8-K 1 v33787e8vk.htm FORM 8-K e8vk

Washington, DC 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): September 7, 2007
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
of incorporation)
File Number)
(IRS Employer
Identification No.)
4500 Park Granada, Calabasas, CA
(Address of principal executive offices)
  (Zip Code)
Registrant’s telephone number, including area code: (818) 225-3000
(Former name or former address, 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):
  ¨   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))



Item 2.05   Costs Associated with Exit or Disposal Activities.
     As previously disclosed in a press release of Countrywide Financial Corporation (the “Company”) dated September 7, 2007, the Company announced a plan to reduce costs and improve operating efficiencies in response to lower mortgage market origination volumes and other market conditions. As part of this plan, the Company announced workforce reductions of up to 10,000 to 12,000 positions over the next three months, representing up to 20 percent of its current workforce. Actual reductions could be lower should the interest rate environment and related market volume outlook improve. Also, as part of this plan, the Company expects to engage in lease and other contract terminations. This restructuring has begun and is expected to be substantially completed by year end.
     As a result of this plan, the Company expects to incur one-time costs associated with employee and lease terminations and other miscellaneous items. While the Company currently is in the process of estimating the costs associated with this plan, at this time it is unable in good faith to make a determination of an estimate of the amounts or range of amounts required to be disclosed under SEC rules regarding filings on Form 8-K. The Company intends to file an amendment to this report on Form 8-K within four business days after it has made a determination of such estimates.
     A copy of the Company’s press release dated September 7, 2007 is attached hereto as Exhibit 99.1.
     This report on Form 8-K contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, regarding management’s beliefs, estimates, projections, and assumptions with respect to, among other things, the Company’s future operations, business plans and strategies, as well as industry and market conditions, all of which are subject to change. Actual results and operations for any future period may vary materially from those projected herein and from past results discussed herein. Factors which could cause actual results to differ materially from historical results or those anticipated include, but are not limited to: increased cost of debt; reduced access to corporate debt markets; unforeseen cash or capital requirements; a reduction in secondary mortgage market investor demand; increased credit losses due to downward trends in the economy and in the real estate market; increases in the delinquency rates of borrowers; competitive and general economic conditions in each of the Company’s business segments such as slower or negative home price appreciation; changes in general business, economic, market and political conditions in the United States and abroad from those expected; reduction in government support of homeownership; the level and volatility of interest rates; changes in interest rate paths; changes in debt ratings; changes in generally accepted accounting principles or in the legal, regulatory and legislative environments in which the Company operates; the judgments and assumptions made by management regarding accounting estimates and related matters; the ability of management to effectively implement the Company’s strategies; and other risks noted in documents filed by the Company with the Securities and Exchange Commission from time to time. Words like “believe,” “expect,” “anticipate,” “promise,” “plan,” and other expressions or words of similar meanings, as well as future or conditional verbs such as “will,” “would,” “should,” “could,” or “may” are generally intended to identify forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements or any other information contained herein.
Item 9.01   Financial Statements and Exhibits.
  (d)   Exhibits.
Exhibit No.   Description
  Press Release of Countrywide Financial Corporation dated September 7, 2007



     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.
Dated: September 13, 2007     /s/ Anne D. McCallion  
    Name:   Anne D. McCallion   
    Title:   Senior Managing Director and Chief of Financial Operations and Planning   



Exhibit No.   Description
  Press Release of Countrywide Financial Corporation dated September 7, 2007