<PAGE>
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) October 8, 1997
ASSOCIATES FIRST CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 06-0876639
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification Number)
2-44197
(Commission File Number)
250 E. Carpenter Freeway, Irving, Texas 75062-2729
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972) 652-4000
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Item 5. Other Events.
On October 8, 1997, Ford Motor Company ("Ford"), the ultimate parent of
the Registrant, announced its plan to distribute its 279.5 million shares of
common stock of the Registrant to Ford's stockholders, subject to a favorable
ruling from the Internal Revenue Service. A copy of the news release dated
October 8, 1997 issued by Ford and a copy of the news release dated October 8,
1997 issued by Associates First Capital Corporation are attached as Exhibits
20.1 and 20.2, respectively, and incorporated by reference herein.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
20.1 - News Release by Ford Motor Company dated October 8, 1997
20.2 - News Release by Associates First Capital Corporation
dated October 8, 1997
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.
ASSOCIATES FIRST CAPITAL CORPORATION
By: /s/ Timothy M. Hayes
-------------------
Timothy M. Hayes
Assistant Secretary
Date: October 8, 1997
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NEWS
Contact: Mel Stephens Mike Holland Pam Kueber
1-313-323-8220 1-313-323-8221 1-313-322-9600
FORD PLANS TO SPIN OFF ITS 80.7 PERCENT STAKE
IN THE ASSOCIATES TO FORD SHAREHOLDERS
DEARBORN, Mich., Oct. 8, 1997 -- Ford Motor Company [NYSE: F]
plans to spin off its 80.7 percent interest in Associates First
Capital Corporation [NYSE: AFS] to Ford common and Class B
shareholders. The spin-off would be accomplished by Ford
distributing to its shareholders its 279.5 million shares of
common stock of The Associates, presently valued at about $18
billion or about $15 per Ford share.
Ford purchased The Associates in 1989 for $3.35 billion. A 19.3
percent interest in The Associates was sold in an initial public
offering in May 1996.
"Ford's top priority is to continue to improve and grow our
automotive-related businesses. Our automotive operations are
showing substantial improvement in quality, product excellence
and financial performance." Ford Chairman Alex Trotman said.
"The planned spin-off reflects our continuing focus on this top
priority, and our desire to enhance shareholder value.
"The Associates is a premier growth company," Trotman added.
"While the company prospered under Ford's ownership, we believe
The Associates has achieved the market presence and scale to
pursue its growth strategy more effectively as a stand-alone
entity. On its own, The Associates will have greater flexibility
in funding its growth with new equity offerings. In addition, it
will be able to compete more effectively for acquisitions by
offering its stock as consideration.<PAGE>
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"We believe the market value of The Associates is neither fully
nor consistently reflected in Ford's stock price," Trotman said.
"Because the market views Ford as an automotive company, it has
recognized or rewarded us for our diversification in
non-automotive financial services businesses." By spinning off
The Associates, Ford believes that its shareholders will benefit
from direct ownership of the two companies.
As announced separately, the Ford Board of Directors today
elected to maintain Ford's present dividend of 42 cents per share
for the fourth quarter. "We don't plan to change the dividend as
a result of the spin-off," Trotman said. "Future dividends will
depend on the ongoing performance of our automotive-related
businesses."
Ford said the spin-off is subject to receipt of a ruling from the
U.S. Internal Revenue Service that the transaction will be
tax-free to both shareholders and Ford. The ruling process is
expected to take several months. Upon receipt of a favorable
ruling, Ford plans to distribute its 279.5 million share of The
Associates to Ford shareholders in proportion to their ownership
of common and Class B stock. Based on the current number of
outstanding shares, holders of Ford stock would receive one share
of The Associates common stock for about every four shares of
Ford common or Class B stock. The actual distribution ratio will
depend on the number of shares of Ford stock outstanding on the
record date for the spin-off.
Associates First Capital Corporation, based in Dallas, Texas, is
a leading diversified finance company, providing consumer and
commercial finance, leasing, and related services through 2,220
offices in the U.S. and internationally. Total assets managed by
the company at June 30, 1997, were more than $55 billion.
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[LOGO] THE ASSOCIATES
NEWS
Media: Fred Stern Investors: Dianne Douglas
972 652-4042 972 652-7294
[email protected] [email protected]
THE ASSOCIATES CALLS FORD SPIN-OFF PLAN POSITIVE
DALLAS, October 8, 1997 -- Associates First Capital
Corporation (The Associates) today said that Ford Motor Company's
plan to spin off its 80.7% interest in The Associates to Ford
shareholders is a positive development.
"We believe the planned spinoff gives us the opportunity, as
a premier growth company, to pursue our business strategies as a
stand-alone entity," said Keith W. Hughes, chairman and chief
executive officer of The Associates. "We view this as a positive
development because we will be able to fund our growth and pursue
acquisition opportunities with greater flexibility. This is a
natural step for our corporation."
The spinoff involves 279.5 million shares of common stock in
The Associates, currently valued at approximately $17.5 billion.
The spinoff is subject to receipt of a ruling from the Internal
Revenue Service that the transaction would be tax-free to Ford
and its shareholders.
"We have enjoyed our eight-year association with Ford and
have achieved many significant milestones under Ford's ownership.
We are eager to build on these successes, especially our
demonstrated ability to create value for shareholders," Mr.
Hughes continued. "As we continue to grow all our lines of
business around the world we will remain focused on performance,
which will enhance the company's value for shareholders,
customers and employees."
The Associates, founded in 1918, was purchased by Ford in
1989. In May 1996, The Associates completed an initial public
offering of 19.3% of its common stock.
Associates First Capital Corporation (NYSE: AFS), based in
Dallas, is a leading, diversified finance company providing
consumer and commercial finance, leasing and related services
through 2,220 offices in the U.S. and internationally. It had
managed assets of more than $55 billion at June 30, 1997.
