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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): June 14, 1996
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CITYSCAPE FINANCIAL CORP.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-27314 11-2994671
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State or Other Jurisdiction Commission (IRS Employer
of Incorporation File Number Identification No.)
565 Taxter Road, Elmsford, New York 10523-5200
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(Address of Principal Executive Offices) Zip Code
Registrant's telephone number, including area code: (914) 592-6677
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Former name or former address,
if changed since last report
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Item 2. Acquisition or Disposition of Assets.
On June 14, 1996, City Mortgage Corporation Limited ("CMCL"), an
indirect wholly-owned subsidiary of Cityscape Financial Corp. (the
"Registrant"), acquired all of the outstanding shares of Heritable Group Limited
("Heritable") from the holders of Heritable's share capital (the "Acquisition").
Prior to the Acquisition, Heritable disposed of its interest in The Heritable
and General Investment Bank Limited. Following the Acquisition, Heritable became
a wholly-owned subsidiary of CMCL. The Acquisition was treated as a "purchase
transaction" for accounting purposes.
The consideration for the Acquisition was comprised of
(pound)41,758,395 paid in cash and 49,681 shares of the Registrant's Common
Stock. The Registrant used cash on hand and proceeds from the sale of the
majority of Heritable's loan portfolio to fund the the Acquisition. An affiliate
of Heritable prior to the Acquisition, Corestates Bank, N.A., provides a
revolving credit facility to the Registrant.
For a more complete description of the Acquisition, reference is hereby
made to the Agreement for the Sale and Purchase of the Entire Issued Share
Capital of Heritable Group Limited, dated June 14, 1996, a copy of which has
been filed with this Form 8-K as Exhibit 2.1. In addition, a copy of the press
release of the Registrant, dated June 14, 1996, has been filed with this Form
8-K as Exhibit 99.1 and is hereby incorporated by reference.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(a) It is impracticable to provide the required financial statements
at the time of this report. The required statements will be filed on or before
August 28, 1996.
(b) It is impracticable to provide the required pro forma financial
statements at the time of this report. The required statements will be filed on
or before August 28, 1996.
(c) Exhibits
2.1 Agreement for the Sale and Purchase of the Entire Issued
Share Capital of Heritable Group Limited, dated June 14,
1996
99.1 Press Release, dated June 14, 1996
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
CITYSCAPE FINANCIAL CORP.
(Registrant)
By: /s/ Robert Grosser
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Name: Robert Grosser
Title: President
Dated: June 28, 1996
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INDEX TO EXHIBITS
Exhibits Description Page
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2.1 Agreement for the Sale and Purchase of the
Entire Issued Share Capital of Heritable
Group Limited, dated June 14, 1996
99.1 Press Release, dated June 14, 1996