UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 26, 2009
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JACOBS FINANCIAL GROUP, INC.
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(Exact name of Registrant as specified in its charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-21210 84-0922335
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(Commission File Number) (I.R.S. Employer Identification Number)
300 Summers Street, Suite 970, Charleston, West Virginia 25301
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(Address of Principal Executive Offices) (Zip Code)
(304) 343-8171
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(Registrant's Telephone Number, Including Area Code)
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(Former name, former address and former fiscal year,
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:
|_| 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))
SECTION 7 - REGULATION FD
ITEM 7.01 REGULATION FD DISCLOSURE.
Press Release
The information in this Item 7.01 of this Current Report is furnished pursuant
to Item 7.01 and shall not be deemed "filed" for any purpose, including for the
purposes of Section 18 of the Exchange Act, or otherwise subject to the
liabilities of that Section. The information in this Current Report on Form 8-K
shall not be deemed incorporated by reference into any filing under the
Securities Act or the Exchange Act regardless of any general incorporation
language in such filing. On October 26, 2009, Jacobs Financial Group, Inc.
issued a press release. The text of the press release is attached herewith as
Exhibit 99.1.
SECTION 8 - OTHER EVENTS
ITEM 8.01 OTHER EVENTS
The Registrant has issued a press release announcing that the Corporation has
received the approval of the holders of a majority of its outstanding shares of
Series B Preferred Stock ("Series B Shares") to implement a proposed
recapitalization of the Series B Preferred (the "Recapitalization"). Pursuant to
the Recapitalization, participating Series B Shareholders will exchange their
Series B Shares for shares of a new series of preferred stock to be designated
as Series C Preferred Stock. The purpose of the Recapitalization is to
strengthen the balance sheet of the Corporation. This will be accomplished by
replacing the participating Series B Shares, which are classified as a liability
of the Corporation for financial statement purposes based upon the Series B
Shares becoming redeemable at the end of 2010, with Series C Shares (which are
expected to be classified as permanent equity). The Recapitalization is expected
to take place effective on or about October 30, 2009.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
a) Financial Statements of business acquired - None
b) Pro Forma Financial Information - None
c) Shell Company Transactions - None
d) Exhibits -
99.1 - Press Release dated October 26, 2009
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.
Jacobs Financial Group, Inc.
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(Registrant)
/s/ John M. Jacobs
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Date: October 26, 2009 John M. Jacobs
President
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