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Proc-Type: 2001,MIC-CLEAR
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Filed pursuant to Rule 424(b)(2)
File Nos. 333-74473 and 333-74473-01
Prospectus Supplement
to Prospectus dated July 7, 1999
[FINOVA LOGO]
$225,000,000
7.25% Notes Due July 12, 2006
FINOVA Capital Corporation
1850 N. Central Avenue
P.O. Box 2209
Phoenix, Arizona
85002-2209
Maturity
The Notes will
mature on July 12,
2006.
Interest
Interest paid on January
12 and July 12,
accruing from the date we issue the
Notes.
First interest payment date on January
12,
2000.
Redemption
No
redemption before maturity. No sinking
fund.
Ranking
The Notes are unsecured. The
Notes rank equally with all of our existing and future senior debt and
senior to all of our existing and future subordinated
debt.
Listing
We do not intend to
list the Notes on any securities
exchange.
Form
Global securities
held by The Depository Trust
Company, generally.
Per Note | Total | |||
Price to the Public | 99.622% | $224,149,500 | ||
Underwriting Discounts and Commissions | 0.600% | $1,350,000 | ||
Proceeds to FINOVA | 99.022% | $222,799,500 | ||
Accrued interest from the issuance date will be added to the price to the public. |
The Notes have not been approved or disapproved by the SEC or any state securities commission. None of those authorities has determined that the Prospectus or this Supplement is accurate or complete. Any representation to the contrary is a criminal offense. | Book entry delivery of Notes expected on July 12, 1999, subject to conditions. |
Banc of America Securities LLC | |||
Lehman Brothers | |||
Donaldson, Lufkin & Jenrette | |||
Credit Lyonnais Securities |
July 7, 1999.
Page | ||
PROSPECTUS SUPPLEMENT | ||
FINOVA Capital Corporation | S-3 | |
Note Terms | S-3 | |
Underwriting | S-4 | |
PROSPECTUS | ||
Where You Can Find More Information | 2 | |
The Companies | 2 | |
Selected Financial Information | 5 | |
Ratio of Income to Total Fixed Charges | 5 | |
Ratio of Income to Combined Fixed Charges and Preferred Stock Dividends | 6 | |
Special Note Regarding Forward-Looking Statements | 6 | |
Use of Proceeds | 7 | |
Description of Debt Securities | 7 | |
Description of Capital Stock | 12 | |
Description of Depositary Shares | 18 | |
Description of Warrants | 20 | |
Plan of Distribution | 20 | |
Legal Matters | 21 | |
Experts | 21 |
FINOVA CAPITAL CORPORATION
Commercial Finance
Specialty Finance
Capital Markets
NOTE TERMS
Maximum Amount: | $225,000,000 principal amount | |
Maturity: | July 12, 2006 | |
Interest Rate: | 7.25% per year | |
Interest Payment Dates: | January 12 and July 12, accruing from the date we issue the Notes. First interest payment date is January 12, 2000. | |
Interest Calculations: | Based on a 360-day year of twelve 30-day months | |
Redemption or Sinking Fund: | None | |
Form of Note: | Two global securities, held in the name of The Depository Trust Company, generally | |
Settlement and Payment: | Same-day -- immediately available funds | |
Secondary Trading Payments: | Same-day -- immediately available funds | |
Trustee: | Allfirst Bank 25 South Charles Street, Department 101-591 Baltimore, MD 21201 Telephone: (410) 244-4238 |
UNDERWRITING
Prospectus | [FINOVA LOGO] 1850 North Central Avenue P.O. Box 2209 Phoenix, Arizona 85002-2209 | |
THE [FINOVA LOGO] GROUP INC. [FINOVA LOGO] CAPITAL CORPORATION |
By this prospectus, we may offer up to $3,000,000,000 of our: | ||
DEBT SECURITIES COMMON STOCK (including, for The FINOVA Group Inc., Rights to Purchase Junior Participating Preferred Stock) PREFERRED STOCK DEPOSITARY SHARES WARRANTS FINOVA Capital Corporation is a wholly owned subsidiary of The FINOVA Group Inc. | We will provide the specific terms of these securities in supplements to this prospectus. You should read this prospectus and the supplements carefully before you invest. | |
These securities have not been approved or disapproved
by the SEC or any state securities commission. None of those
authorities has determined that this prospectus is accurate or
complete. Any representation to the contrary is a criminal offense. | We may offer the securities directly or through underwriters, agents or dealers. The supplement will describe the terms of that plan of distribution. "Plan of Distribution" below also provides more information on this topic. | |
July 7, 1999 |
WHERE YOU CAN FIND MORE INFORMATION
Treasurer
The FINOVA Group Inc.
1850 North Central Avenue
P.O. Box 2209
Phoenix, Arizona 85002-2209
(602) 207-6900
We will provide that information at no charge to you.
THE COMPANIES
Business Groups
Commercial Finance
Specialty Finance
Capital Markets
SELECTED FINANCIAL INFORMATION
For
the Three
Months Ended March 31, | As of and for the Year Ended December 31, | |||||||||||||
1999 | 1998 | 1998 | 1997 | 1996 | 1995 | 1994 | ||||||||
(Dollars in thousands, except per share data) | ||||||||||||||
OPERATIONS: | ||||||||||||||
Income earned from financing transactions | $ 273,075 | $ 232,833 | $ 1,007,773 | $ 879,763 | $ 756,996 | $ 673,194 | $ 458,411 | |||||||
Interest margins earned | 124,666 | 105,383 | 459,515 | 392,124 | 329,107 | 280,788 | 211,419 | |||||||
Volume-based fees | 12,735 | 22,156 | 77,723 | 39,378 | 28,588 | 21,204 | 10,796 | |||||||
Provision for credit losses | 9,500 | 9,500 | 82,200 | 69,200 | 41,751 | 39,568 | 10,439 | |||||||
Gains on disposal of assets | 12,370 | 1,525 | 27,912 | 30,333 | 12,562 | 10,490 | 3,877 | |||||||
Income from continuing operations | 50,057 | 39,741 | 160,341 | 137,910 | 117,968 | 95,621 | 75,470 | |||||||
Net income | 50,057 | 39,741 | 160,341 | 137,910 | 118,475 | 97,060 | 76,013 | |||||||
Basic earnings from continuing operations per share | 0.89 | 0.71 | 2.87 | 2.53 | 2.16 | 1.75 | 1.52 | |||||||
Basic earnings per share | 0.89 | 0.71 | 2.87 | 2.53 | 2.17 | 1.78 | 1.53 | |||||||
Basic adjusted weighted average outstanding shares(1) | 56,294,000 | 56,138,000 | 55,946,000 | 54,405,000 | 54,508,000 | 54,633,000 | 49,765,000 | |||||||
Diluted earnings from continuing operations per share | $ 0.83 | $ 0.67 | $ 2.70 | $ 2.40 | $ 2.10 | $ 1.72 | $ 1.50 | |||||||
Diluted earnings per share | 0.83 | 0.67 | 2.70 | 2.40 | 2.11 | 1.75 | 1.51 | |||||||
Diluted adjusted weighted average shares(1) | 61,318,000 | 61,079,000 | 60,705,000 | 59,161,000 | 56,051,000 | 55,469,000 | 50,436,000 | |||||||
Dividends declared per common share | $ 0.16 | $ 0.14 | $ 0.60 | $ 0.52 | $ 0.46 | $ 0.42 | $ 0.37 | |||||||
FINANCIAL POSITION: | ||||||||||||||
Investment in financing transactions | $11,086,016 | $8,689,238 | $10,020,221 | $8,420,462 | $7,318,919 | $6,364,189 | $5,354,626 | |||||||
Nonaccruing assets | 228,416 | 195,267 | 205,233 | 187,356 | 155,505 | 143,127 | 149,046 | |||||||
Reserve for credit losses | 238,277 | 175,967 | 207,618 | 177,088 | 148,693 | 129,077 | 110,903 | |||||||
Total assets | 11,730,347 | 9,037,349 | 10,441,236 | 8,724,626 | 7,538,456 | 7,045,547 | 5,831,327 | |||||||
Total debt | 9,327,137 | 7,115,327 | 8,394,578 | 6,764,581 | 5,850,223 | 5,649,368 | 4,573,354 | |||||||
Company-obligated mandatory redeemable convertible preferred securities of subsidiary trust solely holding convertible debentures of FINOVA Group ("TOPrS") | 111,550 | 111,550 | 111,550 | 111,550 | 111,550 | |||||||||
Shareowners' equity | 1,557,612 | 1,128,594 | 1,167,231 | 1,092,254 | 936,085 | 829,040 | 773,547 |
(1) Adjusted to reflect a
2-for-1 stock split on October 1, 1997.
RATIO OF INCOME TO TOTAL FIXED CHARGES
For
the Three Months Ended March 31, | Year Ended December 31, | |||||||||||||
1999 | 1998 | 1998 | 1997 | 1996 | 1995 | 1994 | ||||||||
FINOVA Group | 1.63x | 1.60x | 1.55x | 1.54x | 1.51x | 1.45x | 1.59x | |||||||
FINOVA Capital | 1.63x | 1.60x | 1.55x | 1.54x | 1.51x | 1.45x | 1.59x |
RATIO OF INCOME TO COMBINED FIXED CHARGES
AND PREFERRED
STOCK DIVIDENDS
For
the Three Months Ended March 31, | Year Ended December 31, | |||||||||||||
1999 | 1998 | 1998 | 1997 | 1996 | 1995 | 1994 | ||||||||
FINOVA Group | 1.61x | 1.58x | 1.53x | 1.51x | 1.51x | 1.45x | 1.59x | |||||||
FINOVA Capital | 1.63x | 1.60x | 1.55x | 1.54x | 1.51x | 1.45x | 1.59x |
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Variations in interest rates generally do not
have a substantial impact on the ratio because fixed-rate and
floating-rate assets are generally matched with liabilities of similar
rate and term. Income available for fixed charges, for purposes of
computing the above ratios, consists of income from continuing
operations before income taxes plus fixed charges. Fixed charges
consist of interest and related debt expense, and a portion of rental
expense determined to be representative of interest.
USE OF PROCEEDS
DESCRIPTION OF DEBT SECURITIES
Debt Securities
General Indenture Provisions that Apply
to Senior and
Subordinated Debt
General
Form of Debt Securities
Global Securities
The Depository Trust Company
Transfer or Exchange of Securities
Same-Day Settlement and Payment
Payment and Paying Agent
Indenture Covenants, Defaults
and Amendments
Defeasance
Subordination
Conversion
Concerning the Trustees
DESCRIPTION OF CAPITAL STOCK
Common Stock
Preferred Stock
Shareholder Rights Plan
Additional Provisions of the Certificate of
Incorporation, the
Bylaws and Delaware Law
DESCRIPTION OF DEPOSITARY SHARES
General
Dividends and Other Distributions
Conversion and Exchange
Redemption of Depositary Shares
Voting the Preferred Stock
Amendment and Termination of
Depositary Agreement
Charges of Depositary
Resignation and Removal of Depositary
Miscellaneous
DESCRIPTION OF WARRANTS
PLAN OF DISTRIBUTION
LEGAL MATTERS
EXPERTS
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