-----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, Oeb9ydZJNikFIIu/UdehEHGWfhoS4ht6KiSpwEMmo0ICdDXvp575HX1OIoXL8dZd 3g1iiHCpaBXTPu3Cz9lwQA== 0001015402-01-503760.txt : 20021106 0001015402-01-503760.hdr.sgml : 20021106 20011207164323 ACCESSION NUMBER: 0001015402-01-503760 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011205 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST CONNECTICUT CAPITAL CORP/NEW/ CENTRAL INDEX KEY: 0000730669 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS BUSINESS CREDIT INSTITUTION [6159] IRS NUMBER: 060759497 STATE OF INCORPORATION: CT FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31080 FILM NUMBER: 01809082 BUSINESS ADDRESS: STREET 1: 1000 LAFAYETTE BLVD STE 805 CITY: BRIDGEPORT STATE: CT ZIP: 06604 BUSINESS PHONE: 2033664726 MAIL ADDRESS: STREET 1: 1000 LAFAYETTE BLVD STREET 2: SUITE 805 CITY: BRIDGEPORT STATE: CT ZIP: 06604 8-K 1 doc1.txt 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 DECEMBER 5, 2001 ----------------- Date of report (Date of earliest event reported) THE FIRST CONNECTICUT CAPITAL CORPORATION ----------------------------------------- (Exact Name of Registrant as Specified in Its Charter) CONNECTICUT ------------ (State or Other Jurisdiction of Incorporation) 811-0969 06-0759497 -------- ---------- (Commission File Number) (IRS Employer Identification No.) 1000 BRIDGEPORT AVENUE, SHELTON, CT 06484 ----------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) (203) 944-5400 -------------- (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE -------------- (Former Name or Former Address, if Changed Since Last Report) INFORMATION INCLUDED IN THIS REPORT - --------------------------------------- Items 1 through 3, 4, 6, 8 and 9 Not Applicable. Item 5. Other Events Reference is made to the press release issued to the public by the registrant on December 5, 2001, the text of which is attached hereto as an exhibit, for a description of the events reported pursuant to this Form 8-K. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits NUMBER EXHIBIT ------ ------- 99.1 Text of press release dated December 5, 2001. 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, thereunto duly authorized. Dated: December 5, 2001 The First Connecticut Capital Corporation /S/ Lawrence R. Yurdin ----------------------------- By: Lawrence R. Yurdin Its: President EX-99.1 3 doc2.txt EXHIBIT 99.1 - -------------- Shelton, Connecticut December 5, 2001 The First Connecticut Capital Corporation (FCCC-BB) today announced the execution of a letter of intent contemplating the sale of its mortgage business to a company to be organized by members of the Board of Directors, including Lawrence Yurdin (the current President of FCCC). The sale would include all of the assets (excluding cash) of the mortgage business, subject to all liabilities and other obligations. Simultaneously with the proposed sale, the Company intends to sell to Bernard Zimmerman, of Weston, Connecticut, and Martin Cohen, of New York City, New York or their affiliates, a total of 250,000 Common shares of the Company, together with Five Year Warrants to purchase an additional 200,000 shares for a purchase price of $250,000. Messrs. Zimmerman and Cohen may also purchase additional Common shares from other sources at the same price. Upon completion of the purposed transaction, Messrs. Zimmerman and Cohen would each own approximately 180,000 shares. Assuming consummation of the proposed transaction and after payment of expenses, the Company would have a cash position of not less than $1,500,000, a deferred tax asset of $550,000 and a tangible net worth of approximately $1,500,000. There would be 1,423,382 shares outstanding, excluding shares reserved for outstanding options and warrants. Closing of the transactions which is anticipated to occur during the latter part of the first quarter of 2002, will be subject to, among other conditions, execution and delivery of definitive agreements satisfactory to the parties, the filing of appropriate proxy material with the Securities and Exchange Commission which would include all necessary information concerning the proposed transactions, and the approval of the Company's stockholders at a Special meeting called for such purpose. -----END PRIVACY-ENHANCED MESSAGE-----