-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CBufM/4JhRobmnV7dratZd/G6nSnBimz7/wWrPQoohaOIMdec61H84QL3Lr/CJfd mcl5zsKXTrMN4u1LaeBphQ== 0001012975-02-000099.txt : 20020415 0001012975-02-000099.hdr.sgml : 20020415 ACCESSION NUMBER: 0001012975-02-000099 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020408 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WILSHIRE FINANCIAL SERVICES GROUP INC CENTRAL INDEX KEY: 0001024321 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 931223879 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49579 FILM NUMBER: 02604862 BUSINESS ADDRESS: STREET 1: 1776 SW MADISON STREET CITY: PORTLAND STATE: OR ZIP: 97205 BUSINESS PHONE: 5032235600 MAIL ADDRESS: STREET 1: 1776 SW MADISON ST CITY: PORTLAND STATE: OR ZIP: 97205 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FOG CUTTER CAPITAL GROUP INC CENTRAL INDEX KEY: 0001048566 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 522081138 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1631 SW COLUMBIA STREET CITY: PORTLAND STATE: OR ZIP: 97201 BUSINESS PHONE: 5037216500 MAIL ADDRESS: STREET 1: 1310 S W 17TH ST CITY: PORTLAND STATE: OR ZIP: 97201 FORMER COMPANY: FORMER CONFORMED NAME: WILSHIRE REAL ESTATE INVESTMENT TRUST INC DATE OF NAME CHANGE: 19971027 SC 13D/A 1 e60566.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be included in statements filed pursuant to Rule 13d-1(a) and amendments thereto filed pursuant to Rule 13d-2(a) (Amendment No. 5) Wilshire Financial Services Group Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 971867106 - -------------------------------------------------------------------------------- (CUSIP Number) Fog Cutter Capital Group Inc. 1410 SW Jefferson Street Portland, OR 97201 (503) 553-7364 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 2001 - -------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [_]. (continued on following pages) (Page 1 of 4 Pages) Schedule 13D CUSIP No. 971867106 Page 2 of 4 Pages - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS Fog Cutter Capital Group Inc. S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS EIN: 52-2081138 - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [_] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS 00 - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [_] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Maryland - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 2,874,741 NUMBER OF SHARES ----------------------------------------------------------------- 8 SHARED VOTING POWER 2,874,741 BENEFICIALLY OWNED BY ----------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER 2,874,741 REPORTING PERSON ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 2,874,741 WITH - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,874,741 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.8% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- INTRODUCTION The Reporting Person herein named hereby files this Amendment No. 5 to the Statement on Schedule 13D filed by the Reporting Person on June 10, 1999, and amended on June 18, 1999, June 23, 1999, December 20, 1999 and March 23, 2001 (the "Statement") in respect of shares of common stock of Wilshire Financial Services Group Inc. ("WFSG"). Defined terms not otherwise defined herein have the meanings ascribed thereto in the Statement. Only those items amended are reported herein. Item 2. Identity and Background Fog Cutter Capital Group Inc. ("FCCG") is the sole Reporting Person. FCCG changed its address to 1410 SW Jefferson Street, Portland, Oregon 97201. In all other respects the information in Item 2 remains unchanged. Item 4. Purpose of Transaction Item 4 is amended by adding the following paragraphs to the end of Item 4: Effective December 31, 2001, WFSG repurchased a total of 4,168,854 shares of its common stock from entities affiliated with American Express Financial Advisors Inc. (collectively, "AXP"). These shares represented AXP's entire interest in WFSG's common stock, or approximately 21% of the total WFSG shares previously outstanding. This transaction between WFSG and AXP resulted in FCCG becoming the second largest shareholder of WFSG, a savings and loan holding company. The status of owning more than 10% and being one of the two largest shareholders of a savings and loan holding company creates a rebuttable presumption, for regulatory purposes, that such a shareholder "controls" the savings and loan holding company. As a result of FCCG being one of the two largest shareholders of WFSG, a change in control application (Form H-(e)1) must be filed with the Office of Thrift Supervision ("OTS") within ninety days of achieving such status. FCCG filed a Form H-(e)1 with the OTS on March 31, 2002. There can be no assurance that the OTS will approve the Form H-(e)1. If the Form H-(e)1 is not approved by the OTS, FCCG may be required to sell a portion of its WFSG common stock in order to reduce its investment below the next largest shareholder. FCCG is continuing to consider what course of action might best maximize the value of its investment in WFSG. Any course of conduct (including retention of FCCG's current position) needs to comply with requirements of the OTS, including those relating to the "control" of savings and loan holding companies such as WFSG. As a result, FCCG may decide to sell some or all of its shares of WFSG or retain its current ownership position. FCCG does not believe, at this time, that it would seek to increase its ownership of WFSG shares, which would require specific OTS approval. Item 5. Interest in Securities of Issuer The aggregate number of securities and percentage of the class owned by the Reporting Person named in Item 2, as well as the securities as to which such person is deemed to have sole power to vote or to direct the vote, shared power to vote or direct the vote, sole power to dispose or direct the disposition, is set forth in the following table. No. of Power to Vote Power to Dispose Securities Beneficially ------------- ---------------- Person Owned Sole Shared Sole Shared - ------ ----- ---- ------ ---- ------ FCCG 2,874,741 2,874,741 0 2,874,741 0 In all other respects the information in Item 5 remains unchanged. SIGNATURE After reasonable inquiry and to the best of the Reporting Person's knowledge and belief the Reporting Person certifies that the information set forth in this Statement is true, complete and correct. April 8, 2002 FOG CUTTER CAPITAL GROUP INC. By: /s/ Andrew A. Wiederhorn ------------------------ Andrew A. Wiederhorn Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----