CRW FINANCIAL, INC.
SUPPLEMENT TO PROSPECTUS DATED SEPTEMBER 24, 1996
AND PROSPECTUS SUPPLEMENT DATED DECEMBER 5, 1996
RELATING TO 1,354,628 SHARES OF COMMON STOCK
Dated: February 19, 1997
The Prospectus Supplement dated December 5, 1996 is amended by
deleting the text added thereby to the heading "THE COMPANY" and replacing it
with the following text:
On February 2, 1997, the Company sold all assets of its
accounts receivable management and debt collection division, including its
wholly-owned subsidiaries Kaplan, CRW Texas, Inc. and CRW California, Inc.
(collectively, the "Division"), to NCO Group, Inc. ("NCO") for a purchase price
valued at approximately $12.8 million and consisting of (i) $3,750,000 in cash,
(ii) 345,178 shares of restricted NCO common stock, (iii) warrants to purchase
250,000 additional shares of restricted NCO common stock at an exercise price of
$27.625 per share and (iv) assumption by restricted NCO of certain current
liabilities of the Division. The purchase price for the Division was determined
as a result of arm's length negotiations between the parties.
Subsequent to sale of the Division, the Company has three
principal assets: (i) 6,162,130 shares of TeleSpectrum Worldwide Inc.
("TeleSpectrum") common stock, (ii) 345,178 shares of restricted NCO common
stock and warrants to purchase 250,000 additional shares of restricted NCO
common stock acquired in the foregoing sale, with respect to which the Company
has certain registration rights, and which together represent approximately 8.1%
of the currently outstanding shares of common stock of NCO and (iii) the
Company's wholly-owned subsidiary, Casino Money Centers, Inc. ("CMC").
The Company currently anticipates that CMC may file a
registration statement with the Securities and Exchange Commission at some time
during the second calendar quarter of 1997 in order to permit the Company to
effect a distribution of all CMC shares currently held by the Company to the
Company's shareholders.
The sale of the Division and the planned distribution of CMC
common stock to the Company's shareholders are intended to facilitate the
Company's shareholders valuing their common stock in the Company based on
the value of the Company's TeleSpectrum common stock, the value realized from
the sale of the Division and the value which may be realized from the
distribution of the CMC common stock. There can be no assurance, however, that
the distribution of CMC common stock will occur, or even if it does occur, that
the Company's shareholders could not have realized greater value from their
shares of common stock in the Company if the sale of the Division and the
distribution of CMC common stock had not occurred.
