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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) June 7, 1996
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THE ROTHCHILD COMPANIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 33-0773-A 65-0110447
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1055 West Hastings Street, Suite 2380, Vancouver, British Columbia V6E 2E9
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 684-6508
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102 N.E. 2nd Street, Suite 193, Boca Raton, Florida 33432
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(Former name or former address, if changed since last report.)
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
The Rothchild Companies, Inc. (the "Company") announced that on
June 7, 1996, 600,000 shares of its Common Stock (the "Stock"), 60% of the
Company's voting securities, were acquired by Laminco Resources, Inc.
("Laminco"), a publicly-held British Columbia corporation engaged in exploration
and development of natural resources with operations in Mexico, in a purchase
transaction with nine shareholders (the "Acquisition"). The Stock was acquired
for an aggregate purchase price of $90,000, representing $0.15 per share, which
was paid in cash from Laminco's operating resources. Prior to the Acquisition,
Laminco did not beneficially own any shares of the Company's Common Stock. The
selling shareholders and the number of shares sold by each are as follows:
Name Number of Shares
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Norman H. Becker 120,000
Frank Bauer 60,000
LaSala & Company, Inc. 119,500
Alicia M. LaSala 12,500
Alicia M. LaSala as custodian for
Nicholas F. LaSala 25,500
Jodi Sandstrom 22,500
Ronald Martini 50,000
Diane Martini 49,107
Corporate Investment Associates 140,893
Prior to the Acquisition, Kelsey Boltz, Michael J. Hopley and
David Alexander were appointed to vacant positions on the Company's Board of
Directors. Messrs. Boltz and Alexander are officers of Laminco. Mr. Hopley was
formerly Vice President of Exploration and Corporate Development of Bema Gold
Corporation, a publicly-held exploration and development company with operations
in Chile, Argentina, Venezuela and the United States. Upon consummation of the
Acquisition, Norman H. Becker and Frank Bauer resigned their officer and
director positions with the Company, and the Company appointed the following new
officers:
Kelsey Boltz --Chief Executive Officer
Michael J. Hopley --President and Chief Operating Officer
David Alexander --Secretary, Treasurer and Chief Financial Officer
The new address for the Company's principle executive offices is
1055 West Hastings Street, Suite 2380, Vancouver, British Columbia V6E 2E9.
ITEM 7. EXHIBITS
Exhibit
Number Description
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2.1 Stock Purchase Agreement by and between Laminco, the Company, and
certain selling shareholders dated June 6, 1996.
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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.
/s/ Kelsey Boltz
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Kelsey Boltz
Chief Executive Officer
Date: June 21, 1996
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