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: December 22, 1995
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(Date of earliest event reported)
FORD HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
33-32641 38-2890269
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(Commission File Number) (IRS Employer Identification No.)
The American Road, Dearborn, Michigan 48121
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
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Item 2. Acquisition or Disposition of Assets
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The boards of directors of Ford Motor Company ("Ford") and Ford Holdings,
Inc. (the "Company") have approved a plan of reorganization of Ford's Financial
Services Group. The purpose of the reorganization is to align more closely
under a single subsidiary legal ownership of the Financial Services affiliates
with management responsibility of such affiliates.
As a part of such reorganization, the Company formed Ford FSG, Inc.
("FFSGI"), as a wholly-owned Delaware corporation and contributed its
interest in Associates First Capital Corporation to FFSGI in exchange for
100% of the common stock of FFSGI and the assumption by FFSGI of certain debt
of the Company.
On December 22, 1995, Ford contributed to FFSGI all of its interest in
Ford Credit Europe plc ("FCE"), a public limited company incorporated under
the laws of England. In 1993, most of the European credit operations of Ford,
which generally had been organized as subsidiaries of the respective
automotive affiliates of Ford throughout Europe, were consolidated into FCE.
FCE's primary business is to support the sale of Ford vehicles in Europe
through the Ford dealer network. Ford's direct interest in FCE consisted of
approximately 78.2% of the outstanding capital stock of FCE.
In exchange for Ford's contribution of its interest in FCE to FFSGI,
Ford received a class of common stock in FFSGI that has controlling voting
power of FFSGI but otherwise is equal to all other common stock of FFSGI as
to the payment of dividends, etc. The percentages of economic interests of
FFSGI held by Ford and the Company are based on the relative values of the
entities contributed to FFSGI by Ford and the Company.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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EXHIBITS
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Designation Description Method of Filing
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Exhibit 99.1 Financial Statements and To be Filed by
Pro Forma Financial Amendment*
Information
* It is impracticable to file the financial statements and pro forma financial
information at the time this Current Report on Form 8-K is being filed. The
financial statements and pro forma financial information will be filed not
later than 60 days after the date on which this Current Report on Form 8-K is
being filed.
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SIGNATURE
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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 on the date indicated.
FORD HOLDINGS, INC.
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(Registrant)
Date: January 8, 1996 By:/s/Peter Sherry, Jr.
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Peter Sherry, Jr.
Assistant Secretary
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EXHIBIT INDEX
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DESIGNATION DESCRIPTION PAGE
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Exhibit 99.1 Financial Statements and To be Filed by
Pro Forma Financial Amendment
Information
