0001165527-11-000512.txt : 20110531
0001165527-11-000512.hdr.sgml : 20110530
20110531102649
ACCESSION NUMBER: 0001165527-11-000512
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20110525
ITEM INFORMATION: Other Events
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20110531
DATE AS OF CHANGE: 20110531
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: X-CHANGE CORP
CENTRAL INDEX KEY: 0000054424
STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813]
IRS NUMBER: 900156146
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 002-41703
FILM NUMBER: 11880008
BUSINESS ADDRESS:
STREET 1: 12655 N. CENTRAL EXPRESSWAY
STREET 2: SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75243
BUSINESS PHONE: 972-386-7350
MAIL ADDRESS:
STREET 1: 12655 N. CENTRAL EXPRESSWAY
STREET 2: SUITE 1000
CITY: DALLAS
STATE: TX
ZIP: 75243
FORMER COMPANY:
FORMER CONFORMED NAME: DIVERSIFIED TECHNOLOGIES GROUP INC
DATE OF NAME CHANGE: 20010330
FORMER COMPANY:
FORMER CONFORMED NAME: CASSCO CAPITAL CORP
DATE OF NAME CHANGE: 19940804
FORMER COMPANY:
FORMER CONFORMED NAME: INTERNATIONAL K C JAKES BBQ & GRILL INC
DATE OF NAME CHANGE: 19940627
8-K
1
g5175.txt
CURRENT REPORT DATED 5-25-11
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: May 25, 2011
THE X-CHANGE CORPORATION
(Exact name of small business issuer as specified in its charter)
Commission File Number: 002-41703
Nevada 90-0156146
(State of incorporation) (IRS Employer ID Number)
12655 North Central Expressway, Suite 1000 Dallas TX 75243
(Address of principal executive offices) (Zip Code)
(972) 386-7350
(Registrant's telephone number)
Check the appropriate box below if the Form 8 K filing is intended to
simultaneously satisfy the filing obligation of the Registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR230.425)
[ ] Soliciting material pursuant to Rule 14a 12 under the Exchange Act (17
CFR 240.14a 12)
[ ] Pre commencement communications pursuant to Rule 14d 2(b) under the
Exchange Act (17 CFR 240.14d 2(b))
[ ] Pre commencement communications pursuant to Rule 13e 4(c) under the
Exchange Act (17 CFR 240.13e 4(c))
ITEM 8.01 - OTHER EVENTS
On May 25, 2011 The X-Change Corporation ("Company") announced that it had
closed on the purchase of a Casino Ship located in Freeport, Texas. The
acquisition was purchased by LDC Collection Systems, Inc., a Texas subsidiary of
The X-Change Corporation. The purchase price was 2,000,000 shares of newly
issued restricted common stock of the Company. The Casino ship, known as The
Texas Star Casino, is a 155-foot ocean going vessel equipped with 250 slot
machines and various table games. The ship also has facilities for
entertainment, beverage service and dining. It is anticipated that the ship will
operate beyond the 9-mile state territorial limit in the Gulf of Mexico. It is
anticipated that the Company will enter into an operating agreement with a
Nevada licensed operator to operate the gaming on the ship.
The ship was purchased from CJP Entertainment LLC, a Missouri corporation. The
ship was built in 1977 and updated in 1986. It was previously operated in
Georgia and Florida. The fact that it will be operating beyond the 9-mile State
of Texas territorial limit means it does not require a gaming license from the
State of Texas.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description of Exhibit
----------- ----------------------
99.1 May 25, 2011 Press Release
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 thereunto duly authorized.
THE X-CHANGE CORPORATION
Dated: May 31, 2011 By: /s/ Haviland Wright
------------------------------------
Haviland Wright
Chief Executive Officer and Acting
Chief Financial Officer
2
EX-99.1
2
ex99-1.txt
PRESS RELEASE DATED 5-25-11
EXHIBIT NO. 99.1
The X-Change Corporation
File No. 002-41703
Form 8-K
Report date: May 31, 2011
PRESS RELEASE
FOR IMMEDIATE RELEASE
DALLAS, TX--(Marketwire - 05/25/11) - The X-Change Corporation (Pinksheets:XCHC
- News) today announced that through its subsidiary, LDC Collections Systems,
Inc., it has acquired a 155-foot ship called The Texas Star Casino, fully
equipped as an offshore casino and entertainment destination. The ship was
acquired from CJP Entertainment, LLC in an all-stock transaction for 2,000,000
shares of newly issued X-Change restricted common stock. The casino ship has 250
slot machines, various gaming tables including poker, craps, and roulette.
The ship is currently located in Freeport, Texas, and the Company intends to
find appropriate dockage in the Galveston area. The Texas Star was built in 1977
and converted to its present form in 1986. It has a cruising speed of 11 knots
and will operate outside the nine-mile Texas sovereignty limit, providing
entertainment, drinks and dining, and two bars with a galley to serve light
food.
The Company is currently in talks with a Nevada licensed gaming operator to
joint venture the operation of the ship. There will be some improvements made on
the ship and the equipment for customer comfort prior to starting operations. It
is currently the plan to have the ship in operation at the beginning of the fall
season. Additional information can be found on the company web site at
xchccorp.com.
"In addition, we are pleased to announce today the appointment of a third
outside director to X-Change's board," said X-Change CEO, Dr. Haviland Wright.
"R. Wayne Duke is the Dallas-based chairman and CEO of Industrial Clearinghouse,
a large clearinghouse for industrial MRO products serving the petroleum
industry."
ABOUT THE X-CHANGE CORPORATION ?The X-Change Corporation is a publicly traded
company. In March, 2010, X-Change began a restart after a period of dormancy.
Management believes that the new direction indicated by the acquisition of The
Texas Star will better serve the Company's shareholders.
FORWARD-LOOKING STATEMENTS?Information provided and statements contained in this
press release that are not purely historical are forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, Section 21E of
the Securities Exchange Act of 1934 and the Private Securities Litigation Reform
Act of 1995. Such forward-looking statements only speak as of the date of this
press release and X-Change Corporation assumes no obligation to update the
information included in this press release. Statements made in this press
release that are forward-looking in nature may involve risks and uncertainties.
These statements include, without limitation, statements regarding the effects
or benefits of the proposed transaction and often include words such as
"approximately," "believe," "expect," "anticipate," "intend," "plan,"
"estimate," "may," "will," "continue" or similar expressions. These
forward-looking statements are not historical facts, and are based on current
expectations, estimates and projections about X-Change Corporation's industry,
management's beliefs and certain assumptions made by management, many of which,
by their nature, are inherently uncertain and beyond X-Change Corporation's
control. Accordingly, readers are cautioned that any such forward-looking
statements are not guarantees of future performance and are subject to certain
risks, uncertainties and assumptions that are difficult to predict, including,
without limitation, specific factors discussed herein and in other releases and
public filings made by X-Change Corporation (including X-Change Corporation's
filings with the SEC). Although X-Change Corporation believes that the
expectations reflected in such forward-looking statements are reasonable as of
the date made, expectations may prove to have been materially different from the
results expressed or implied by such forward-looking statements. Unless
otherwise required by law, X-Change Corporation also disclaims any obligation to
update its view of any such risks or uncertainties or to announce publicly the
result of any revisions to the forward-looking statements made in this press
release.
CONTACT:
CONTACT INFORMATION:
Haviland Wright
President & CEO
Email: info@xchccorp.com
Tel: 1 (972) 386-7360
Web: www.xchccorp.com