U.S. 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): February 7, 1996
MONACO FINANCE, INC.
(Exact Name of Registrant as Specified in its Charter)
Colorado
(State or Other Jurisdiction
of Incorporation or Organization)
0-18819 84-1088131
(Commission File Number) (I.R.S. Employer Identification No.)
370 Seventeenth Street, Suite 5060
Denver, Colorado
(Address of Principal Executive Offices)
(303) 592-9411
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS
On February 7, 1997, the Registrant executed a Termination Agreement with
Pacific USA Holdings Corp. ("Pacific") that terminated the previously reported
Securities Purchase Agreement with Pacific dated October 29, 1996 whereby
Pacific had agreed to purchase a total of 3,800,000 shares of the Registrant's
Class A Common Stock. Under the terms of the Termination Agreement, Pacific
received a return of its $500,000 escrow deposit and Pacific's $3.0 million
bridge loan to the Registrant remains in effect in accordance with its terms.
ITEM 7. FINANCIAL STATEMENTS PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
The following documents are filed as exhibits to this Current Report on
Form 8-K.
Exhibit 1 -- Termination Agreement dated as of February 6, 1997 between
the Registrant and Pacific USA Holdings Corp.
Exhibit 2 -- Press Release of the Registrant
<PAGE>
Exhibit 1
TERMINATION AGREEMENT
THIS TERMINATION AGREEMENT is made and entered into as of the 6th day of
February, 1997 between MONACO FINANCE, INC., a Colorado corporation (the
"Company") and PACIFIC USA HOLDINGS CORP, a Texas corporation (the
"Purchaser")
The Company and Purchaser entered into a Securities Purchase Agreement
(the "Agreement") as of the 29th day of October 1996. The Company and
Purchaser agree as follows.
1. Termination of Agreement. The Company and Purchaser hereby terminate
the Agreement pursuant to Section 9(a)(i) of the Agreement. The Company and
Purchaser also terminate the Warrant and the Shareholder Option Agreement.
2. Deposit. The Company and Purchaser shall immediately direct Norwest
Bank Minnesota, N.A. ("Escrow Agent") to deliver the Escrowed Funds (as
defined in the Escrow Agreement dated October 29, 1996, among the Company, the
Purchaser and Escrow Agent), to Purchaser.
3. Bridge Loan. The Bridge Loan shall continue in accordance with its
terms and provisions.
4. Defined Terms. All capitalized terms shall have the meanings set forth
in the Agreement unless otherwise defined herein.
IN WITNESS WHEREOF, each of the Company and Purchaser has caused this
Termination Agreement to be executed by its duly authorized representative.
MONACO FINANCE, INC., a
Colorado Corporation
By: /s/ Morris Ginsburg
---------------------
Name: Morris Ginsburg,
Title: President
PACIFIC USA HOLDINGS CORP., a
Texas Corporation
By: /s/ Bill C. Bradley
-----------------
Name: Bill C. Bradley
Title: CEO
The Undersigned parties join in execution of this Termination Agreement
to evidence the termination of the Shareholder Option Agreement.
/S/ Morris Ginsburg
----------------
Morris Ginsburg
/S/ Irwin L. Sandler
------------------
Irwin L. Sandler
Sandler Partners Family Partners, Ltd.
By: /S/ Irwin L. Sandler
-----------------------
Irwin L. Sandler
Irwin L. Sandler, General Partner
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Exhibit 2
FROM: MONACO FINANCE, INC.
370 17th Street, Suite 5060
Denver, CO 80202
Contact: Irwin L. Sandler, Executive Vice President
Tel. (303) 592-9411
FOR IMMEDIATE RELEASE
February 6, 1997; Denver, Colorado. Monaco Finance, Inc. (Nasdaq NMS:
MONFA) announced today that Monaco and Pacific USA Holdings Corp. had been
unable to agree upon certain proposed modifications to the Securities Purchase
Agreement between Monaco and Pacific USA, and accordingly that the Agreement
would not be submitted for approval by Monaco's shareholders. As a result,
Monaco's special meeting of shareholders scheduled for February 5, 1997 was
adjourned with no action having been taken.
Morris Ginsburg, Chairman of Monaco, stated "While we are disappointed
that the Pacific USA transaction was not consummated, we will continue to seek
strategic alliances which we believe are desirable to maximize today's
opportunities in the secondary finance industry."
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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 thereunto duly authorized.
MONACO FINANCE, INC.
Date: February 10, 1996 By:/s/ Morris Ginsburg
----------------------------
Morris Ginsburg, President
