UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 30, 2007
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FIRSTPLUS FINANCIAL GROUP, INC.
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(Exact Name of Registrant as specified in Charter)
Nevada 0-27750 75-2561085
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
5100 North O'Connor Blvd., 6th Floor, Irving, Texas 75039
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (214) 496-1266
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(Former Name or Former Address, if Changed Since Last Report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On July 30, 2007, FirstPlus Enterprises, Inc. ("FP Enterprises") and
FirstPlus Development Company ("FP Development"), both wholly-owned subsidiaries
of the Registrant, entered into a definitive purchase agreement with Globalnet
Enterprises, LLC (the "Seller"), and its members: Learned Associates of North
America, LLC, Seven Hills Management, LLC, Diversified Development LLC and Ajax
Baron, LLC, to purchase all of the limited liability company interests (the
"Interests") of Globalnet Development Co., LLC ("Globalnet Development"),
Globalnet Facility Services Co., LLC ("Globalnet Facility Services") and
Globalnet Restoration Co., LLC ("Globalnet Restoration"). The transactions were
consummated simultaneously. The purchase price consisted of a cash payment of
$4,540,000 ($3,045,000 of which was paid at closing and the balance of which is
payable on the second anniversary of closing) and 1,100,000 shares of common
stock of the Registrant, the closing price of which on Friday, July 27, 2007 was
$.17 per share.
The Interests purchased were the subject of a limited scope business
evaluation report, which confirmed the valuation of such Interests. Based in
part upon such report, the Registrant concluded that the value of the Interests
purchased exceeded the purchase price therefor.
Globalnet Restoration performs restorative services on commercial,
industrial, and residential facilities as a result of unlawful activity or
natural disaster, i.e., damage caused by fire, flood, hurricane, wind, etc.
Globalnet Restoration contracts with insurance companies prior to "securing"
facilities - removing damaged interior materials prior to reconstruction.
Globalnet Development handles all types of construction projects and
project management - from new construction to "rehabs" and reconstruction.
Globalnet Development offers a full complement of construction services: general
contracting; construction management; project design and building; and renewal
and renovation.
Globalnet Facility Services offers a single source for commercial,
industrial, and residential facility care and cleaning services - both interior
and exterior.
The Board of Directors of FP Enterprises consists of John Maxwell,
Kimberley Grasty and Francis McGonigal and the Board of Directors of FP
Development consists of William Bianco, Kimberley Grasty and Robert O'Neil. John
Maxwell has been elected President of FP Enterprises and William Bianco has been
elected President of FP Development.
FP Enterprises will operate from offices located at 2516 East Ontario
Street, Philadelphia, PA 19134 and FP Development will operate from offices
located at 1231 Bainbridge Street, 2nd Floor, Philadelphia, PA 19147.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit No. Exhibits
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10.1 Agreement for Purchase And Sale of Membership
Interests dated July 30, 2007, by and among Globalnet
Enterprises, LLC and its members, to wit: Learned
Associates of North America, LLC, Seven Hills
Management, LLC, Diversified Development LLC and Ajax
Baron, LLC on the one hand and FirstPlus Enterprises,
Inc. and FirstPlus Development Company on the other
hand.
10.2 Non-negotiable Promissory Note, dated as of July 30
2007, made by FirstPlus Enterprises, Inc. and
FirstPlus Development Company, with FirstPlus
Financial Group, Inc. as guarantor, in favor of
Globalnet Enterprises, LLC in the amount of one
million, four hundred ninety five thousand dollars.
99.1 Press Release of FIRSTPLUS Financial Group, Inc.
dated July 30, 2007.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
July 30, 2007
FIRSTPLUS FINANCIAL GROUP, INC.
By: /s/ John Maxwell
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Name: John Maxwell
Title: President and Chief Executive Officer
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