FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
LIBERTE INVESTORS INC [ FAC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/30/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 04/30/2004 | X(1) | 5,347,405 | A | $4 | 14,113,644(2) | I | See Footnote.(1)(2)(8) | ||
Common Stock | 04/30/2004 | X(3) | 563,728 | A | $4 | 14,677,372(4) | I | See Footnote.(1)(3)(4)(8) | ||
Common Stock | 05/03/2004 | S(5) | 563,728 | D | $4 | 14,677,372(6) | I | See Footnote.(1)(5)(6)(8) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Subscription Rights (right to buy) | $4 | 04/30/2004 | X(1) | 5,347,405 | 04/30/2004 | 04/30/2004 | Common Stock | 5,347,405 | (7) | 0 | I | See Footnote.(1)(8) | |||
Subscription Rights (right to buy) | $4 | 04/30/2004 | J(3) | 563,728 | 04/30/2004 | 04/30/2004 | Common Stock | 563,728 | (7) | 563,728 | I | See Footnote.(1)(3)(8) | |||
Subscription Rights (right to buy) | $4 | 04/30/2004 | X(3) | 563,728 | 04/30/2004 | 04/30/2004 | Common Stock | 563,728 | (7) | 0 | I | See Footnote.(1)(3)(8) |
Explanation of Responses: |
1. Mr. Ford is a general partner of Hunter's Glen/Ford, Ltd., a Texas limited partnership ("HG/F"), and a general partner of HG/F. Mr. Ford is also the settlor of Turtle Creek Revocable Trust ("TCRT"). On April 1, 2004, Liberte Investors Inc. ("Liberte") commenced a rights offering (the "Rights Offering") pursuant to which Liberte distributed pro rata to its stockholders subscription rights ("Rights") to purchase shares of common stock of Liberte at a purchase price of $4.00 per share. Pursuant to the rules of the New York Stock Exchange, each of HG/F and TCRT was entitled to receive its pro rata share of the Rights upon approval of the stockholders of Liberte. On April 30, 2004, the stockholders of Liberte approved the distribution of Rights to HG/F and TCRT (the "Stockholder Approval"), following which (i) HG/F exercised its Rights to purchase 4,881,487 shares of common stock and (ii) TCRT exercised its Rights to purchase 465,918 shares of common stock. |
2. Includes (i) 12,883,926 shares held by HG/F and (ii) 1,229,718 shares held by TCRT. |
3. On December 15, 2003, HG/F entered into a certain Backstop Agreement (the "Backstop Agreement') with Liberte, pursuant to which HG/F agreed to purchase all Rights that were not exercised by stockholders of Liberte upon expiration of the Rights Offering. Upon expiration of the Rights Offering, an aggregate of 563,728 Rights (the "Backstop Rights") were unsubscribed for by stockholders of Liberte. On April 30, 2004, after the Stockholder Approval and pursuant to its obligations under the Backstop Agreement, HG/F acquired the Backstop Rights and exercised the Backstop Rights to aquire 563,728 shares of common stock (the "Backstop Shares") at a purchase price of $4.00 per share. |
4. Includes (i) 13,447,654 shares held by HG/F and (ii) 1,229,718 shares held by TCRT. |
5. On May 3, 2004, Mr. Ford acquired the Backstop Shares from HG/F at a purchase price of $4.00 per share. |
6. Includes (i) 563,728 shares held by Mr. Ford, (ii) 12,883,926 shares held by HG/F and (iii) 1,229,718 shares held by TCRT. |
7. Not applicable. |
8. Mr. Ford expressly disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein. |
/s/ Gerald J. Ford | 05/04/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |