Form 8-K for FIRST CHESAPEAKE FINANCIAL CORP filed on August 11, 1998
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) July 9, 1998
FIRST CHESAPEAKE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
VIRGINIA 0-21912 54-1624428
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
12 OREGON AVENUE, PHILADELPHIA, PENNSYLVANIA 19148
(Address of principal executive offices)
Registrant's telephone number, including area code (215) 755-5691
(Former name or former address, if changed since last report.) Not applicable
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ITEM 5. OTHER EVENTS
First Chesapeake Announces Junior Debenture Offering
First Chesapeake Financial Corporation (the "Company") today announced the
adoption of a private placement of convertible debt. At the July, 1998 special
meeting of the Board of Directors, the Company ratified a "Confidential Private
Placement Memorandum" offering of up to $2,000,000 of Junior Debentures. The
Debentures bear interest at 12% per annum, and up to 20% of each unit is
convertible to the Company's Common Stock at a rate of $2.00 per share.
To date, subscriptions totaling $550,000 have been received and accepted by the
Company ($200,000 from non-affiliates and $350,000 from members of the Board of
Directors). The offering will remain open until satisfactory subscriptions have
been received for the $2,000,000 maximum aggregate offering amount or the
Company elects to terminate the offering.
According to Mark Glatz, Chief Financial Officer, "this debenture offering
represents the initial step in the recapitalization of the Company,
re-establishment of First Chesapeake as a viable operation, and reiteration of
the Company's commitment to its shareholders."
The Company is a Virginia corporation that formerly engaged in the residential
and commercial mortgage banking business through origination, acquisition and
servicing of mortgage loans and mortgage loan servicing rights.
Statements in the press release concerning the Company's business outlook or
future economic performances, anticipated profitability, revenues, expenses or
other financial items, are forward-looking statements that are estimates
reflecting the best judgment of the Company based on currently available
information. Such forward-looking statements involve known and unknown risks,
uncertainties, contingencies and other factors that could cause results,
performance or achievements to differ materially from those stated. Such risks,
uncertainties, contingencies and other factors, many of which are beyond the
control of the Company, include overall economic and business conditions, trends
for the continued growth of the mortgage and financial services industry, the
realization of anticipated revenues, profitability and cost synergies, the
demand for the Company's products and services, pricing and other competitive
factors in the industry, new government regulations and/or legislative
initiatives, and other risks and uncertainties described in the Company's
reports and filings with the Securities and Exchange Commission. There can be no
such assurance that such factors will not affect the accuracy of such
forward-looking statements, and the Company assumes no obligation to update the
information in this release.
Contact: Richard N. Chakejian, Jr., President
Mark E. Glatz, Chief Financial Officer
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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 hereto duly authorized.
FIRST CHESAPEAKE FINANCIAL CORPORATION
Date: August 11, 1998 By: /s/ Richard N. Chakejian, Jr.
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Richard N. Chakejian, Jr. President
By: /s/ Mark Mendelson
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Mark Mendelson, Chief Executive Officer
By: /s/ Mark E. Glatz
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Mark E. Glatz, Chief Financial Officer
