Conformed
UNITED STATES 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 17, 1998
Beneficial Corporation
(Exact name of registrant as specified in its charter)
Delaware 1-1177 51-0003820
(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
301 North Walnut Street, Wilmington, Delaware 19801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (302)425-2500
No Change
(Former name or former address, if changed since last report)
Item 5. Other Events.
The following is the text of a press release of Beneficial
Corporation, issued on February 17, 1998:
BENEFICIAL CORPORATION (Wilmington, Delaware) - The attached special letter
was sent today to the shareholders of Beneficial Corporation by Finn M.W.
Caspersen, Chairman and Chief Executive Officer, following a meeting of the
Company's Board of Directors.
- Letter Follows -
February 17, 1998
To Our Shareholders:
In October of last year, we announced your management together with their
outside independent advisors had completed a strategic review of
Beneficial's businesses and concluded we could significantly enhance the
return to the Company's shareholders by focusing on those businesses with
the highest potential returns and growth - our core U.S. consumer financial
services businesses, including consumer finance, related credit insurance,
private-label credit card, and tax refund lending, as well as our highly
profitable United Kingdom and Irish operations.
In this connection, we announced we would take several very important steps:
the sale of our Canadian and German consumer finance subsidiaries; the
divestiture of certain real estate holdings in Peapack, New Jersey, and
Tampa, Florida; the repurchase of up to 3.0 million shares of common stock;
and a significant reengineering of our loan office system.
Last week we announced a definitive agreement for the sale of our Canadian
subsidiary, Beneficial Canada Holdings, Inc., to Associates First Capital
Corporation and that we expected a net after tax gain of more than $100
million on the sale in the first quarter. In January, we likewise announced
the signing of an agreement for sale of 580 acres of land in Peapack -
Gladstone and Bedminster, New Jersey. Significant parcels of residential
real estate on Harbour Island, our Tampa, Florida, real estate investment,
have also been sold and we are currently negotiating sales for amounts at or
above book value for all of the remaining residential real estate. The
reengineering project is also well under way and the technological changes
being undertaken are expected to improve overall systems performance
significantly, providing more responsive technology for the loan office
staff, allowing more time to sell new loan products.
................................................................................
With the success of our strategy to date - particularly the agreement
for the sale of our Canadian subsidiary - your Board of Directors today
considered further steps which could be undertaken to enhance value for
you, our shareholders, and authorized your Company's management and our
financial advisors, Goldman Sachs and Merrill Lynch, to evaluate
thoroughly the full range of tactical and strategic alternatives that
would enable us to achieve that objective. These alternatives may
include, among other things, continuing to pursue or modifying the
current strategy, the merger or other business combination or strategic
alliance with another entity, or the sale of the Company. Obviously,
at this point we cannot predict the outcome of the process, nor which,
if any, of the alternatives will be recommended. We can, however,
assure you of a comprehensive effort to identify and pursue the most
meaningful and advantageous course for the Company and all of its
shareholders.
We are proud of what has been achieved at Beneficial over the years and we
are committed to taking whatever actions will deliver to you, our
shareholders, the greatest return on your investment. We will inform you of
important developments promptly.
Sincerely,
Finn M.W. Caspersen
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.
BENEFICIAL CORPORATION
(Registrant)
By /s/ Samuel F. McMillan
Samuel F. McMillan
Senior Vice President
and Treasurer
Dated: February 17, 1998