UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
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240.14a-12
MFN FINANCIAL CORPORATION
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[CPS LOGO] NEWS RELEASE
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Consumer Portfolio Services, Inc. INVESTOR CONTACTS:
16355 Laguna Canyon Road CPSS: Charles E. Bradley, Jr.
Irvine, California 92618 (949) 753-6870
(949) 753-6800 NASDAQ: CPSS MFNF: Jeff Weeden
(847) 295-8600, ext. 112
MEDIA CONTACTS:
CPSS: Charles E. Bradley, Jr.
(949) 753-6870
MFNF: Jim Hurley
Hurley Advisors
(323) 876-2379
CONSUMER PORTFOLIO SERVICES, INC. AGREES TO ACQUIRE
MFN FINANCIAL CORPORATION
IRVINE, CALIFORNIA, NOVEMBER 19, 2001 -- Consumer Portfolio Services, Inc.
(Nasdaq:CPSS), headquartered in Irvine, California, announced today that it has
signed a definitive agreement to acquire MFN Financial Corporation (OTCBB:MFNF),
headquartered in Lake Forest, Illinois, for $10.00 per share of MFN Financial
Corporation common stock, plus transaction related expenses and other
contractual obligations. The boards of both companies have approved the
agreement. Levine Leichtman Capital Partners, a Los Angeles, California, based
private equity firm, has entered into an agreement with Consumer Portfolio
Services to provide acquisition financing.
The transaction is subject to approval by the stockholders of MFN Financial
Corporation, requisite regulatory review and other conditions, and is expected
to be completed in the first quarter of 2002.
"The addition of MFN's portfolio, operations and products to CPS's
servicing and collection strengths will result in the creation of a strong
competitor in the subprime automobile finance industry," said Charles E.
Bradley, Jr., President and Chief Executive Officer of Consumer Portfolio
Services, Inc. "The acquisition will double both the size of the CPS servicing
portfolio and its servicing capacity, and increase the range of products
available to the automobile dealership community. The merger will provide each
company the expanded benefits and opportunities of being a part of a larger
company, without losing any of the qualities that have allowed CPS and MFN to
survive, and rebound, in a difficult industry," he continued.
- More -
"We are convinced that the proposed transaction with CPS is in the best
interest of our shareholders," said Jeffrey B. Weeden, President and Chief
Executive Officer of MFN Financial Corporation. "The combination of our two
operations will offer automobile dealers a wider range of financing options for
their customers and provide new opportunities for our employees," Weeden added.
This document contains forward-looking statements that involve risks,
uncertainties and assumptions. In particular, the statement that the acquisition
is expected to close in the first quarter of 2002 is a forward-looking
statement. Factors that could cause the transaction not to close at that time,
or at all, would include the possibility that CPS might not obtain necessary
external financing (although it has received commitments for such financing),
that CPS might not have sufficient internally generated cash, that MFN might not
have the requisite level of available cash, that the required consents of state
consumer finance regulators might not be obtained, and that MFN stockholders may
not approve the transaction. More generally, all statements herein other than
statements of historical fact are statements that could be deemed
forward-looking statements. For example, statements of the expected benefits of
combining CPS with MFN are all forward-looking statements. Risks, uncertainties
and assumptions include the possibility that the market for the services offered
by CPS and MFN may not develop as expected; that the merger transaction does not
close or that the companies may be required to modify aspects of the transaction
to achieve regulatory approval; or that prior to the closing of the proposed
merger, the businesses of the companies suffer due to uncertainty; that the
parties may be unable to successfully execute their integration strategies or to
achieve planned synergies; and other risks that may be described from time to
time in CPS's and MFN's Securities and Exchange Commission reports. If any of
these risks or uncertainties materializes or any of these assumptions proves
incorrect, CPS's or MFN's results could differ materially from their
expectations in these statements. CPS and MFN assume no obligation to update and
do not intend to update these forward-looking statements.
Consumer Portfolio Services, Inc. purchases, sells and services retail
installment sales contracts originated predominantly by franchised dealers for
new and late model used cars. The Company finances automobile purchases through
over 4,000 dealers under contract throughout the United States.
MFN Financial Corporation is a consumer finance company whose principal
operating subsidiary is Mercury Finance Company LLC. Mercury Finance Company LLC
provides specialized, individual financing for automobile nonprime credit buyers
through automobile dealerships.
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[MFN Financial Services Logo] News Release
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Contact:
Mark D. Whitham, CFO
(847) 295-8600, Ext. 120
MFN FINANCIAL CORPORATION ISSUES ADDITIONAL INFORMATION
FOR MFN SHAREHOLDERS ON PREVIOUSLY ANNOUNCED MERGER AGREEMENT
LAKE FOREST, IL - NOVEMBER 19, 2001 - MFN Financial Corporation (OTCBB: MFNF),
today issued the following additional information to its shareholders regarding
its definitive agreement, previously announced today, to be acquired by Consumer
Portfolio Services, Inc. (NASDAQ: CPSS):
In today's prior news release, Consumer Portfolio Services, Inc. said that it
had signed a definitive agreement to acquire MFN Financial Corporation for
$10.00 per share, in cash, of MFN Financial Corporation common stock, plus
transaction related expenses and other contractual obligations. The boards of
both companies have approved the agreement, the release stated. Levine Leichtman
Capital Partners, a Los Angeles, California, based private equity firm, has
committed to provide acquisition financing, the release said.
The transaction is subject to approval by the stockholders of MFN Financial
Corporation, requisite regulatory review and other conditions, and is expected
to be completed in the first quarter of 2002.
ADDITIONAL INFORMATION
MFN Financial Corporation will be sending a proxy statement to its shareholders
seeking their approval of the proposed transaction. Investors and security
holders are advised to read the proxy statement for further information. When
filed, the proxy statement, as well as other SEC filings, can be obtained free
of charge from the web site maintained by the SEC at http://www.sec.gov.
MFN Financial Corporation and its directors and executive officers may be deemed
to be participants in the solicitation of proxies from MFN Financial Corporation
shareholders to approve the merger. Information about these participants is set
forth in the Form 10-K filed with the SEC by MFN Financial Corporation on March
7, 2001. Additional information regarding the interests of
these participants may be obtained by reading the proxy statement regarding the
proposed transaction when it becomes available.
This document contains forward-looking statements that involve risks,
uncertainties and assumptions. In particular, the statement that the acquisition
is expected to close in the first quarter of 2002 is a forward-looking
statement. Factors that could cause the transaction not to close at that time,
or at all, would include the possibility that CPS might not obtain necessary
external financing (although it has received commitments for such financing),
that CPS might not have sufficient internally generated cash, that MFN might not
have the requisite level of available cash, that the required consents of state
consumer finance regulators might not be obtained, and that MFN stockholders may
not approve the transaction. More generally, all statements herein other than
statements of historical fact are statements that could be deemed
forward-looking statements. Risks, uncertainties and assumptions include the
possibility that the market for the services offered by CPS and MFN may not
develop as expected; that the merger transaction does not close or that the
companies may be required to modify aspects of the transactions to achieve
regulatory approval; or that prior to the closing of the proposed merger, the
businesses of the companies suffer due to uncertainty; that the parties may be
unable to successfully execute their integration strategies or to achieve
planned synergy's; and other risks that may be described from time to time in
CPS's and MFN's Securities and Exchange Commission reports. If any of these
risks or uncertainties materializes or any of these assumptions proves
incorrect, CPS's or MFN's results could differ materially from their
expectations in these statements. CPS and MFN assume no obligation to update and
do not intend to update these forward-looking statements.
MFN Financial Corporation, with headquarters in Lake Forest, IL, is a consumer
finance company whose principal operating subsidiary is Mercury Finance Company
LLC. Mercury Finance Company LLC provides specialized, individual financing for
automobile nonprime credit buyers through automobile dealerships.
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