-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FfwX3kKyQyciNk+mZr+o/viNdm+jc9v1slcRAubuHCKTFg3b5xSzxfMFMv/qD3yN nTFbUee7mD6dTcrp/kRPpQ== 0000848296-98-000020.txt : 19981118 0000848296-98-000020.hdr.sgml : 19981118 ACCESSION NUMBER: 0000848296-98-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981026 ITEM INFORMATION: FILED AS OF DATE: 19981116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLEXWEIGHT CORP CENTRAL INDEX KEY: 0000316128 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 480680109 STATE OF INCORPORATION: KS FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-09476 FILM NUMBER: 98749916 BUSINESS ADDRESS: STREET 1: 1946 PLATEAU WAY STREET 2: SUITE 151 CITY: WENDOVER STATE: NV ZIP: 89883 BUSINESS PHONE: 7026643484 MAIL ADDRESS: STREET 1: 1946 PLATEAU WAY STREET 2: SUITE 151 CITY: WENDOVER STATE: UT ZIP: 89883 8-K 1 CURRENT REPORT FOR OCTOBER 26, 1998 FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 Date of Report (Date of earliest event reported): October 26, 1998 OASIS RESORTS INTERNATIONAL INC. (Exact name of registrant as specified in its charter.) Kansas (State of incorporation or organization) 0-9476 (Commission File Number) 48-0680109 (I.R.S. Employee Identification No.) 915 N. Wells, Wendover, Nevada (Address of principal executive offices) 89883 (Zip Code) Registrant's telephone number, including area code: (702) 664-3484 FLEXWEIGHT CORPORATION (Former name or former address, if changed since last report) [ORI\8-K:102698]-3 1 Item 1. Changes in Control of Registrant Upon reincorporation in Nevada (see Item 5 below) the Company increased its authorized capital stock from Twenty Five Million (25,000,000) shares of $0.10 par value common stock to Seventy Five Million (75,000,000) shares of $0.001 par value common stock and Twenty Five Million (25,000,000) shares of $0.001 par value preferred stock. Each share of Flexweight was exchanged for One (1) share in the new corporation. Additionally (see Item 2 below), Flexweight issued Six Million Eight Hundred Seventeen Thousand Two Hundred Forty Eight (6,817,248) shares of common stock, Six Million (6,000,000) warrants representing the right to acquire Thirty Six Million (36,000,000) additional shares of common stock and promissory notes with an aggregate face value of $180 million to NuOasis International, Inc. in exchange for certain assets in NuOasis International, Inc. Item 2. Acquisition or Disposition of Assets On October 19, 1998, Flexweight entered into an exchange agreement with NuOasis International, Inc., a wholly owned subsidiary of NuOasis Resorts, Inc., trading symbol NUOA. Flexweight acquired all of the equity interest owned by NuOasis International Inc. in Cleopatra Gammarth, Limited (which operates the casino Cleopatra Cap Gammarth), Cleopatra Hammamet Limited (which operates the casino Cleopatra Hammamet Casino) and Cleopatra's World, Inc. (which operates the Le Palace Hotel & Resorts at Cap Gammarth). All of the properties are located in Tunisia. NuOasis International received the following consideration from Flexweight in exchange of its assets: Six Million Eight Hundred Seventeen Thousand Two Hundred Forty Eight (6,817,248) shares of common stock, Six Million (6,000,000) warrants representing the right to acquire Thirty Six Million (36,000,000) additional shares of common stock and promissory notes with an aggregate face value of $180 million. Item 3. Bankruptcy or Receivership N/A Item 4. Changes in Registrant's Certifying Accountant N/A Item 5. Other Events Effective October 19, 1998 the Company reincorporated in Nevada and, in the process changed the name of the Company from Flexweight Corporation to Oasis Resorts International, Inc. to better reflect its new corporate direction. Item 6. Resignation of Registrant's Directors N/A [ORI\8-K:102698]-3 2 Item 7. Financial Statements and Exhibits Exhibit A: Asset Exchange Agreement between Flexweight Corporation and NuOasis International Inc. Item 8. Change in Registrant's Fiscal Year N/A [ORI\8-K:102698]-3 3 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FLEXWEIGHT CORPORATION (Registrant) Dated: October 26, 1998 By: /s/ Walter Sanders ---------------------------------- Walter Sanders, Chairman of the Board and President [ORI\8-K:102698]-3 4 -----END PRIVACY-ENHANCED MESSAGE-----