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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 8, 1997.
NORWEST FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Iowa 2-80466 42-1186565
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation)
206 Eighth Street, Des Moines, Iowa 50309
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code(515) 243-2131
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Item 5. Other Events.
On June 23, 1997, Norwest Corporation ("Norwest"), the
indirect parent company of Norwest Financial, Inc. (the
"Company") entered into a definitive purchase agreement with
BankBoston Corporation ("BankBoston") for Norwest to acquire
Fidelity Acceptance Corporation ("Fidelity"), BankBoston's sub-
prime automobile finance subsidiary. Norwest and the Company
contemplate that the Company will acquire Fidelity, directly
or indirectly, and thereafter own and operate Fidelity and
its subsidiaries.
As of May 31, 1997, Fidelity and its subsidiaries
operated 150 branch offices in 31 states and Guam; as of
that date Fidelity and its subsidiaries had approximately
$1.12 billion of net finance receivables outstanding.
The principal business of Fidelity and its subsidiaries
is making direct loans secured by automobiles and purchasing
sales finance contracts directly from automobile dealers.
Fidelity and its subsidiaries also offer credit life and
disability insurance to borrowers; some of these policies of
insurance are reinsured by Fidelity's life insurance
subsidiary.
This transaction is subject, among other things, to the
satisfaction of applicable governmental requirements.
The cash purchase price for Fidelity includes a $70
million premium in excess of the adjusted consolidated
stockholder's equity of Fidelity and its subsidiaries at
closing; the total purchase price is estimated to be
approximately $339 million. In addition, intercompany
borrowings of Fidelity and its subsidiaries, which totaled
approximately $744 million at May 31, 1997, will be repaid
at closing.
Funds necessary for this purchase and ongoing operation
of Fidelity and its subsidiaries would be obtained from the
incurrence of additional indebtedness by the Company (both
short-term and long-term), as well as from internally
generated funds and additional equity funds provided by
Norwest, the respective amounts of which cannot now be
determined. No indebtedness for borrowed money will be
assumed by the Company or any of its subsidiaries in this
transaction, except that $80,000,000 of 6.67% Senior Notes
due October 15, 1997 issued by Fidelity may remain
outstanding in the event the acquisition is consummated
prior to the maturity of such notes.
The foregoing information relating to Fidelity and its
subsidiaries and their respective business activities is
based on information furnished to the Company by Fidelity
and its affiliates. Although the Company does not have any
knowledge that would indicate that any information or data
contained herein which is based on such information is
untrue, the Company does not take responsibility for the
accuracy of such information.
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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 thereunto duly
authorized.
NORWEST FINANCIAL, INC.
By: /s/ Dennis E. Young
Dennis E. Young
Senior Vice President, Chief Financial
Officer and Treasurer
