<PAGE> 1
As filed with the Securities and Exchange Commission on January 31, 2000
Registration No. 333-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
-----------------------
Cash America International, Inc.
(Exact name of registrant as specified in its charter)
Texas 75-2018239
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1600 West 7th Street
Fort Worth, Texas 76102
(Address of Principal Executive Offices) (Zip Code)
CASH AMERICA INTERNATIONAL, INC. 1994 LONG-TERM INCENTIVE PLAN
(Full Title of the Plan)
Hugh A. Simpson
Executive Vice President, General Counsel & Secretary
Cash America International, Inc.
1600 West 7th Street
Fort Worth, Texas 76102
(Name and Address of Agent for Service)
(817) 335-1100
(Telephone Number, Including Area Code, of Agent for Service)
<PAGE> 2
<TABLE>
<CAPTION>
- -------------------------- -------------------- ---------------------- ---------------------- ----------------------
Proposed
Title of Proposed Maximum Maximum Amount of
Securities Amount To Be Offering Price Aggregate Registration
To Be Registered Registered Per Share (1) Offering Fee(1)
- -------------------------- -------------------- ---------------------- ---------------------- ----------------------
<S> <C> <C> <C> <C>
Common Stock, 1,200,000 $10.15625 $12,187,500 $3,217.50
$.10 par value
- -------------------------- -------------------- ---------------------- ---------------------- ----------------------
</TABLE>
(1) Pursuant to Rule 457(c), offering price and registration fee are computed on
the average of the high and low prices of the Registrant's Common Stock, as
reported on the New York Stock Exchange on January 26, 2000.
This Registration Statement registers additional securities to be issued
under the Cash America International, Inc. 1994 Long-Term Incentive Plan. The
contents of the earlier registration statement, No. 33-59733, are incorporated
herein by reference.
The following exhibits are filed as part of this Registration Statement:
Exhibit Description
------- -----------
23.1 Consent of PricewaterhouseCoopers LLP.
24.1 Power of Attorney (included on signature page of
Registration Statement).
EXPERTS
The financial statements incorporated in this Registration Statement on
Form S-8 by reference to the Annual Report on Form 10-K for the year ended
December 31, 1998 have been so incorporated in reliance on the report of
PricewaterhouseCoopers LLP, independent accountants, given on the authority of
said firm as experts in auditing and accounting.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Fort Worth, State of Texas, on January 26, 2000.
CASH AMERICA INTERNATIONAL, INC.
By /s/ DANIEL R. FEEHAN
--------------------
Daniel R. Feehan,
President and Chief Operating Officer
POWER OF ATTORNEY
We, the undersigned directors and officers of CASH AMERICA
INTERNATIONAL, INC., hereby appoint DANIEL R. FEEHAN and HUGH A. SIMPSON, or
either of them, our true and lawful attorneys and agents, to do any and all acts
and things in our name and on our behalf in our capacities indicated below,
which said attorneys and agents, or each of them, may deem necessary or
advisable to enable said corporation to comply with the Securities Act of 1933,
as amended, and any rules, regulations and requirements of the Securities and
Exchange Commission, in connection with this Registration Statement, including,
without limitation, power and authority to sign for us, or any of us, in our
names in the capacities indicated below, any and all amendments (including
post-effective amendments) hereto, and we hereby ratify and confirm all that
said attorneys and agents, or each of them shall do or cause to be done by
virtue hereof. Pursuant to the requirements of the Securities Act of 1933, as
amended, this registration statement has been signed by the following persons on
the 26th day of January, 2000, in the capacities indicated.
<TABLE>
<CAPTION>
Signature Title or Capacity
--------- -----------------
<S> <C>
/s/ JACK R. DAUGHERTY Chairman of the Board and Chief
---------------------- Executive Officer
Jack R. Daugherty
/s/ DANIEL R. FEEHAN President, Chief Operating Officer
---------------------- and Director
Daniel R. Feehan
/s/ A.R. DIKE Director
- -----------------------
A.R. Dike
</TABLE>
<PAGE> 4
<TABLE>
<S> <C>
/s/ JAMES H. GRAVES Director
- ---------------------------
James H. Graves
/s/ B.D. HUNTER Director
- ---------------------------
B.D. Hunter
/s/ TIMOTHY J. MCKIBBEN Director
- ---------------------------
Timothy J. McKibben
/s/ ALFRED M. MICALLEF Director
- ---------------------------
Alfred M. Micallef
/s/ CLIFTON H. MORRIS, JR. Director
- ---------------------------
Clifton H. Morris, Jr.
/s/ CARL P. MOTHERAL Director
- ---------------------------
Carl P. Motheral
/s/ SAMUEL W. RIZZO Director
- ---------------------------
Samuel W. Rizzo
/s/ ROSALIN ROGERS Director
- ---------------------------
Rosalin Rogers
</TABLE>
<PAGE> 5
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
- ------- -----------
<S> <C>
23.1 Consent of PricewaterhouseCoopers LLP.
24.1 Power of Attorney (included on signature page of Registration
Statement).
</TABLE>
<PAGE> 1
EXHIBIT 23.1
CONSENT OF INDEPENDENT AUDITORS
We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of our report dated January 26, 1999 relating to the
financial statements, which appears in the 1998 Annual Report to Shareholders of
Cash America International, Inc., which is incorporated by reference in Cash
America International, Inc.'s Annual Report on Form 10-K for the year ended
December 31, 1998. We also consent to the incorporation by reference of our
report dated January 26, 1999 relating to the financial statement schedule,
which appears in the Annual Report on Form 10-K. We also consent to the
reference to us under the heading "Experts" in such Registration Statement.
/s/ PRICEWATERHOUSECOOPERS LLP
Fort Worth, Texas
January 31, 2000
