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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) NOVEMBER 20, 2000
DELAWARE 1-12109 11-33336165
(State or other (Commission (IRS Employer
jurisdiction of File Number) ID Number)
incorporation)
1000 WOODBURY ROAD, SUITE 200, WOODBURY, NEW YORK 11797-9003
(Address of principal executive offices) (Zip Code)
N/A
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On November 20, 2000 the Company commenced an offering to acquire all of its
currently outstanding 9 1/2% Senior Notes due 2004 (the "Old Notes") in exchange
for newly issued 9 1/2% Senior Secured Notes due 2004 (the "Secured Notes") and
warrants to purchase shares of the Company's common stock. The exchange offer is
subject to the terms set forth in that certain offering circular dated November
20, 2000 attached to this report as Exhibit 99.1.
Pursuant to the terms of the exchange offer, the Company is offering to issue
$1,000 principal amount of Secured Notes and 10.6 warrants to purchase shares of
the Company's common stock in exchange for each $1,000 principal amount of Old
Notes properly exchanged. If 100% of the outstanding Old Notes are exchanged in
the exchange offer, the Company will issue $150 million aggregate principal
amount of Secured Notes and warrants to purchase 1,590,000 shares of the
Company's common stock.
Interest in the Secured Notes will be payable semiannually in arrears on
February 1 and August 1 of each year. Interest shall accrue at a rate of 9 1/2%
per annum for the most recent date to which interest has been paid, or if no
interest has been paid, from August 1, 2000.
The Secured Notes will be secured by the capital stock of certain of the
Company's subsidiaries and the beneficial interests in two Delaware business
trusts.
As a part of the exchange offer, the Company is soliciting consents from the
holders of Old Notes to certain proposed amendments (the "Proposed Amendments")
to the indenture governing the Old Notes (the "Old Notes Indenture"). The
purpose of the Proposed Amendments is to eliminate substantially all of the
restrictive covenants, and modify certain other provisions contained in the Old
Notes Indenture to, among other things, provide the Company with the ability to
obtain financing against its residual assets.
The Company has entered into lock-up agreements with holders of a majority in
principal amount of the Old Notes regarding the terms of the exchange offer.
Subject to the satisfaction of certain conditions regarding the exchange offer,
such holders have agreed to accept the exchange offer and tender their Old Notes
for exchange.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements
None.
(b) Pro Forma Financial Statements
None.
(c) Exhibits
99.1 Offering Circular
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 thereunto duly authorized.
DELTA FINANCIAL CORPORATION
By: /S/ MARC E. MILLER
Name: Marc E. Miller
Title: Senior Vice President
Date: November 21, 2000
EXHIBIT INDEX
EXHIBIT DESCRIPTION
99.1 Offering Circular
