OLD MARKET CAPITAL Corp 8-K, filed Feb 25, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) February 20, 2020

NICHOLAS FINANCIAL, INC.

(Exact name of registrant as specified in its Charter)

(727) 726-0763

(Registrant’s telephone number, Including area code)

Not applicable

(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 (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

On February 20, 2020, Nicholas Financial, Inc. (the “Company”) entered into, and closed on, an agreement (the “Purchase and Sale Agreement”) with Platinum Auto Finance of Tampa Bay, LLC (d/b/a Platinum Auto Finance) (“Platinum”) and Finanza Acceptance LLC to acquire approximately $19 million of Platinum’s active and performing portfolio of retail installment sales contracts secured by motor vehicle liens and certain promissory notes and related security interests in motor vehicles, for an aggregate purchase price of 95% of par value, a portion of which is held in escrow and subject to reduction under the agreement’s recourse provisions.

This is the Company’s third bulk portfolio purchase of receivables from Platinum.  The first two bulk purchases were made in the prior two months and amounted to $1.1 million and $0.9 million, respectively.   In addition to these transactions, the Company has been cooperating with Platinum on several joint venture initiatives, including cross-marketing, application pass-throughs and other related projects.

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.