UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C., 20549
Form 8-K/A
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 10, 2002
Voyager Entertainment International, Inc.
(Exact name of registrant as specified in charter)
North Dakota 45-0420093
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
4483 West Reno Avenue
Las Vegas, Nevada 89118
(Address of Principal Executive Office) (Zip Code)
(702) 221-8070
(Registrant's Executive Office Telephone Number)
Note: This Form 8-K/A is being filed to amend the Current Report on Form 8-K
of Voyager Entertainment International, Inc. filed with the Securities and
Exchange Commission on October 8, 2002. We are amending Item 5 to more fully
describe the transaction and to reflect the payment of $70,000 for the
receipt of the securitization commitment from RRI.
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Residential Resources Securitization Commitment
On September 10, 2002 the Company received a Securitization Commitment
(the "Commitment") from Residential Resources, Inc. (RRI) wherein RRI agrees
to act as the exclusive agent in selling or hypothecating certain assets of
Voyager through a bond issuance for up to One Hundred Million Dollars
($100,000,000), where the proceeds will be utilized for financing the
Company's entertainment attraction planned for development in Las Vegas,
Nevada.
Under the terms of the Securitization Commitment , the Company or its
affiliates will enter into a separate agreement to sell or hypothecate the
Assets to an affiliate of RRI in order to be utilized as collateral for a
bond issuance. The actual terms and conditions will not be finalized until
the closing of the transaction. In connection with the transaction, RRI is to
use its best efforts to structure the transaction so that the proceeds will
be sufficient to: (i) purchase or hypothecate the Assets; and (ii) generate
certain additional income to the Company in the form of the residual income
interests in the Securities issued in connection with the transaction.
Voyager paid an initial due diligence fee of $30,000. Upon the completion of
the due diligence, Voyager received the Securitization Commitment from RRI.
Under the terms of the Securitization Commitment Voyager paid and additional
commitment fee of $70,000 to RRI.
Additionally, RRI will also receive at the closing/bond issuance, an
amount equal to 2% of the aggregate bonds issued in connection with the
transaction, less the $100,000 total fees paid as above. The total
transaction is anticipated to be One Hundred Million Dollars ($100,000,000),
essentially the amount required to construct the 560-foot tall high-tech
"Voyager" Ferris Wheel attraction proposed by the Company for the Las Vegas
Strip.
The transaction with RRI is primarily a financing transaction which is
conditional upon RRI being able to effectuate the 100 Million Dollar
securitization through the sale of bonds, utilizing the Company's
product/assets as collateral.
Forward-Looking Statements: Except for historical information, the matters
discussed in this Report contain forward-looking statements, which involve
certain risks and uncertainties that could cause actual results to differ,
including activities, events or developments that the Company expects,
believes or anticipates will or may occur in the future. A number of such
statements are subject to assumptions, risks and uncertainties that could
cause actual results to differ from those indicated in the forward-looking
statements, including, but not limited to: any perceived or actual benefits
of the Residential Resources agreement, the ability of Residential Resources
to assist the Company in selling or hypothecating its assets, the ability of
the Company to develop its project, competitive environment within the
entertainment industry, the Company's ability to successfully market its
project, the ability of the Company to meet its development and financial
projections, and general economic conditions. Readers are cautioned that such
statements are not guarantees of future performance and that actual results
or developments may differ materially from those set forth in the forward-
looking statements. The Company undertakes no obligation to publicly update
or revise forward-looking statements whether as a result of new information
or otherwise.
Press Release
On October 7, 2002, the Company issued a press release disclosing the
RRI Securitization Commitment. A copy of the release is attached hereto as
Exhibit 99.
ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS
Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Not applicable.
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
ITEM 9. REGULATION FD DISCLOSURE.
Not applicable.
EXHIBITS
Exhibit
Number Description
99 Press Release dated October 7, 2002(filed herewith)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
Date: October 7, 2002
Voyager Entertainment International, Inc.
By: /s/ Richard Hannigan
Richard Hannigan, President/Treasurer/Director
By: /s/ Myong Hannigan
Myong Hannigan, Secretary