SEARCH CAPITAL GROUP INC
8-K, 1997-05-05
SHORT-TERM BUSINESS CREDIT INSTITUTIONS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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)      May 1, 1997
                                                --------------------------------


                           SEARCH CAPITAL GROUP, INC.
- --------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)


          DELAWARE                      0-9539                    41-1356819
- ----------------------------    ------------------------     -------------------
(State or other jurisdiction    (Commission File Number)       (I.R.S. Employer 
     of incorporation)                                       Identification No.)


         700 N. PEARL STREET
             SUITE 400
           DALLAS, TEXAS                                       75201-7490
- ----------------------------------------                       ---------- 
(Address of principal executive offices)                       (Zip Code)


Registrant's telephone number, including area code     (214) 965-6000
                                                  ------------------------------


                                 NOT APPLICABLE
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)
<PAGE>   2
ITEM 5.  OTHER EVENTS.

         On May 1, 1997, Registrant announced that it had signed a letter of
intent with an affiliate of Lehman Brothers Holdings Inc. pursuant to which
Lehman would provide a $100 million, two year revolving warehouse line of
credit facility to Search. The letter of intent is subject to certain
conditions, including negotiation and execution of mutually acceptable
definitive facility documents and completion of due diligence.

         As part of its compensation for providing the facility, Lehman will
receive common stock of Registrant and warrants to purchase additional shares
of common stock of Registrant upon the closing of the facility.

         The press release issued by Registrant with respect to the signing of
the letter of intent is filed herewith as Exhibit 99.





                                      -2-
<PAGE>   3
ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

     (c)  EXHIBITS.

   Exhibit No.    Description

      99          Press Release dated May 1, 1997
<PAGE>   4
                                   SIGNATURE


         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.

                                        SEARCH CAPITAL GROUP, INC.



                                        By: /s/ Ellis A. Regenbogen 
                                           -------------------------------
                                            Ellis A. Regenbogen 
                                            Executive Vice President

Dated: May 5, 1997
<PAGE>   5
                                 EXHIBIT INDEX


        Exhibit No.    Description
        -----------    -----------

           99          Press Release dated May 1, 1997






<PAGE>   1





                                         Contact:    James F. Leary 
                                                     Vice Chairman, Finance
                                                     Search Capital Group, Inc.
                                                     (214) 965-6000


FOR IMMEDIATE RELEASE: May 1, 1997

       SEARCH CAPITAL ANNOUNCES $35 MILLION SUBORDINATED DEBT OFFERING
        SEARCH CAPITAL SIGNS LETTER OF INTENT WITH LEHMAN BROTHERS FOR
                    $100 MILLION WAREHOUSE LINE OF CREDIT


DALLAS, Texas -- Search Capital Group, Inc. (NASDAQ: SCGI) announced today that
it has signed a letter of intent with an affiliate of Lehman Brothers Holdings
Inc. pursuant to which Lehman would provide a $100 million, two year revolving
warehouse line of credit facility to Search. The letter of intent is subject to
certain conditions including, among other things, negotiation and execution of
mutually acceptable definitive facility documents and completion of due
diligence.

         George C. Evans, Chairman and CEO of Search, said "This facility with
Lehman will provide diversification in our long-term financing needs to
implement our strategic growth plan."

         As part of its compensation for providing the facility, Lehman will
receive common stock and warrants to purchase additional shares of common stock
upon the closing of the facility.

         Search Capital Group, Inc. is a specialized financial services company
engaged in the purchasing, financing and servicing of non-prime automobile
installment loans. Search also has non-auto consumer finance operations. Search
common shares and 9%/7% convertible preferred shares are traded on the NASDAQ
National Market under the symbols "SCGI" and "SCGIP", respectively.


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