-----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, AvvkwYEDNMz5BIZz9Ent/wuqYp9FGPvQTeL781UI0SVWC/Vc72gCGvLV5UenuJlO aeDTbwFRkYRZp2RWjtczYA== 0000950150-99-000095.txt : 19990205 0000950150-99-000095.hdr.sgml : 19990205 ACCESSION NUMBER: 0000950150-99-000095 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990202 ITEM INFORMATION: FILED AS OF DATE: 19990204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AAMES FINANCIAL CORP/DE CENTRAL INDEX KEY: 0000879957 STANDARD INDUSTRIAL CLASSIFICATION: LOAN BROKERS [6163] IRS NUMBER: 954340340 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13660 FILM NUMBER: 99521044 BUSINESS ADDRESS: STREET 1: 350 SOUTH GRAND AVE STREET 2: 52ND FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2132105000 MAIL ADDRESS: STREET 1: 3731 WILSHIRE BLVD 10TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90010 8-K 1 FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 2, 1999 AAMES FINANCIAL CORPORATION (Exact name of Registrant as Specified in Its Charter) Delaware 0-19604 95-340340 - ---------------------------- ------------ -------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 350 South Grand Avenue, 52nd Floor Los Angeles, California 90071 (Address of Principal Executive Offices) (323) 210-5000 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) NA ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 1 2 ITEM 5. OTHER EVENTS Reference is made to the press release of Registrant issued on February 2, 1999 which contains information meeting the requirements of this Item 5 and is incorporated herein by this reference. A copy of the press release is attached to this Form 8-K as Exhibit 99. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. AAMES FINANCIAL CORPORATION Dated: February 3, 1999 By: /s/ Barbara S. Polsky --------------------- Barbara S. Polsky Executive Vice President, General Counsel and Secretary 3 4 EXHIBIT INDEX
Exhibit No. Description of Exhibit - ----------- ----------------------- 99 Press release issued February 2, 1999
4 EX-99 2 PRESS RELEASE DATED: FEBRUARY 2, 1999 1 EXHIBIT 99 FOR IMMEDIATE RELEASE - --------------------- CONTACT FOR AAMES FINANCIAL CORP.: CONTACT FOR CAPITAL Z: David Sklar Tracey T. Stearns Aames Financial Corporation Kekst and Company (323) 210-5311 (212) 521-4800 Jeffrey Lloyd/Steve Hawkins Sitrick And Company (310) 788-2850 Aames Amends and Extends Expiration Time of Consent Solicitation LOS ANGELES, CALIFORNIA, FEBRUARY 2, 1999 -- AAMES FINANCIAL CORPORATION (NYSE: AAM) announced today that the holders of a majority of its 9.125% Senior Notes due 2003 (the "Notes") have delivered consents to a waiver of the change of control provisions in the Notes indenture as solicited by Aames. Aames further announced that it has amended its solicitation of consents and has extended the Expiration Time of the consent solicitation to 5:00 p.m., New York City time, on February 9, 1999. Aames commenced its consent solicitation on January 11, 1999 in connection with the proposed equity investment in Aames of up to $100 million by Capital Z Financial Services Fund II, L.P. and certain other purchasers pursuant to Aames' agreement with Capital Z announced earlier. In the consent solicitation, Aames is seeking the waiver of the applicability of the change of control provisions in the Notes indenture with respect to the change of control resulting from the issuance of preferred stock under the agreement with Capital Z. As amended and extended, Aames is also seeking a waiver of the requirement that its consolidated net worth for purposes of the consolidated leverage ratio test in the Notes indenture be based on Aames' balance sheet for its most recent fiscal quarter. If obtained, the net worth definition waiver will allow for immediate recognition of the initial $75 million investment under the agreement as an addition to Aames' consolidated net worth as of December 31, 1998. This would permit Aames to potentially borrow additional working capital following the initial $75 million investment as if the equity investment had been made on December 31, 1998. Unless revoked prior to the Expiration Date, holders of Notes who have previously delivered consents to the change of control waiver will be deemed to have consented to the net worth definition waiver. Donaldson, Lufkin & Jenrette is acting as the Solicitation Agent for the solicitation. Any requests for assistance in obtaining, completing and delivering consent solicitation materials, and any questions concerning the terms of the consent solicitation, may be directed to Donaldson, Lufkin & Jenrette, Attention: Eddy Kup, at (310) 282-7492. This press release does not constitute a solicitation in any jurisdiction in which, or of any person for whom, it is unlawful to make such a solicitation. Aames Financial Corporation is a leading home equity lender, and currently operates 95 Aames Home Loan offices serving 33 states, including the District of Columbia. Its wholly-owned subsidiary, One Stop Mortgage, Inc. currently operates 41 broker offices serving 46 states, including the District of Columbia, and 17 Retail Direct offices serving 11 states. 5 2 From time to time Aames Financial Corporation may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause the Company's actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company's forward-looking statements. The risks and uncertainties that may affect the operations, performance and results of the Company's business include the following: negative cash flows and capital needs; delinquencies and losses in securitization trusts; negative impact on cash flow, right to terminate mortgage servicing; changes in interest rate environment; year 2000 compliance and technological enhancement; prepayment risk; basis risk; credit risk; risk of adverse changes in the secondary market for mortgage loans; dependence on funding sources; dependence on broker network; risks involved in commercial mortgage lending; strategic alternatives; competition; concentration of operations in California; timing of loan sales; economic conditions; contingent risks; and government regulation. For a more complete discussion of these risks and uncertainties, see "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations -- Risk Factors" in the Company's form 10-K for the fiscal year ended June 30, 1998 and "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations -- Risk Factors" in form 10-Q for the quarter ended September 30, 1998. # # # 6 -----END PRIVACY-ENHANCED MESSAGE-----