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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
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 23, 1998
FIRST CENTRAL FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in Charter)
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<S> <C> <C>
NEW YORK 1-9138 11-2648222
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer Identification Number)
Incorporation)
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266 MERRICK ROAD
LYNBROOK, NEW YORK 11563
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (516) 593-7070
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ITEM 5. OTHER EVENTS
Pursuant to Paragraph F of the General Instructions to Form 8-K, the
Company hereby incorporates by reference herein the press release issued by the
Company on January 23, 1998, which is attached hereto as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(C) EXHIBITS
Exhibit Description
99 Press release, dated January 23, 1998
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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.
FIRST CENTRAL FINANCIAL CORPORATION
January 23, 1998 By: /s/ Andrew W. Attivissimo
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Andrew W. Attivissimo
President
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INDEX TO EXHIBITS
Exhibit Description
99 Press release, dated January 23, 1998
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EXHIBIT 99
PRESS RELEASE
FIRST CENTRAL FINANCIAL CORPORATION
FOR RELEASE: January 23, 1998
CONTACT: Andrew W. Attivissimo, President
First Central Financial Corporation
266 Merrick Road
Lynbrook, NY 11563
Lynbrook, New York, January 23, 1998 - First Central Financial
Corporation announced today that the Board of Directors of its primary
subsidiary, First Central Insurance Company, has agreed to consent to an order
of rehabilitation under the provisions of the Insurance Law of the State of New
York.
As previously disclosed, the company with which First Central Financial
Corporation had been negotiating for the sale of its two operating subsidiaries,
First Central Insurance Company and Mercury Adjustment Bureau, Inc., had
indicated that it was not prepared to proceed with the transaction on the terms
previously reported. Such company has indicated, however, that if an order of
rehabilitation is entered, it may be prepared to purchase First Central
Insurance Company's expirations, rights to renew specified business and
associated systems and in connection therewith to reinsure the Company with
cut-throughs. Such a transaction would maintain the business of First Central
Insurance Company in a new and viable domestic insurer and continue the
employment of many of the Insurance Company's employees. The proposed purchaser
has indicated that the transaction is feasible only if it can be accomplished
quickly. Accordingly, First Central Insurance Company will be requesting the
Insurance Department to obtain an order of rehabilitation at the earliest
possible time and otherwise to act as quickly as reasonably possible in order to
facilitate the proposed transaction.
As a result of the rehabilitation proceedings, it is unlikely that
First Central will realize any value for First Central Insurance Company in the
foreseeable future and accordingly, no significant sums will be available to
holders of First Central's 9% Convertible Subordinated Debentures due 2000 or to
First Central's shareholders. First Central Financial Corporation is considering
various options, including a filing under the United States Bankruptcy Code.
Except for historical information, this news release contains forward-looking
statements which involve unknown risks and uncertainties that may cause First
Central's actual results or outcomes to be materially different from those
anticipated and discussed herein. Important factors that might cause such
differences are discussed in First Central's filings with the Securities and
Exchange Commission.
