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) July 12, 1999
Motor Club of America
(Exact name of registrant as specified in its charter)
New Jersey 0-671 22-0747730
(State or other jurisdiction (Commission (IRS Employer
of incorporation or organization) File Number) Identification No.)
95 Route 17 South
Paramus, NJ 07653-0931
(Address of principal executive offices)
Registrant's telephone number, including area code: (201) 291-2000
(Former name or former address, if changed since last report)
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Item 5 - Other Events
On July 12, 1999, the shareholders of the Issuer voted to approve the
proposed acquisition of North East Insurance Company ("NEIC") of Scarborough,
Maine, and an alternative plan of financing the acquisition whereby the Issuer
will be able to raise up to $10 million in convertible subordinated debentures.
The Issuer was also informed by NEIC that NEIC's special shareholders'
meeting had been adjourned to July 20, 1999, because a sufficient number of
proxies to constitute a quorum had not been received. The Issuer announced its
willingness to extend until July 23, 1999 the date by which the acquisition must
be consummated, beyond which date either party may terminate the Merger
Agreement. At least 75% of the NEIC shares must approve the proposed acquisition
for it to occur.
Item 7 - Financial statements, pro forma financial information and exhibits.
(c) Exhibits.
Exhibit No. Description
99 Press release dated July 12, 1999.
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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, thereto duly authorized.
Dated: July 14, 1999
MOTOR CLUB OF AMERICA
By /s/ Patrick J. Haveron __________
Patrick J. Haveron
Executive Vice President and Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
99 Press release dated July 12, 1999.
Exhibit No. 99
Press release dated July 12, 1999
MOTOR CLUB OF AMERICA ANNOUNCES
SHAREHOLDERS APPROVE NORTH EAST ACQUISITION;
NORTH EAST SHAREHOLDERS MEETING ADJOURNED WITHOUT VOTE
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Paramus, NJ, July 12, 1999 - Motor Club of America (NASDAQ : MOTR)
("Company") announced today that its shareholders had approved the acquisition
of North East Insurance Company (NASDAQ : NEIC) ("North East") and an
alternative plan of financing the acquisition which would enable the Company to
raise up to $10 million in convertible subordinated debentures.
The Company reported that it had been informed by North East that its
special shareholders' meeting had been adjourned, as sufficient number of
proxies to constitute a quorum had not been received. The Company also reported
that North East has adjourned its special meeting until July 20, 1999. The
Company has indicated its willingness to extend until July 23, 1999 the date by
which the acquisition must be consummated, beyond which date either party may
terminate the Merger Agreement. It is a condition of the Merger that at least
75% of the North East shares must approve the same.
Motor Club of America is a property and casualty insurance holding company.
Motor Club of America Insurance Company writes personal automobile insurance.
Preserver Insurance Company writes small commercial and homeowners insurance.
Both companies are separately rated B+ (Very Good) by A.M. Best Company.
