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):
March 22, 1999
THE FINOVA GROUP INC.
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(Exact Name of Registrant Specified in Charter)
Delaware 1-11011 86-0695381
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(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification No.)
Incorporation)
P.O. Box 2209, Phoenix, Arizona 85002-2209
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(Address of Principal Executive Offices) (Zip Code)
(602) 207-1019
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(Registrant's telephone number)
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
THE MERGER. On March 22, 1999, The FINOVA Group Inc., a Delaware
corporation ("FINOVA") consummated the merger contemplated by the Agreement and
Plan of Merger dated January 6, 1999 (the "Merger Agreement") among FINOVA,
FINOVA Newco Inc., a Delaware corporation ("Newco") and Sirrom Capital
Corporation, a Tennessee corporation ("Sirrom"). In the merger, Newco, a wholly
owned subsidiary of FINOVA, was merged with and into Sirrom. In accordance with
the terms of the Merger Agreement, each issued and outstanding share of Sirrom
common stock converted into 0.1634 share of FINOVA common stock. A copy of the
press release, dated March 22, 1999 issued by FINOVA is attached as Exhibit 99.1
and is incorporated herein by reference.
The shares of FINOVA common stock issued in the merger were registered
under a Registration Statement on Form S-4 (333-73189). FINOVA is the successor
registrant to Sirrom.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Exhibit Number Description
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99.1 Press Release, dated March 22, 1999 issued by
The FINOVA Group Inc.
1
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SIGNATURE
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.
THE FINOVA GROUP INC.
By: /s/ Richard Lieberman
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Richard Lieberman
Title: Vice-Presdient and Associate
General Counsel
Dated: March 31, 1999
2
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release, dated March 22, 1999 issued by
The FINOVA Group Inc.
Exhibit 99.1
Company Press Release
The FINOVA Group Inc. Completes Acquisition of Sirrom Capital Corporation
PHOENIX, March 22/PR Newswire/ -- The FINOVA Group Inc. (NYSE: FNV - news) today
announced that it has consummated its previously announced acquisition of Sirrom
Capital Corporation (NYSE: SIR - news). Sirrom, which will begin operating as
FINOVA Mezzanine Capital, is a specialty finance company headquartered in
Nashville, Tenn. that provides secured loans to small, fast-growing companies in
the U.S. and Canada.
"The addition of Sirrom's capabilities will broaden FINOVA's product offering to
small and midsize businesses, enhancing our ability to provide clients with
'one-stop shopping' for almost all of their capital needs throughout their
entire growth cycle," said FINOVA Chairman & CEO Sam Eichenfiled. "In addition,
FINOVA will now be able to offer merger and acquisition advisory services to its
client base through Sirrom's wholly owned subsidiary, Harris Williams & Co."
David Resha, division manager of FINOVA Mezzanine Capital, added, "With this
transaction now complete, FINOVA significantly enhances its ability to serve its
customers by adding Sirrom's mezzanine and investment banking products; Sirrom
gains a long-term partner that will provide increased access to capital and
expanded opportunities to penetrate its targeted markets."
The FINOVA Group Inc., through its principal operating subsidiary, FINOVA
Capital Corporation, is one of the nation's leading financial services companies
focused on providing a broad range of capital solutions primarily to mid-size
business. FINOVA is headquartered in Phoenix with business development offices
throughout the U.S. and in London, U.K., and Toronto, Canada. FINOVA was
recently named one of FORTUNE's "Best 100 Companies To Work For In America." For
more information, visit the company's website at www.finova.com.
