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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
February 9, 1996
UNITED COMPANIES FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Louisiana 1-7067 71-0430414
(State or other (Commission File Number) (IRS Employer
jurisdiction of incorporation) Identification No.)
4041 Essen Lane, Baton Rouge, Louisiana 70809
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (504) 924-6007
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events.
On February 2, 1996, United Companies Financial Corporation (the
"Company") signed a Stock Purchase Agreement (the "Agreement") dated as of
January 30, 1996, for the sale of all the stock of its wholly-owned subsidiary,
United Companies Life Insurance Company ("UCLIC"). The Company's Board of
Directors approved the sale to UC Life Holding Corp., an acquisition company
formed by Knightsbridge Capital Fund I, L.P., for an aggregate amount of $164
million plus earnings of UCLIC from January 1, 1996, to the closing of the
transaction. Knightsbridge, which is a private investment partnership with
institutional partners, was formed in 1995 to make equity investments in
companies engaged primarily in the life insurance industry. A copy of the
Agreement is attached hereto as Exhibit 10 and incorporated herein by reference
pursuant to Rule 12b-23 under the Securities Exchange Act of 1934, as amended.
Under the terms of the Agreement, the sales price is comprised of $109
million in cash and $55 million in UCLIC real estate and other assets to be
distributed to the Company prior to the closing. The real estate to be
distributed includes portions of the United Plaza office park, including the
Company's home office. In addition, the Company will purchase a note from an
affiliate of the purchaser for $15 million in cash.
The purchaser also agreed that UCLIC would continue to be a
significant investor in first lien home equity loans originated by the
Company's lending operations and that UCLIC's home office operations would be
maintained in its present location in Baton Rouge, Louisiana following the
closing for at least two years. The Agreement is subject to approval by UCFC's
shareholders and regulatory authorities and the satisfaction of other
conditions, and provides that the closing will occur on or before July 31,
1996.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired
Not applicable.
(b) Pro Forma Financial Information
Not applicable.
(c) Exhibits
10. Stock Purchase Agreement dated as of January 30, 1996 between
United Companies Financial Corporation and UC Life Holding
Corp. Filed herewith. The exhibits and schedules to this
agreement have been omitted and will be furnished upon
request. Page 5.
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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.
UNITED COMPANIES FINANCIAL CORPORATION
(Registrant)
Date: February 9, 1996 By: /s/ Dale E. Redman
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Dale E. Redman, Executive Vice
President and Chief Financial Officer
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UNITED COMPANIES FINANCIAL CORPORATION
EXHIBIT INDEX
Form 8-K
February 9, 1996
Exhibit Number Description Page No.
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10 Stock Purchase Agreement dated as of January 30, 5-115
1996 between United Companies Financial Corporation,
and UC Life Holding Corp.
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