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 reported) December 22, 1998
Mercury Finance Company
(Exact name of registrant as specified in charter)
Delaware 1-10176 36-3627010
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(State of other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
100 Field Drive, Lake Forest, Illinois 60045
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 295-8600
N/A
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(Former name or former address, if changed since last report)
Item 5. Other Events.
On December 22, 1998, the Registrant issued two press releases, copies of
which are attached hereto as Exhibits 99.1 and 99.2 to this Form 8-K and
incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description of Document
99.1 Press release dated December 22, 1998 issued by the
Registrant.
99.2 Press release dated December 22, 1998 issued by the
Registrant.
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.
Mercury Finance Company
Date: December 29, 1998 By: /s/ William A. Brandt, Jr.
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Its: President and C.E.O.
EXHIBIT 99.1
TO BUSINESS EDITOR:
Mercury Finance Announces Amended Reorganization Plan
CHICAGO, Dec. 22 /PRNewswire/ -- Mercury Finance Company (OTC
Bulletin Board: MFNNQ) today announced that the Company and the
committees representing the creditors, the class action security
claimants, and the shareholders in its chapter 11 case have reached an
agreement to amend the reorganization plan earlier filed with the court.
It is expected that the amended plan will be presented to the court in
an amended disclosure statement on December 28, 1998. Assuming court
approval of the amended statement, the reorganization plan is expected
to be ready for court confirmation hearings in February, 1999.
"We are pleased that the parties have reached this amended
agreement so that the necessary financial restructuring process can move
forward," said William A. Brandt, Jr., president and chief executive
officer of Mercury. "The amended disclosure statement and the plan of
reorganization, if approved by the court, will relieve the Company of
the burdens of its present debt structure and will allow current
shareholders to get some limited recovery on their investment. A
successful restructuring will also provide the Company with a sound
financial platform from which to operate the business and seek to return
to profitability."
Under the new agreement, senior lenders would receive 95 percent of
the equity of the reorganized company and notes equal to 75 percent of
the amounts owed to them. Shareholders would receive five percent of
the equity and warrants to purchase additional stock at certain
specified prices. Securities claimants would receive cash and the
rights from certain litigation claims against third parties made by the
Company.
Mercury has continued its business operations throughout the
chapter 11 case. The Company continues to do business from its branch
offices nationally and to pay all trade obligations and dealer contracts
in the ordinary course without interruption.
Summary of Terms
Subject to the approval by the bankruptcy court, the main
provisions of the amended disclosure statement and the plan of
reorganization include the following terms:
-- The Company's senior lenders receive 95 percent of the initial
equity in the reorganized company and new secured notes equal
to 75 percent of the face value of their claims.
-- The current shareholders receive five percent of the shares of
the new common stock and warrants to purchase an additional
17.4 percent of the stock. The exercise prices of the
warrants, valid for three, four and five years, are expected
to be significantly in excess of the initial market price of
the new stock.
-- The class action securities claimants receive $5 million in
cash and the right to certain litigation claims against third
parties made by the Company.
This general summary of terms is not meant to be complete. The
full text of the Amended Disclosure Statement and Plan of Reorganization
will be filed with the U.S. Bankruptcy Court for the Northern District
of Illinois.
"SAFE HARBOR" Statement Under the Securities Litigation Reform
Act of 1995: This news release contains certain forward-looking
statements pertaining to the outcome of the Company's agreement
with certain lenders and other interested parties, the outcome of a
chapter 11 case filed in the bankruptcy court, future operations
and other matters. These statements are subject to uncertainties
and other factors. Should one or more of these uncertainties or
other factors materialize, or should underlying assumptions prove
incorrect, actual events or results may vary materially from those
anticipated. Such uncertainties and other factors include the
outcome of negotiations with the company's lenders and other
interested parties with respect to the plan of reorganization and
other documents related thereto, approval by the Bankruptcy Court,
objections of third parties, as well as the company's ability to
acquire finance receivables on terms it deems acceptable, changes
in the quality of finances receivables, trends in the automobile
and finance industries, and general economic conditions. The
company undertakes no obligation to update any such factor or to
publicly announce the results of any revisions to any forward-
looking statements contained herein to reflect future events or
developments.
SOURCE: Mercury Finance Company12/22/98
CONTACT: Jim Fitzpatrick of The Dilenschneider Group, 312-553-
0700, for Mercury Finance Company (MFNNQ)
EXHIBIT 99.2
TO BUSINESS EDITOR:
Mercury Finance Issues Clarification of Earlier Announcement
CHICAGO, Dec. 22/PRNewswire/ -- Mercury Finance Company (OTC
Bulletin Board: MFNNQ) issued the following clarification of its
announcement released earlier today under the headline, "Mercury
Finance Announces Amended Reorganization Plan." Within the section
of the earlier release that was entitled "Summary of Terms," the
first item is amended and clarified by the addition of the words
within single quotes:
"- - The Company's senior lenders receive 95 percent of the
initial equity in the reorganized company, 'a certain amount of
surplus available cash,' and new secured notes equal to 75 percent
of the face value of their claims 'after the payment of the
available cash.'"
SOURCE Mercury Finance Company 12/22/98
CONTACT: Jim Fitzpatrick of The Dilenschneider Group, 312-
553-0700, for Mercury Finance Company (MFNNQ)
