<PAGE> 1
================================================================================
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 11, 2000
CENTRAL FINANCIAL ACCEPTANCE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 95-4574983
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
5480 EAST FERGUSON DRIVE
COMMERCE, CALIFORNIA 90022
(Address of principal executive offices and zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (323) 720-8600
NOT APPLICABLE
(Former name or former address, if changed since last report)
<PAGE> 2
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.
Central Financial Acceptance Corporation ("CFAC," or "Company") had an
outstanding line of credit with Wells Fargo, N.A., which was set to expire on
August 15, 2000. The Company determined that it was in its best interests to
restructure its financing arrangements prior to the expiration of the Wells
Fargo line of credit.
Accordingly, on August 11, 2000, CFAC, as sole shareholder of the
following entities, contributed 100% of the outstanding stock of: (a) Central
Check Cashing, Inc., a California corporation ("CCCI"); (b) Central Financial
Acceptance Corporation Accident & Health Reinsurance Limited, a Turks & Caicos
Islands exempt company ("A&H"); and (c) Central Finance Reinsurance, Ltd., a
Turks & Caicos Islands exempt company ("Ltd.") to CFAC's wholly owned
subsidiary, Central Consumer Finance Company, a Delaware corporation ("CCFC"),
in connection with a new line of credit with several lenders, including Union
Bank of California, N.A. as agent. As collateral for the line of credit, CCFC
pledged the stock of CCCI, A&H and Ltd. as well as the stock of its other wholly
owned subsidiary, Central Consumer Company of Nevada, a Nevada corporation
("CCCN").
In connection with the line of credit, CFAC entered into a pledge
agreement with Union Bank relating to CFAC's ownership of CCFC's stock and both
CCCI and CCCN executed a guaranty.
All outstanding amounts under the Wells Fargo line of credit were repaid
through the new line of credit and the Wells Fargo line of credit was
terminated.
On September 29, 2000, stockholders owing a majority of the outstanding
common stock approved a Plan of Complete Dissolution, Liquidation and
Distribution, as adopted by the Board of Directors (the "Plan"), under which the
operations of CFAC have been separated into two subsidiaries: Hispanic Express,
Inc. and Banner Central Finance Company, whose outstanding common shares will be
distributed to each CFAC shareholder on a yet to be determined liquidation date.
<PAGE> 3
In connection therewith, CFAC has submitted to the Securities and
Exchange Commission (the "Commission"), an Information Statement covering
pertinent business and financial information required to be filed prior to CFAC
effecting its dissolution and liquidation and distributing its net assets to its
stockholders. Upon receiving appropriate clearance from the Commission, CFAC
will determine the liquidation date under the Plan. A press release is attached
hereto and incorporated herein.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
Not Applicable.
<PAGE> 4
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) FINANCIAL STATEMENTS
Not Applicable.
(b) PRO FORMA FINANCIAL INFORMATION
Not Applicable.
(c) EXHIBITS
10.43 Credit Agreement dated as of August 11, 2000
among Central Consumer Finance Company, the
named Lenders and Union Bank of California, N.A.
as Agent
10.44 Pledge Agreement dated as of August 11, 2000
among Central Financial Acceptance Corporation
and Union Bank of California, N.A. as Agent
10.45 Guaranty dated as of August 11, 2000 among
Central Check Cashing, Inc., Central Consumer
Company of Nevada, and Union Bank of California,
N.A. as Agent
10.46 Security Agreement dated as of August 11, 2000
among Central Consumer Finance Company, Central
Check Cashing, Inc., Central Consumer Company of
Nevada and Union Bank of California, N.A. as
Agent
99.1 Press Release dated October 2, 2000
ITEM 8. CHANGE IN FISCAL YEAR
Not Applicable
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
Not Applicable.
<PAGE> 5
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.
CENTRAL FINANCIAL ACCEPTANCE CORPORATION
(Registrant)
Date: October 5, 2000 By: /s/ Gary M. Cypres
-------------------------------------
Gary M. Cypres
President and Chief Executive Officer
<PAGE> 6
EXHIBIT INDEX
10.43 Credit Agreement dated as of August 11, 2000 among Central Consumer
Finance Company, the named Lenders and Union Bank of California, N.A. as
Agent
10.44 Pledge Agreement dated as of August 11, 2000 among Central Financial
Acceptance Corporation and Union Bank of California, N.A. as Agent
10.45 Guaranty dated as of August 11, 2000 among Central Check Cashing, Inc.,
Central Consumer Company of Nevada, and Union Bank of California, N.A.
as Agent
10.46 Security Agreement dated as of August 11, 2000 among Central Consumer
Finance Company, Central Check Cashing, Inc., Central Consumer Company
of Nevada and Union Bank of California, N.A. as Agent
99.1 Press Release dated October 2, 2000
