8-K 1 deltacorp_8k91602.txt 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): September 16, 2002 EMERGING DELTA CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 33-61892-FW 72-1235451 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 220 Camp Street New Orleans, Louisiana 70130 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (504) 524-1801 Item 5. Other Matters On September 16, 2002, Delta Gamma Acquisition LLC, a company controlled by Allen Campbell ("DGA"), commenced a tender offer to purchase shares (the "Shares") of Emerging Delta Corporation ("Delta") and Emerging Gamma Corporation ("Gamma"). Shareholders of Delta and Gamma are being offered three choices under the terms of the tender offer: 1. To stand pat and not tender any Shares. 2. To tender 40% of your Shares of both Delta and Gamma at $12.50 per Share. 3. To tender 80% of your Shares of both Delta and Gamma at $12.50 per Share. Attached as exhibits to this report are the following items which described in more detail the terms and conditions of the tender offer and the views of management with respect to the tender offer. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibit Number Description ------------- ------------- 99.1 Letter to Shareholders 99.2 Tender Offer 99.3 Letter of Acceptance SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be filed on its behalf by the undersigned hereunto duly authorized. EMERGING DELTA CORPORATION Date: September 16, 2002 By: /s/ Burt H. Keenan ------------------ Burt H. Keenan Chairman of the Board and Chief Executive Officer