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UNITED STATES
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): July 21, 1998
UNITED COMPANIES FINANCIAL CORPORATION
(Exact name as specified in its charter)
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Louisiana 1-7067 71-0430414
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
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4041 Essen Lane, Baton Rouge Louisiana 70809
(Address of principal executive offices) ZipCode
Registrant's telephone number, including area code (504) 987-0000
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events.
The Registrant files herewith the exhibit listed in Item 7(c) below.
Item 7(c). Exhibits.
The following exhibit is furnished in accordance with Item 601 of
Regulation S-K:
99 Press Release dated July 21, 1998
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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.
UNITED COMPANIES FINANCIAL CORPORATION
(Registrant)
Date: July 22, 1998 By: /s/ SHERRY E. ANDERSON
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Sherry E. Anderson, Senior Vice
President and Secretary
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INDEX TO EXHIBITS
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NO. EXHIBIT NUMBERED PAGE
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99 Press Release dated July 21, 1998
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EXHIBIT 99
FOR IMMEDIATE RELEASE
For More Information, Contact:
Dale E. Redman
Executive Vice President &
Chief Financial Officer
504.987.2385 or 800.234.8232
UNITED COMPANIES TO EXPLORE POTENTIAL STRATEGIC PARTNERSHIP;
EXPECTS SECOND QUARTER NET INCOME OF $3 MILLION TO $5 MILLION
BATON ROUGE, La., July 21, 1998 - United Companies (NYSE:UC) today announced the
decision of its Board of Directors that, after a five month analysis completed
by the Company, with the assistance of an internationally recognized independent
management consulting firm, it is desirable to seek a potential strategic
partnership that could improve United Companies' ability to access additional
capital to accelerate its growth.
J. Terrell Brown, United Companies' chairman and chief executive officer, said
the Board appointed a Special Committee to explore this strategic alternative,
and has retained Salomon Smith Barney to assist in the process.
"Given the more competitive landscape and potential to take advantage of
significant opportunities in the marketplace today, United Companies' Board has
concluded it is appropriate at this time to explore a strategic partnership that
could potentially accelerate our ability to deliver even greater shareholder
value, and preliminary investigation supports this," Brown said.
"United Companies is one of the leaders in the sub-prime lending industry,"
Brown said. "We possess a highly productive and one of the largest retail
networks in the home equity lending industry, and have proprietary skills and
experience in underwriting and loan servicing. Our marketing skills, national
distribution system, and market position are outstanding."
Separately, the Company said that it expects to report second quarter net income
of $3 million to $5 million, or between $0.10 and $0.15 per diluted share,
compared to $23.8 million and $0.73 respectively, in the prior year period.
These are preliminary estimates and are subject to change as the Company
completes its quarterly financial results. The Company plans to report its
quarterly financial results on July 29.
"We anticipate that second quarter results will be below analyst expectations
primarily due to approximately $10 million in charges relating to the valuation
of our interest-only strips. While this adjustment is relatively small compared
to the size of our portfolio, like many others in our industry, we are seeing
prepayment rates that are higher than we have historically experienced," Brown
said.
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Brown noted that during the quarter, the Company's loan production and expenses
were in line with expectations, delinquencies were stable and charge-offs were
below first quarter levels.
United Companies Financial Corporation is a specialty finance company that
provides consumer loan products nationwide through its lending subsidiaries. The
Company's Common and Preferred Stock trade on the New York Stock Exchange under
the symbols "UC" and "UCPRI" respectively.
The following is a "Safe Harbor" Statement under the Private Securities
Litigation Reform Act of 1995: The statements contained in this release that are
not historical facts are forward-looking statements based on the Company's
current expectations and beliefs concerning future developments and their
potential effects on the Company. There can be no assurance that future
developments affecting the Company will be those anticipated by the Company.
Actual results may differ from those projected in the forward-looking
statements. These forward-looking statements involve significant risks and
uncertainties (some of which are beyond the control of the Company) and are
subject to change based upon various factors, including but not limited to the
following risks and uncertainties: changes in the asset securitization industry
and in performance of the financial markets, in the demand for and market
acceptance of United Companies' products, and in general economic conditions,
including interest rates; the presence of competitors with greater financial
resources and the impact of competitive products and pricing; the effect of the
Company's policies including the amount and rate of growth of Company expenses;
the continued availability to the Company of adequate funding sources; actual
prepayment rates and credit losses on loans sold as compared to prepayment rates
and credit losses assumed by the Company at the time of sale for purposes of its
gain on sale computations; the effect of changes in market interest rates on the
spread between the coupon rates on loans sold and the rates on securities backed
by such loans issued by the Company in securitization transactions and on the
discount rate assumed by the Company in its gain on sale computations; timing of
loan sales; the quality of the Company's owned and serviced loan portfolio
including levels of delinquencies, customer bankruptcies and charge-offs;
ratings; and various legal, regulatory and litigation risks. The Company
undertakes no obligation to publicly update or revise any forward-looking
statements, whether as the result of new information, future events or
otherwise. For a more detailed discussion of some of the foregoing risks and
uncertainties, see Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations - Investment Considerations in the Company's
Annual Report on Form 10-K for the year ending December 31, 1997, as well as
other Company filings with the Securities and Exchange Commission.
