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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): May 1, 1998
CITYSCAPE FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 0-27314 11-2994671
State or Other Jurisdiction Commission File (IRS Employer Identification
of Incorporation Number No.)
565 Taxter Road, Elmsford, New York 10523-2300
(Address of Principal Executive Offices) Zip Code
Registrant's telephone number, including area code: (914) 592-6677
________________________________
Former name or former address,
if changed since last report
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Item 2. Disposition of Assets.
(a) On May 1, 1998, Cityscape Financial Corp. (the "Company") announced
that, pursuant to an Agreement for the Sale and Purchase of the Business of
City Mortgage Corporation Limited ("CSC-UK") and its Subsidiaries and the
Entire Issued Share Capital of City Mortgage Receivables 7 Plc, dated March 31,
1998 (the "UK Sale Agreement"), the Company has completed the sale to Ocwen
Financial Corporation ("Ocwen") and Ocwen Asset Investment Corp. ("Ocwen
Asset") of substantially all of the assets, and certain liabilities, of the UK
operations of CSC-UK, the Company's indirect wholly-owned subsidiary (the "UK
Sale"). The UK Sale includes the acquisition by Ocwen of CSC-UK's whole loan
portfolio and loan origination and servicing businesses for a price of (pound
sterling)249.6 million, the acquisition by Ocwen Asset of CSC-UK's securitized
loan residuals for a price of (pound sterling)33.7 million and the assumption by
Ocwen of (pound sterling)7.2 million of CSC-UK's liabilities. The price paid by
Ocwen is subject to adjustment to account for the actual balances on the
closing date of the loan portfolio and the assumed liabilities. As a result of
the sale, the Company received net proceeds of approximately $102 million, less
costs of approximately $16 million related to the disposal of UK discontinued
operations.
(b) Not applicable.
Item 5. Other Events.
On May 1, 1998, the Company issued a press release which has been
filed with this Form 8-K as Exhibit 99.1 and is hereby incorporated by
reference.
Following the issuance of the press release, the Company was informed
by The Nasdaq Stock Market, Inc. that the Company's Common Stock would be
delisted from the Nasdaq SmallCap Market effective with the close of business
on May 1, 1998 and that the Company does not meet the criteria necessary for
immediate eligibility for quotation on the OTC Bulletin Board. As a result of
this delisting, it is likely that the liquidity of the Company's Common Stock
will be materially impaired which is likely to materially and adversely affect
the price of the Common Stock.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(c) Exhibits
99.1 Press Release, dated May 1, 1998
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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
-----------------------------
Name: Tim S. Ledwick
Title: Vice President and
Chief Financial Officer
Dated: May 1, 1998
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INDEX TO EXHIBITS
Exhibits Decription Page
99.1 Press Release, dated May 1, 1998