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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) April 14, 1997
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SEARCH CAPITAL GROUP, INC.
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(Exact name of registrant as specified in charter)
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DELAWARE 0-9539 41-1356819
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(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
700 N. PEARL STREET
SUITE 400
DALLAS, TEXAS 75201-7490
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code (214) 965-6000
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On April 14, 1997, Registrant announced that it had commenced a
private offering to accredited investors of up to $35 million of seven year
subordinated notes with warrants to purchase shares of Registrant's common
stock. Management of Registrant expects that the net proceeds from the sale of
the notes will be used by Registrant to fund growth in its contract receivables
purchases, repay certain existing indebtedness and for other general corporate
purposes. Pending their ultimate application, proceeds may be used to reduce
outstanding balances under Registrant's revolving credit facility. It is
anticipated that the notes will be issued pursuant to an indenture containing
financial covenants, including a covenant that limits payment of cash dividends
on Registrant's 9%/7% convertible preferred stock until certain financial
conditions are satisfied.
The notes and warrants will be offered and sold without registration
pursuant to an exemption from the registration requirements of the Securities
Act of 1933, as amended. This Report shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of the notes and
warrants in any state or other jurisdiction in which such offer, solicitation,
or sale is unlawful prior to registration or qualification under the securities
laws of such state or other jurisdiction.
The press release issued by Registrant with respect to the offering is
filed herewith as Exhibit 99.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(C) EXHIBITS.
Exhibit No. Description
99 Press Release dated April 14, 1997
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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
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Ellis A. Regenbogen
Executive Vice President
Dated: April 16, 1997
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EXHIBIT INDEX
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Exhibit No. Description
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99 Press Release dated April 14, 1997
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Contact: James F. Leary
Vice Chairman, Finance
Search Capital Group, Inc.
(214) 965-6000
FOR IMMEDIATE RELEASE: April 14, 1997
SEARCH CAPITAL ANNOUNCES $35 MILLION SUBORDINATED DEBT OFFERING
Dallas, Texas -- Search Capital Group, Inc. announced today that it has
commenced a private offering to accredited investors of up to $35 million of
seven year senior subordinated notes with warrants to purchase shares of common
stock of Search. Inter-Atlantic Securities Corp. and Wheat First Butcher
Singer are acting as Placement Agents for the offering.
Management expects that the net proceeds from the sale of the notes
will be used by Search to fund growth in its contract receivables purchases,
repay certain existing indebtedness and for other general corporate purposes.
Pending their ultimate application, proceeds may be used to reduce outstanding
balances under Search's revolving credit facility. It is anticipated that the
notes will be issued pursuant to an indenture containing financial covenants,
including a covenant that limits payment of cash dividends on Search's 9%/7%
convertible preferred stock until certain financial conditions are satisfied.
The notes and warrants will be offered and sold without registration
pursuant to an exemption from the registration requirements of the Securities
Act of 1933, as amended. This press release shall not constitute an offer to
sell or a solicitation of an offer to buy, nor shall there be any sale of the
notes and warrants in any state or other jurisdiction in which such offer,
solicitation, or sale is unlawful prior to registration or qualification under
the securities laws of such state or other jurisdiction.
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 its 9%/7% convertible preferred shares are traded on
the NASDAQ National Market under the symbols "SCGI" and "SCGIP", respectively.
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