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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): March 31, 1998
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 File (IRS Employer Identification
of Incorporation Number No.)
565 Taxter Road, Elmsford, New York 10523-2300
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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. Disposition of Assets.
(a) Cityscape Financial Corp. (the "Company") has entered into definitive
agreements, dated March 31, 1998, with Ocwen Financial Corporation ("Ocwen") for
the sale of substantially all of the businesses and assets, and certain
liabilities of the UK operations of City Mortgage Corporation Limited
("CSC-UK"), the Company's indirect wholly-owned subsidiary. The acquisition
includes the purchase of CSC-UK's whole loan portfolio, securitized loan
residuals and loan origination and servicing businesses for a price of
approximately pound sterling 285.0 million, subject to adjustment as of closing
based on an agreed upon formula (currently estimated to result in an upward or
downward adjustment of approximately pound sterling 5 million). Closing, which
is anticipated to occur in April 1998, is subject to satisfaction of a number of
conditions, including obtaining rating agency consents and various substitutions
in connection with the transfer of the securitized residual and related
servicing rights (which will require the consents of the trustees of several
securitizations). As a result, there can be no assurance that the transaction
will be consummated. As a result of the Company's adoption of a plan to
institute the UK Sale, the Company expects to receive net proceeds of
approximately $102 million, less costs of $16.4 million related to the disposal
of UK discontinued operations.
A copy of the Agreement for the Sale and Purchase of the Business of
CSC-UK and its Subsidiaries and the Entire Issued Share Capital of City
Mortgage Receivables 7 Plc has been filed with this Form 8-K as Exhibit 2.1 and
is hereby incorporated by reference.
(b) Not applicable
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
2.1 Agreement for the Sale and Purchase of the Business of
CSC-UK and its Subsidiaries and the Entire Issued Share Capital of
City Mortgage Receivables 7 Plc dated March 31, 1998 by and among
CSC-UK, J&J Securities Limited, City Mortgage Financial Services
Limited, Greyfriars Group Limited, Greyfriars Financial Services
Limited, Assured Funding Corporation Limited, Cityscape (UK) Limited,
Home and Family Finance Limited, Home Funding Corporation Limited,
Home Mortgage Corporation Limited, Home Mortgages Limited, Homestead
Finance Limited, Homeowners Finance Limited, Mortgage
Management Limited, Secured Funding Limited, City Mortgage Servicing
Limited, Midland & General Direct Limited, Ocwen, the Company, City
Mortgage Funding 1 Limited and City Mortgage Collateral Reserve No. 1
Limited.
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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/ Tim S. Ledwick
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Name: Tim S. Ledwick
Title:VP-CFO
Dated: April 3, 1998
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