UNITED STATES
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 19, 2000
CityFed Financial Corp.
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(Exact name of registrant as specified in its charter)
Delaware 0-13311 22-2527684
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
PO Box 3126, Nantucket, MA 02584
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(Address of principal executive offices) (Zip Code)
(508) 228-2366
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report.)
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There is no Exhibit Index in this document.
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ITEM 5. OTHER EVENTS
On May 19, 2000, CityFed Financial Corp. ("CityFed") finalized, with the Office
of Thrift Supervision ("OTS") and the Federal Deposit Insurance Corporation
("FDIC"), the settlement ("Settlement") described in its Form 10-QSB for the
three months ended March 31, 2000 ("Form 10-QSB") under Note 4 to the Notes to
the Financial Statements for the Three Months Ended March 31, 2000 ("Note 4")
under the caption "IN THE MATTER OF CITYFED FINANCIAL CORPORATION, OTS Order No.
AP 94-26 (June 2, 1994)."
The terms of the Settlement include the following:
o CityFed paid to the FDIC, as receiver for City Federal, $3,169,115,
o CityFed assigned to the FDIC all of CityFed's interest in its goodwill claim,
o CityFed conveyed to the FDIC its ownership interest in City Federal and gave
up any claims against its receivership estate;
o The OTS dismissed with prejudice the OTS Action (as such term is defined in
the Form 10-QSB), and the OTS and the FDIC gave full and complete releases to
CityFed and the Individual Respondents (as such term is defined in the Form
10-QSB);
o CityFed and the Individual Respondents gave full and complete releases to the
OTS and the FDIC; and
o The OTS dissolved the Temporary Order (as such term is defined in the Form
10-QSB) and authorized First Union National Bank to release, and First Union
National Bank did release, to CityFed all of its assets remaining in the
escrow account following payment of the settlement proceeds.
For a complete description of the issues that led to the Settlement, see the
Form 10-QSB under Note 4 under the caption "IN THE MATTER OF CITYFED FINANCIAL
CORPORATION, OTS Order No. AP 94-26 (June 2, 1994)."
Following the Settlement, CityFed intends to undergo reorganization, perhaps
involving a bankruptcy proceeding. However, under the terms of the Settlement,
the Settlement may be declared null and void if bankruptcy proceedings are
instituted by or against CityFed within 96 days from the Settlement's effective
date of May 19, 2000. If the Settlement becomes null and void, the OTS and the
FDIC have the right to reinstate all claims against CityFed and the Individual
Respondents and could seek to litigate those claims in the bankruptcy court or
elsewhere. Claims based on commitments to maintain the capital of federally
insured depository institutions are afforded a priority over other unsecured
claims in a bankrupt corporation's estate to the extent provided in 11 U.S.C.
Section 507(a).
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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.
CITYFED FINANCIAL CORP.
By: /s/ John W. Atherton, Jr.
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John W. Atherton, Jr.
President, Chief Executive Officer
and Treasurer (Principal Executive
and Financial Officer)
Date: May 23, 2000
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