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: January 29, 2001
DYNEX CAPITAL, INC.
(Exact Name of Registrant as Specified in Charter)
Virginia 1-9819 52-1549373
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
4551 Cox Road, Suite 300, Glen Allen, Virginia 23060
(Address of Principal Executive Offices) (Zip Code)
(804) 217-5800
(Registrant's telephone number, including area code)
Item 5. OTHER EVENTS.
On January 26, 2001, the Company delivered a letter to California
Investment Fund, LLC ("CIF") notifying CIF that, in accordance with the terms
and conditions of the Agreement and Plan of Merger dated November 7, 2000, as
amended, the Company was exercising its right to terminate the Agreement due to
CIF's failure to comply with certain terms of the Agreement.
Additionally, the Company has made a claim under the Escrow Agreement
between the parties for the Escrow Amount.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Dynex Capital, Inc. Press Release, dated January 26, 2001.
99.2 Letter, dated January 26, 2001, to California Investment Fund LLC from
Dynex Capital, Inc.
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.
Date: January 29, 2001 DYNEX CAPITAL, INC.
By: /s/
Thomas H. Potts
President
EXHIBIT INDEX
Number Description Method of Filing
99.1 Dynex Capital, Inc. Press Release, Filed herewith
dated January 26, 2001.
99.2 Letter, dated January 26, 2001, to Filed herewith
California Investment Fund, LLC from
Dynex Capital, Inc.
Exhibit 99.1
[ Company Logo ]
Press Release
FOR IMMEDIATE RELEASE CONTACT: Kathy Fern
January 26, 2001 804-217-5800
DYNEX CAPITAL, INC.
TERMINATES AGREEMENT AND PLAN OF MERGER
WITH CALIFORNIA INVESTMENT FUND
Dynex Capital, Inc. (NYSE: DX) announced today that it has exercised its
right to terminate the Agreement and Plan of Merger entered into by the Company
and California Investment Fund, LLC on November 7, 2000, as amended, in
accordance with the terms and conditions of said Agreement for failure to comply
with certain terms of the Agreement. In addition, the Company has made claim
under the Escrow Agreement between the parties for the Escrow Amount.
Dynex Capital, Inc. is a financial services company that elects to be
treated as a real estate investment trust (REIT) for federal income tax
purposes.
# # #
Exhibit 99.2
[Company Logo ]
Dynex Capital, Inc.
4551 Cox Road, Suite 300
Glen Allen, Virginia 23060
804-217-5800
Fax 804-217-5861
January 26, 2001
VIA FACSIMILE AND CERTIFIED MAIL
California Investment Fund, LLC
550 West C Street
10th Floor
San Diego, CA 92101
Attention: Michael R. Kelly, Managing Member
Re: Merger Agreement dated November 7, 2000
Dear Mr. Kelly:
Reference is made to the Agreement and Plan of Merger dated November 7,
2000, as amended ("Merger Agreement") between California Investment Fund, LLC
("CIF"), DCI Acquisition Corporation and Dynex Capital, Inc. ("Dynex") and to
the letter dated December 22, 2000 between Dynex and CIF ("December 22nd
Letter"). Dynex hereby notifies you that Dynex is terminating the Merger
Agreement for CIF's breaches of its obligations under numbered paragraphs 2 and
3 of the December 22nd Letter and pursuant to Section 7(a)(vii) of the Merger
Agreement.
Very truly yours,
DYNEX CAPITAL, INC.
By /s/
Stephen J. Benedetti
Vice President, Treasurer
cc: Stephen Fraidin, Esquire