-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N7vXMMrwfVYwepZGIjFk3NIyjEqegnPOFenrFagp3jKfsa4+3BohLU1hOgnZuPSw M+kOmwYOWBWNBqFnl1EvWA== 0000950134-96-004633.txt : 19960904 0000950134-96-004633.hdr.sgml : 19960904 ACCESSION NUMBER: 0000950134-96-004633 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960816 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960903 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIBERTE INVESTORS INC CENTRAL INDEX KEY: 0001017907 STANDARD INDUSTRIAL CLASSIFICATION: INVESTORS, NEC [6799] IRS NUMBER: 751328153 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-07439 FILM NUMBER: 96625039 BUSINESS ADDRESS: STREET 1: 600 N PEARL STREET 2: SUITE 420 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2147208950 MAIL ADDRESS: STREET 1: 600 N PEARL SUITE 420 CITY: DALLAS STATE: TX ZIP: 75201 8-K 1 FORM 8-K 1 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 AUGUST 16, 1996 ------------------------------------------------- (Date of Report--Date of Earliest Event Reported) LIBERTE INVESTORS INC. -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) DELAWARE 16802 75-1328153 ---------------------------- ------------ ------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 600 NORTH PEARL STREET, SUITE 420, DALLAS, TEXAS 75201 ------------------------------------------------------- (Address of Principal Executive Offices) (214) 720-8950 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) LIBERTE INVESTORS ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) EXHIBIT INDEX ON PAGE 4. 2 Item 5. Other Events. Liberte Investors, a Massachusetts business trust (the "Trust") and predecessor to Liberte Investors Inc., a Delaware corporation (the "Registrant"), held a special meeting of its shareholders on August 15, 1996, at which the Trust's shareholders approved an amendment to the Trust's Declaration of Trust permitting it to reorganize into the Registrant, the reorganization of the Trust into the Registrant, and the sale of 8,102,439 newly issued shares of the Registrant's common stock to Hunter's Glen/Ford, Ltd., a Texas limited partnership ("Hunter's Glen") and an affiliate of Mr. Gerald J. Ford. On August 16, 1996, the Trust consummated its reorganization into the Registrant and closed the sale of such shares of common stock to Hunter's Glen. The purchase price for such shares was $23,091,951. Hunter's Glen now owns approximately 40% of the outstanding shares of common stock of the Registrant. In connection with such sale, Mr. Ford became one of the three directors of the Registrant and its Chief Executive Officer. For further information, see the attached exhibits. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibits
No. Description --- ----------- 2.1 Stock Purchase Agreement dated as of January 16, 1996, between the Trust and Hunter's Glen, as amended by Amendment to the Stock Purchase Agreement, dated as of February 27, 1996, and the Second Amendment to the Stock Purchase Agreement, dated as of March 28, 1996 (incorporated by reference to Exhibit 2.2 of Liberte Investors Inc.'s Registration Statement on Form S-4, Registration Statement No. 333-07439, originally filed with the SEC on July 2, 1996 (the "Registration Statement")). 2.2 Plan of Reorganization, dated as of April 1, 1996, between the Trust and the Registrant (incorporated by reference to Exhibit 2.1 of the Registration Statement). 3.1 Form of Seventh Amendment to the Trust's Declaration of Trust (incorporated by reference to Exhibit 3.4 of the Registration Statement). 99.1 Press Release, dated August 16, 1996.
[SIGNATURE ON THE NEXT PAGE] 2 3 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. Dated: August 30, 1996 LIBERTE INVESTORS INC. By: /s/ NANCY J. FOEDERER ---------------------------------- Name: Nancy J. Foederer -------------------------------- Title: Secretary ------------------------------- 3 4 EXHIBIT INDEX
No. Description --- ----------- 2.1 Stock Purchase Agreement dated as of January 16, 1996, between the Trust and Hunter's Glen, as amended by Amendment to the Stock Purchase Agreement, dated as of February 27, 1996, and the Second Amendment to the Stock Purchase Agreement, dated as of March 28, 1996 (incorporated by reference to Exhibit 2.2 of Liberte Investors Inc.'s Registration Statement on Form S-4, Registration Statement No. 333-07439, originally filed with the SEC on July 2, 1996 (the "Registration Statement")). 2.2 Plan of Reorganization, dated as of April 1, 1996, between the Trust and the Registrant (incorporated by reference to Exhibit 2.1 of the Registration Statement). 3.1 Form of Seventh Amendment to the Trust's Declaration of Trust (incorporated by reference to Exhibit 3.4 of the Registration Statement). 99.1 Press Release, dated August 16, 1996.
4 EX-99.1 2 PRESS RELEASE DATED AUGUST 16. 1996 1 EXHIBIT 99.1 LIBERTE INVESTORS NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bradley S. Buttermore (214) 720-8920 LIBERTE INVESTORS ANNOUNCES REORGANIZATION INTO A DELAWARE CORPORATION AND SALE OF SHARES DALLAS, TEXAS -- August 16, 1996 -- Liberte Investors Inc. (NYSE/LBI) announced today that at its Special Shareholders' Meeting held August 15, 1996, the shareholders approved an amendment to Liberte's Declaration of Trust permitting it to reorganize into a Delaware corporation, the reorganization of Liberte from a Massachusetts business trust into a Delaware corporation, and the sale of 8,102,439 newly issued shares of common stock to Hunter's Glen/Ford, Ltd., an affiliate of Mr. Gerald J. Ford. Today, Liberte consummated its reorganization into a Delaware corporation and closed the sale of the shares to Mr. Ford's affiliate. Accordingly, Mr. Ford's affiliate now owns approximately 40% of the outstanding shares of Liberte. In connection with the sale, Mr. Ford became a director of Liberte and its Chief Executive Officer. Additionally, Liberte announced earnings per share and net income results as follows: Quarter Ended June 30 ------------------------------------- 1996 1995 ----------------- ------------------ Net Income (Loss) $20,890 $(99,824) Earnings Per Share --- $(0.01) Average shares outstanding 12,153,658 12,153,658 Fiscal Year Ended June 30 ------------------------------------- 1996 1995 ----------------- ------------------ Net Income (Loss) $835,367 $(2,867,579) Earnings Per Share $0.07 $(0.23) Average shares outstanding 12,153,658 12,322,773 -----END PRIVACY-ENHANCED MESSAGE-----