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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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AMENDMENT NO. 2
(FINAL AMENDMENT)
to
SCHEDULE 13E-4
Issuer Tender Offer Statement
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
CASH AMERICA INTERNATIONAL, INC.
(Name of issuer)
CASH AMERICA INTERNATIONAL, INC.
(Name of person(s) filing statement)
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Common Stock, par value $0.10 per share
(Title of class of securities)
14754D 10 0
(CUSIP number of class of securities)
Hugh A. Simpson
Vice President - General Counsel and Secretary
Cash America International, Inc.
1600 West Seventh Street
Fort Worth, Texas 76102
(817) 335-1100
(Name, address and telephone number of person authorized to receive notices and
communications on behalf of the person(s) filing statement)
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COPY TO:
L. Steven Leshin
Jenkens & Gilchrist, a Professional Corporation
Suite 3200
1445 Ross Avenue
Dallas, Texas 75202
(214) 855-4500
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November 18, 1996
(Date tender offer first published, sent or given to security holders)
CALCULATION OF FILING FEE
TRANSACTION VALUATION* AMOUNT OF FILING FEE
$38,250,000 $7,650
* Calculated solely for purposes of determining the filing fee, based
upon the purchase of 4,500,000 shares at the maximum tender offer price
per share of $8.50.
[ ] Check box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.
Amount Previously Paid: N/A Filing Party: N/A
Form or Registration No.: N/A Date Filed: N/A
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This Amendment No. 2 amends and supplements the Issuer Tender Offer
Statement on Schedule 13E-4 dated November 18, 1996, as amended by Amendment
No. 1 dated December 18, 1996 (the "Statement"), relating to the tender offer by
Cash America International, Inc., a Texas corporation (the "Company"), to
purchase up to 4,500,000 shares of its common stock, par value $0.10 per share
(the "Shares"), at prices, net to the seller in cash, not greater than $8.50
nor less than $7.00 per Share, upon the terms and subject to the conditions set
forth in the Offer to Purchase, dated November 18, 1996 (the "Offer to
Purchase") and the related Letter of Transmittal (which, as they may be amended
from time to time, are herein collectively referred to as the "Offer"). Copies
of the Offer to Purchase and Letter of Transmittal are filed as Exhibits (a)(1)
and (a)(2), respectively, to the Statement.
ITEM 8. ADDITIONAL INFORMATION.
Item 8(e) is hereby supplemented and amended as follows:
On December 27, 1996, the Company issued a press release announcing
the final results of the Offer, which expired at 12:00 midnight, New York City
time, on Tuesday, December 17, 1996, and pursuant to which the Company accepted
for payment 4,500,000 Shares at a price of $8.50 per Share. The final proration
factor for the Offer is 64.96 percent. The Shares purchased pursuant to the
Offer represent approximately 15.6% of the 28,759,454 Shares outstanding
immediately prior to the Offer. The press release is attached hereto as Exhibit
(a)(13) and is incorporated herein by reference.
ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
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<S> <C>
(a)(13) Form of Press Release issued by the Company dated
December 27, 1996.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
CASH AMERICA INTERNATIONAL, INC.
By: /s/ Hugh A. Simpson
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Name: Hugh A. Simpson
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Title: Vice President - General Counsel
and Secretary
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Dated: December 27, 1996
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INDEX TO EXHIBITS
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<CAPTION>
ITEM DESCRIPTION
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<S> <C>
(a)(13) Form of Press Release issued by the Company dated
December 27, 1996.
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CONTACT: DANIEL R. FEEHAN FOR IMMEDIATE RELEASE
- ------- THOMAS A. BESSANT, JR. ---------------------
(817) 335-1100
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CASH AMERICA ANNOUNCES FINAL RESULTS OF "DUTCH AUCTION" SELF-TENDER OFFER
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(Fort Worth, Texas - December 27, 1996) Cash America International, Inc. (NYSE:
PWN) today announced the final results of its "Dutch Auction" self-tender
offer, which expired Tuesday, December 17, 1996 at 12:00 midnight, New York City
time.
The Company stated that 6,927,017 shares of Common Stock were tendered
at prices up to $8.50 per share. The Company purchased 4,500,000 shares of its
Common Stock at $8.50 per share. The final proration factor for the tender offer
is 64.96 percent. The depositary for the tender offer will issue payment
promptly for the shares that have been purchased.
Cash America International, Inc. is the market leader in the specialty finance
segment of secured, non-recourse loans to individuals, commonly known as pawn
loans. The Company operates 384 pawnshops in three countries.
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