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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): December 29, 1999
UNITED COMPANIES FINANCIAL CORPORATION
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(Exact name as specified in its charter)
Louisiana 1-7067 71-0430414
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4041 Essen Lane, Baton Rouge Louisiana 70809
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(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code (225) 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 December 29, 1999 - United Companies Signs Letter
Agreement with EMC Mortgage Corporation for the Sale of its Whole Loan
Portfolio, Residual Interests and Servicing Operation
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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: January 3, 2000 By: /s/ LAWRENCE J. RAMAEKERS
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Lawrence J. Ramaekers
Chief Executive Officer
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INDEX TO EXHIBITS
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EXHIBIT SEQUENTIALLY
NO. EXHIBIT NUMBERED PAGE
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99 Press Release dated December 29, 1999 - United Companies Signs
Letter Agreement with EMC Mortgage Corporation for the Sale of its
Whole Loan Portfolio, Residual Interests and Servicing Operation
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EXHIBIT 99
UNITED COMPANIES FINANCIAL CORPORATION
(UNITED COMPANIES LOGO)
FOR MORE INFORMATION, CONTACT:
Lawrence J. Ramaekers
Chief Executive Officer
(225) 987-2760
RELEASE DATE: DECEMBER 29, 1999
UNITED COMPANIES SIGNS LETTER AGREEMENT WITH EMC
MORTGAGE CORPORATION FOR THE SALE OF ITS WHOLE LOAN
PORTFOLIO, RESIDUAL INTERESTS AND SERVICING OPERATION
BATON ROUGE, LA - December 29, 1999 - United Companies Financial
Corporation (OTC: UCFNQ), which has been operating in chapter 11
reorganization since March 1, 1999, announced that today it signed a
letter agreement for the sale of substantially all of the assets related
to its mortgage servicing, whole loan portfolio and residual interests to
EMC Mortgage Corporation, a wholly-owned subsidiary of The Bear Stearns
Companies, Inc., for an aggregate purchase price of approximately $895
million subject to adjustments. Cash on hand and certain other assets are
not included in the sale. The transaction is subject to the negotiation
and execution of definitive documentation, which is expected to be
completed in January 2000. The sale is further subject to the approval of
the United States Bankruptcy Court and the submission of higher or better
offers pursuant to bidding procedures to be established by the Bankruptcy
Court, as well as the satisfaction of certain other conditions. The letter
agreement also provides that United Companies may bifurcate the proposed
transaction and sell its whole loan portfolio to another bidder or
accelerate the sale of the whole loan portfolio to EMC.
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On June 1, 1999, United Companies sold its loan origination platform to
Aegis Mortgage Corporation. Since that time, United Companies has continued to
service a multi-billion dollar portfolio of home equity and manufactured
housing loans while developing strategies to address its financial
difficulties.
"The EMC transaction will allow the Company to move closer to completing
its reorganization efforts. We believe that this transaction, and the
Bankruptcy Court approval process, will maximize the value of United
Companies," said Lawrence J. Ramaekers, Chief Executive Officer of United
Companies.
United Companies is a specialty finance company that services
non-traditional consumer loan products.
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: the developments in and outcome of the
Company's Chapter 11 reorganization proceedings; the ability to access loan
facilities in amounts necessary to fund the Company's operations; the
successful disposition of its existing loan portfolio and repossessed real
estate properties; the ability of the Company to successfully restructure its
balance sheet; the ability of the Company to retain an adequate number and mix
of its employees; the effect of the Company's policies including the amount of
Company expenses; 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 quality of the
Company's owned and serviced loan portfolio including levels of delinquencies,
customer bankruptcies and charge-offs; adverse economic conditions;
competition; various legal, regulatory and litigation risks and other risks
detailed from time to time in the Company's Securities and Exchange Commission
filings. 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.
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