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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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AMENDMENT NO. 1
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. 1 amends and supplements the Issuer Tender Offer
Statement on Schedule 13E-4 (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 9. MATERIAL TO BE FILED AS EXHIBITS.
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<S> <C>
(a)(11) Form of first Press Release issued by the Company dated
December 18, 1996.
(a)(12) Form of second Press Release issued by the Company dated
December 18, 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 18, 1996
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
ITEM DESCRIPTION
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<S> <C>
(a)(11) Form of first Press Release issued by the Company dated
December 18, 1996.
(a)(12) Form of second Press Release issued by the Company dated
December 18, 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 PRELIMINARY RESULTS OF "DUTCH AUCTION" SELF-TENDER OFFER
********************************************************************************
(Fort Worth, Texas - December 18, 1996) Cash America International, Inc. (NYSE:
PWN) today announced the preliminary results of its "Dutch Auction" self-tender
offer, which expired Tuesday, December 17 at 12:00 midnight, New York City
time. The preliminary count by ChaseMellon Shareholder Services, L.L.C., the
Depositary for the offer, indicated that 6,362,041 shares of Common Stock
were tendered and not withdrawn at prices of $8.50 per share or lower. The
Company expects to purchase 4,500,000 shares tendered at such price, or
approximately 70.7% of the shares tendered at the $8.50 price.
The determination of the actual number of shares to be purchased, the final
proration factor and the purchase price are subject to final confirmation and
the proper delivery of all shares tendered and not withdrawn, including shares
tendered pursuant to the guaranteed delivery procedure. Payment for shares
accepted for payment and return of all shares tendered but not accepted for
payment will occur as soon as practicable after determination of the final
proration factor and number of shares properly tendered.
Prior to the tender offer, the Company had 28,759,454 shares of Common Stock
outstanding. Following the purchase of shares tendered in the offer, the
Company will have approximately 24,259,454 shares of Common Stock outstanding.
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 world-wide as of December 18, 1996,
with 336 locations in the United States, 37 in the United Kingdom and 11 in
Sweden.
***
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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 CLARIFICATION OF PRELIMINARY RESULTS OF
"DUTCH AUCTION"
SELF-TENDER OFFER
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(Fort Worth, Texas - December 18, 1996) Cash America International, Inc. (NYSE:
PWN) earlier today announced the preliminary results of its "Dutch Auction"
self-tender offer, which expired Tuesday, December 17 at 12:00 midnight, New
York City time. The preliminary count by ChaseMellon Shareholder Services,
L.L.C., the Depositary for the offer, indicated that 6,362,041 shares of Common
Stock were tendered and not withdrawn at prices of $8.50 per share or lower.
Based on further information from the Depositary, this amount did not include
550,301 shares tendered by notice of guaranteed delivery. Shareholders who
tendered shares in this manner must deliver all required documentation to the
Depositary for its receipt no later than 5:00 p.m., New York City time, on
December 20, 1996 in order to effect a valid tender of shares. If all shares
tendered by notice of guaranteed delivery are validly tendered, this would
total approximately 6,912,342 shares tendered. As stated before, the Company
expects to purchase 4,500,000 shares tendered at the $8.50 price, which
represents approximately 65.1% of the total number of shares tendered.
***
