
have a relatively short term potential to generate positive cash flows.
The Company accepted shares of Chattown.com which are restricted shares of
common stock, at the market price on the date of the transaction of $0.53125 per
share, or a total valuation for 2,850,000 shares of $1,514,062. As a result of
the restricted nature of the shares and the currently thinly traded market for
the Chattown.com shares, there is no guarantee of their ultimate value at a time
when the Company may be able to liquidate the shares. The Company may discount
the value of these shares because their value may be impaired as a result of
their illiquid status.
World Alliance Consulting, Inc. is a Utah corporation that is 100% owned by
Allen Wolfson, disclosed as a control person in the latest 10-KSB filed by the
company, whose ownership of common stock in the Company was recently reduced
below 10% in an agreement with the Company to settle debts owed to the Company
by various entities related to or owned by Mr. Wolfson. Mr. Wolfson was expected
to play a material role in the development of the raw land. In light of the
Company's current intentions to discontinue its plans to develop raw land and
remove Mr. Wolfson as a control person, terminate his employee status and
substantially limit his role as a consultant, the Company believes that the
disposition of these properties will further these initiatives.
Prior to signing the agreement for the transaction set forth above the board of
directors approved the transaction in a unanimous vote and in a formal board
resolution.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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The following exhibit is include:
10(i)Stock Purchase Agreement dated July 18, 2000 between CyberAmerica
Corporation and World Alliance Consulting, Inc.
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: July 20th, 2000
CyberAmerica Corporation
By:/s/ Richard D. Surber
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Richard D. Surber, President