-----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, ALpNecqz/6lrC8T2Le+/MrNx6yD0I0rU9qmQ0avrpEG8L/LOG0inxwzlyV8ZS6gL oIW1+Oj1GJrAuuEn8uCyzg== 0001068800-05-000544.txt : 20050823 0001068800-05-000544.hdr.sgml : 20050823 20050823132029 ACCESSION NUMBER: 0001068800-05-000544 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050822 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050823 DATE AS OF CHANGE: 20050823 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXX INC/NV/ CENTRAL INDEX KEY: 0000089261 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 880325271 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05654 FILM NUMBER: 051043190 BUSINESS ADDRESS: STREET 1: 1350 EAST FLAMINGO SUITE 689 CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 7025983223 MAIL ADDRESS: STREET 1: 1350 EAST FLAMINGO SUITE 689 CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER COMPANY: FORMER CONFORMED NAME: SFM CORP DATE OF NAME CHANGE: 19920703 8-K 1 exx8k.txt ============================================================================ 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 REPORT (DATE OF EARLIEST EVENT REPORTED): AUGUST 22, 2005 ----------------- EXX INC (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) ----------------- NEVADA 1-5654 88-0325271 (STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER OF ORGANIZATION) IDENTIFICATION NUMBER) 1350 EAST FLAMINGO ROAD, SUITE 300 LAS VEGAS, NEVADA 89119-5263 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (702) 598-3223 ----------------- 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 (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] 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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On August 22, 2005, EXX INC (the "Registrant") issued a press release announcing that James J. Connor, President and Co-Chief Executive Officer of EXX's wholly owned subsidiary Newcor, Inc., has tendered his resignation effective September 1, 2005 to pursue a new non-competitive opportunity within the automotive industry. A copy of the press release is attached hereto and incorporated herein as Exhibit 99.1. Item 9.01 Financial Statements and Other Exhibits (c) Exhibits 99.1 Press Release, dated August 22, 2005 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. EXX INC Date: August 22, 2005 By: /s/ David A. Segal --------------------------------- Chairman of the Board Chief Executive Officer Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release, dated August 22, 2005 EX-99.1 2 ex99p1.txt EXHIBIT 99.1 EXX INC SUITE 689 1350 EAST FLAMINGO ROAD LAS VEGAS, NV 89119 EXX INC TO CHANGE AND STRENGTHEN MANAGEMENT OF NEWCOR SUBSIDIARY LAS VEGAS, NV. AUGUST 22, 2005 - EXX INC (AMEX:EXX-A AND EXX-B) ANNOUNCED TODAY THAT EFFECTIVE SEPTEMBER 1, 2005, JAMES J. CONNOR THE PRESIDENT AND CO-CHIEF EXECUTIVE OFFICER OF EXX'S WHOLLY OWNED SUBSIDIARY NEWCOR, INC. HAS TENDERED HIS RESIGNATION IN ORDER TO PURSUE A NEW, NON-COMPETITIVE OPPORTUNITY WITHIN THE AUTOMOTIVE INDUSTRY. THE BOARD OF DIRECTORS WILL UTILIZE THIS OPPORTUNITY TO STRENGTHEN ITS CORPORATE MANAGEMENT TEAM. NEWCOR IS CURRENTLY IN THE PROCESS OF RETAINING AN EXECUTIVE SEARCH FIRM TO AID IN FINDING AN OUTSTANDING CANDIDATE TO REPLACE MR. CONNOR AND LEAD THE DEVELOPMENT AND IMPLEMENTATION OF NEWCOR'S GROWTH-ORIENTED STRATEGY. MR. CONNOR IS CONTINUING HIS CAREER IN THE AUTOMOTIVE INDUSTRY AS A PRINCIPAL IN A LOCAL CONSULTING FIRM. HE HAS BEEN PRESIDENT OF NEWCOR DURING THE DIFFICULT RESTRUCTURING PERIOD. HIS PARTICULAR BACKGROUND AND EXPERTISE WERE VALUABLE TO THE COMPANY DURING THE PAST SEVERAL YEARS. WE THANK HIM FOR HIS EFFORTS AND WISH HIM SUCCESS IN HIS FUTURE ENDEAVORS. THE ABOVE INFORMATION CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WHICH ARE COVERED UNDER THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LEGISLATION REFORM ACT OF 1995 WITH RESPECT TO THE COMPANY'S FUTURE FINANCIAL PERFORMANCE. ALTHOUGH EXX INC BELIEVES THE EXPECTATIONS REFLECTED IN SUCH FORWARD-LOOKING STATEMENTS ARE BASED ON REASONABLE ASSUMPTIONS, IT CAN GIVE NO ASSURANCE THAT ITS EXPECTATIONS WILL BE REALIZED. FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS WHICH MAY CAUSE EXX INC'S ACTUAL RESULTS AND CORPORATE DEVELOPMENTS TO DIFFER MATERIALLY FROM THOSE EXPECTED. FACTORS THAT COULD CAUSE RESULTS AND DEVELOPMENTS TO DIFFER MATERIALLY FROM EXX INC'S EXPECTATIONS INCLUDE, WITHOUT LIMITATION, CHANGES IN MANUFACTURING AND SHIPMENT SCHEDULES, NEW PRODUCT AND TECHNOLOGY DEVELOPMENTS, COMPETITION WITHIN EACH BUSINESS SEGMENT, CYCLICALITY OF THE MARKETS FOR THE PRODUCTS OF A MAJOR SEGMENT, LITIGATION, SIGNIFICANT COST VARIANCES, THE EFFECTS OF ACQUISITIONS AND DIVESTITURES, AND OTHER RISKS. -----END PRIVACY-ENHANCED MESSAGE-----