COMPUCREDIT CORP
8-K, 1999-08-10
PERSONAL CREDIT INSTITUTIONS
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<PAGE>

                      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 10, 1999.



                            CompuCredit Corporation
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


<TABLE>
<S>                              <C>                        <C>
          Georgia                       000-25751                   58-2336689
- -------------------------------  ------------------------   ----------------------------
(State or Other Jurisdiction of  (Commission File Number)   (IRS Employer Identification
Incorporation)                                               Number)

</TABLE>


<TABLE>
<S>                                                    <C>
          One Ravinia Drive,
              Suite 500
           Atlanta, Georgia                               30346
- ---------------------------------------                 ----------
(Address of Principal Executive Office)                 (Zip Code)

</TABLE>

Registrant's telephone number, including area code (770) 206-6200


         -------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)
<PAGE>

INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.    Not Applicable.

Item 2.    Not Applicable.

Item 3.    Not Applicable.

Item 4.    Not Applicable.

Item 5.    On August 6, 1999, CompuCredit Corporation issued a notice
            announcing that it will not proceed with the previously announced
            private placement of Series A Convertible Preferred Stock in the
            amount of $100,000,000 (2,000,000 shares).

Item 6.    Not Applicable.

Item 7.    Exhibits.

           The following is filed as an Exhibit to this Report under Exhibit A.

       Exhibit A Notice.

Item 8.    Not Applicable.

                                       2
<PAGE>

                                    SIGNATURES

  Pursuant to the requirements of the Securities Exchange Act of 1934,
CompuCredit Corporation has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                         COMPUCREDIT CORPORATION




                                         By: ________________________
                                         Name: ______________________
                                         Title:  ____________________

                                       3
<PAGE>

                                    SIGNATURES

  Pursuant to the requirements of the Securities Exchange Act of 1934,
CompuCredit Corporation has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                         COMPUCREDIT CORPORATION




                                         By: /s/ Brett M. Samsky
                                             ---------------------------
                                         Name: Brett M. Samsky
                                         Title:  Chief Financial Officer

                                       4
<PAGE>

                                    EXHIBIT INDEX


Exhibit                      Description
- -------                      -----------

A                            Notice

                                       5

<PAGE>

                                                                       EXHIBIT A
                                                                       ---------



N E W S   R E L E A S E


FOR IMMEDIATE RELEASE


Contact:  Brett Samsky
          CompuCredit Corporation
          770 206-6200




COMPUCREDIT ANNOUNCES IT WILL NOT PROCEED WITH OFFERING DUE TO MARKET CONDITIONS


(Atlanta, GA)  CompuCredit Corporation (NASDAQ: CCRT) today announces that it
will not proceed with its previously disclosed plan to offer up to $100 million
of convertible preferred stock.

"The deterioration in market conditions, especially when contrasted with our
strong business fundamentals, makes an offering unattractive at this time," said
David Hanna, CompuCredit's Chairman and Chief Executive Officer.  "The proposed
offering as originally contemplated was an opportunistic transaction designed to
raise additional capital and fund growth in excess of that contemplated by our
business plan," added Hanna.

Additionally, Hanna said that "our current growth plans remain very strong.  We
continue to add 20,000 to 25,000 new customers each week.  In addition to our
traditional growth channels, we launched our internet site for applications,

www.AspireCard.com, and we think this will allow us to add more customers
- ------------------
through alternative channels."  During the second quarter of this year,
CompuCredit added over 277,000 new customers, placing it in the top ten credit
card companies in the country for new account origination.

CompuCredit Corporation is a credit card company that uses technology based
analytical techniques it has developed to identify credit-worthy consumers who
it believes are not currently being served by more traditional consumer credit
providers.  CompuCredit completed its initial public offering in April 1999.
CompuCredit markets Aspire(R) Visa(R) credit cards to these consumers on an
unsecured basis.  CompuCredit also markets life insurance, card registration,
telecommunication products, membership in buying clubs, travel services and debt
waiver programs to its cardholders.  Aspire Visa cards are issued by Columbus
Bank and Trust under an agreement with CompuCredit.  CompuCredit was included in
the Russell 2000(R) Index in July of this year.

                                       6
<PAGE>

This press release includes statements concerning our operations, prospects,
strategies, financial condition, future economic performance and consumer demand
for our products, as well as our intentions, plans and objectives that are
forward-looking statements within the meaning of the federal securities laws and
are intended to have the benefit of the federal safe harbor for forward-looking
statements.  CompuCredit can give no assurance that its plans or expectations,
as reflected in these forward-looking statements will be achieved.  These
forward-looking statements are subject to various assumptions, risks, trends,
uncertainties and other factors that could cause actual results to differ
materially from those that are currently planned or expected.  These factors
include the risks set forth under the caption "Risk Factors" in CompuCredit's
prospectus dated April 22, 1999 on file with the Securities and Exchange
Commission.  Moreover, as a consequence of those or other factors, CompuCredit's
plans or expectations may change.  CompuCredit undertakes no obligations to
publicly update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise, except as may be required by law.

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