-----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, Uz/zzsBave+kh11Kbw9X37J48JSzEFsL+wSITZ8z146D5CibNYv7hhCv7wLuxAuP oeVIP67ZpJEzD175gqdU7A== 0000083402-97-000027.txt : 19970728 0000083402-97-000027.hdr.sgml : 19970728 ACCESSION NUMBER: 0000083402-97-000027 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970722 ITEM INFORMATION: Changes in control of registrant FILED AS OF DATE: 19970725 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESOURCE AMERICA INC CENTRAL INDEX KEY: 0000083402 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 720654145 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04408 FILM NUMBER: 97645801 BUSINESS ADDRESS: STREET 1: 1521 LOCUST STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102 BUSINESS PHONE: 2155465005 MAIL ADDRESS: STREET 1: 2876 SOUTH ARLINGTON ROAD CITY: AKRON STATE: OH ZIP: 44312 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCE EXPLORATION INC DATE OF NAME CHANGE: 19890214 FORMER COMPANY: FORMER CONFORMED NAME: SMTR CORP DATE OF NAME CHANGE: 19700522 8-K 1 [TEXT] UNITED STATES 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 Date of Report (Date of earliest event reported) July 22, 1997 --------------------- Resource America, Inc. ----------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-4408 72-0654145 ----------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer incorporation) File Number) Identification No.) 1521 Locust Street, Philadelphia, Pennyslvania 19102 ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (215) 546-5005 - --------------------------------------------------------------------------- Item 5. Other Events. - ------------------------- Close of Private Placement of Senior Notes. On July 22, 1997, registrant closed the private placement of $115 million in Senior Notes due August 1, 2004. Net proceeds to the registrant were $110,400,000. Repayment of $8 million Senior Secured Note. On July 24, 1997, registrant paid in full a promissory note held by Physicians Insurance Company of Ohio ("PICO"), a wholly owned subsidiary of PICO Holdings, Inc. (NASDAQ:PICO). The note, in the principal amount of $8,000,000 was due May 25, 2004. Exercise of Warrants. On July 24, 1997, registrant issued 983,150 unregistered shares of its common stock upon the exercise of all of the warrants held by Physicians Insurance Company of Ohio. Proceeds to the Company were $3,662,500. Immediately upon such exercise, PICO further sold these shares in a private transaction. Change in membership of the Board of Directors. On July 24, 1997, John R. Hart, President of PICO Holdings, Inc. resigned as a director of the registrant. Also on July 24, 1997, Scott F. Schaeffer and Daniel G. Cohen, officers of the registrant were elected to the Board of Directors of the registrant to serve until the 1999 and 2000 Annual Meetings of Stockholders of the registrant, respectively. 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 hereunto duly authorized. RESOURCE AMERICA, INC. ---------------------- (Registrant) Dated: July 25, 1997 By: /s/Nancy J. McGurk ----------------------- ---------------------- Nancy J. McGurk Vice President - Finance and Treasurer -----END PRIVACY-ENHANCED MESSAGE-----