-----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, Q54CsFf+MY3Qi621SQHWUswDl7AdJEg+Cjld2UoGoRJYVkdyvdf03W5pTGC16AXN CzGrtNVlsXNnq7TSSxHHJg== 0000910213-99-000034.txt : 19990716 0000910213-99-000034.hdr.sgml : 19990716 ACCESSION NUMBER: 0000910213-99-000034 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990715 ITEM INFORMATION: FILED AS OF DATE: 19990715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MOTOR CLUB OF AMERICA CENTRAL INDEX KEY: 0000068480 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 220747730 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-00671 FILM NUMBER: 99664745 BUSINESS ADDRESS: STREET 1: 95 ROUTE 17 SOUTH CITY: PARAMUS STATE: NJ ZIP: 07653 BUSINESS PHONE: 2012912000 MAIL ADDRESS: STREET 1: 95 ROUTE 17 SOUTH CITY: PARAMUS STATE: NJ ZIP: 07653-0931 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 1999 Motor Club of America (Exact name of registrant as specified in its charter) New Jersey 0-671 22-0747730 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 95 Route 17 South Paramus, NJ 07653-0931 (Address of principal executive offices) Registrant's telephone number, including area code: (201) 291-2000 (Former name or former address, if changed since last report) Item 5 - Other Events On July 12, 1999, the shareholders of the Issuer voted to approve the proposed acquisition of North East Insurance Company ("NEIC") of Scarborough, Maine, and an alternative plan of financing the acquisition whereby the Issuer will be able to raise up to $10 million in convertible subordinated debentures. The Issuer was also informed by NEIC that NEIC's special shareholders' meeting had been adjourned to July 20, 1999, because a sufficient number of proxies to constitute a quorum had not been received. The Issuer announced its willingness to extend until July 23, 1999 the date by which the acquisition must be consummated, beyond which date either party may terminate the Merger Agreement. At least 75% of the NEIC shares must approve the proposed acquisition for it to occur. Item 7 - Financial statements, pro forma financial information and exhibits. (c) Exhibits. Exhibit No. Description 99 Press release dated July 12, 1999. 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, thereto duly authorized. Dated: July 14, 1999 MOTOR CLUB OF AMERICA By /s/ Patrick J. Haveron __________ Patrick J. Haveron Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description 99 Press release dated July 12, 1999. EX-99 2 PRESS RELEASE DATED JULY 12, 1999 Exhibit No. 99 Press release dated July 12, 1999 MOTOR CLUB OF AMERICA ANNOUNCES SHAREHOLDERS APPROVE NORTH EAST ACQUISITION; NORTH EAST SHAREHOLDERS MEETING ADJOURNED WITHOUT VOTE ---------------------------------------------- Paramus, NJ, July 12, 1999 - Motor Club of America (NASDAQ : MOTR) ("Company") announced today that its shareholders had approved the acquisition of North East Insurance Company (NASDAQ : NEIC) ("North East") and an alternative plan of financing the acquisition which would enable the Company to raise up to $10 million in convertible subordinated debentures. The Company reported that it had been informed by North East that its special shareholders' meeting had been adjourned, as sufficient number of proxies to constitute a quorum had not been received. The Company also reported that North East has adjourned its special meeting until July 20, 1999. The Company has indicated its willingness to extend until July 23, 1999 the date by which the acquisition must be consummated, beyond which date either party may terminate the Merger Agreement. It is a condition of the Merger that at least 75% of the North East shares must approve the same. Motor Club of America is a property and casualty insurance holding company. Motor Club of America Insurance Company writes personal automobile insurance. Preserver Insurance Company writes small commercial and homeowners insurance. Both companies are separately rated B+ (Very Good) by A.M. Best Company. -----END PRIVACY-ENHANCED MESSAGE-----