-----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, LzILOgJQ1/m6AY6wbTjIt7Gmt2BZ9esYDJWYBRrL+ujHLAAN7cas+n5Hd9jFJCxX pzciE1M+RbDzmp0F5HhCkA== 0001011438-96-000025.txt : 19980304 0001011438-96-000025.hdr.sgml : 19980304 ACCESSION NUMBER: 0001011438-96-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19960808 ITEM INFORMATION: FILED AS OF DATE: 19960808 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AAMES FINANCIAL CORP/DE CENTRAL INDEX KEY: 0000879957 STANDARD INDUSTRIAL CLASSIFICATION: 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: 96606191 BUSINESS ADDRESS: STREET 1: 3731 WILSHIRE BLVD CITY: LOS ANGELES STATE: CA ZIP: 90010 BUSINESS PHONE: 2133516100 MAIL ADDRESS: STREET 1: 3731 WILSHIRE BLVD 10TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90010 8-K 1 FORM 8-K 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): August 7, 1996 AAMES FINANCIAL CORPORATION (Exact name of Registrant as specified in its charter) Delaware 33-43237 95-4340340 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3731 Wilshire Boulevard, 10th Floor Los Angeles, California 90010 (Address of principal executive offices) (213) 351-6100 (Registrant's telephone number) ITEM 5. OTHER EVENTS Reference is made to the press releases of Registrant, both issued on August 7, 1996, which contain information meeting the requirements of this Item 5 and which are incorporated herein by this reference. Copies of the press releases are attached to this Form 8_K as Exhibits "1" and "2". 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. August 7, 1996 AAMES FINANCIAL CORPORATION by: /s/ Gregory J. Witherspoon --------------------------- Gregory J. Witherspoon Executive Vice President - Finance and Chief Financial Officer EX-1 2 EXHIBIT 1 -- PRESS RELEASE [LETTERHEAD OF PONDEL PARSONS & WILKINSON] NEWS RELEASE Contact: Gregory J. Witherspoon Aames Financial Corporation 213/351-6153 Cecilia A. Wilkinson/Roger S. Pondel Pondel Parsons & Wilkinson 310/207-9300 FOR IMMEDIATE RELEASE AAMES FINANCIAL REPORTS RECORD RESULTS FOR THE FOURTH QUARTER AND FISCAL YEAR - - -- Ninth Consecutive Quarter of Unprecedented Performance -- Los Angeles, California -- August 7, 1996 -- Aames Financial Corporation (NYSE:AAM) today reported that net income for the fiscal year ended June 30, 1996 tripled on revenues that more than doubled, marking Aames' ninth consecutive quarter of record financial performance. For the 1996 fiscal year, Aames reported net income of $31.0 million, up 209 percent from fiscal 1995 net income of $10.0 million. Net income per share, based on significantly more weighted average shares outstanding, rose to $2.20 primary and $2.09 fully diluted, from $1.11 per share on both a primary and fully diluted basis in fiscal 1995. The greater number of shares outstanding primarily reflects the effect of a three-for-two stock split on May 6, 1996 and $115 million of 5-1/2% convertible subordinated debentures due 2006 that were issued in February 1996. Revenues for the year rose 134 percent to $128 million from $54.9 million a year ago. For the three months ended June 30, 1996, Aames reported net income of $10.7 million versus $3.1 million a year earlier. On a per share basis, on more weighted average shares outstanding, net income rose to $0.75 primary and $0.63 fully diluted for the fiscal 1996 fourth quarter compared with $0.32, both primary and fully diluted, for the three months ended June 30, 1995. Revenues for the fourth quarter advanced 185 percent to $44.1 million, up from $15.5 million a year ago. "Aames' record results reflect the success of our national retail expansion, coupled with the strong growth of our correspondent and bulk purchase programs," said Gary K. Judis, chairman and chief executive officer. "Strong financial performance is only part of the Aames success story in fiscal 1996. We particularly focused during the year on adding depth to our management team, enhancing our infrastructure and installing state-of-the-art systems to keep pace with our growth." Judis noted that during the past fiscal year Aames opened 17 new retail loan offices in 10 new states. Total loan originations and purchases in fiscal 1996 reached a record $896 million, the majority of which were sold through four Aames-sponsored mortgage loan securitizations aggregating $791 million in the year, more than double the volume of a year ago. As a result, Aames recognized a 241 percent increase in excess servicing gain for the year. Aames' loan servicing portfolio surpassed the billion-dollar mark at fiscal year end 1996, reaching $1.25 billion, which is more than double that of year end 1995. Total revenue from loan servicing also more than doubled during the year to $18.2 million. Results for fiscal 1996 reflect the company's adoption at the beginning of the fiscal year of Statement of Financial Accounting Standard No. 122. The primary difference between SFAS 122 and prior accounting standards is the accounting treatment of mortgage servicing rights. Previously, the company allocated the entire cost of originating or purchasing a mortgage loan to the carrying value of the loan. Under SFAS 122, mortgage servicing rights are treated as an asset separate from the related loans and, as a result, the total cost of originating or purchasing a mortgage loan is now allocated at the time of origination or purchase between the loan and the related servicing right based upon their respective fair values. The adoption of SFAS 122 increased fully diluted earnings per share in the full year by $0.37 and in the fourth quarter by $0.11. The results of operations of the company for periods prior to fiscal 1996 have not been restated, as SFAS 122 prohibits retroactive treatment. Aames Financial Corporation is a leading home equity lender and currently operates 48 loan offices in 16 states throughout the United States. # # # AAMES FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In thousands except per share data) Three Months Ended Twelve Months Ended June 30, June 30, --------------------- --------------------- 1996 1995 1996 1995 ---------- --------- ---------- --------- Revenue: Excess servicing gain $29,385 $7,824 $78,274 $22,954 Commissions 5,450 3,154 19,880 15,799 Loan service 5,013 2,471 18,185 8,246 Fees and other 4,250 2,046 12,069 7,940 -------- ------- -------- -------- Total revenue 44,098 15,495 128,408 54,939 -------- ------- -------- ------- Expenses: Compensation and related expenses 10,634 4,358 33,241 17,610 Sales and advertising costs 5,932 3,075 18,362 9,906 General and administrative expenses 5,005 1,776 13,926 7,067 Interest expense 4,045 908 9,348 3,205 ------ ------ ------- ------ Total expenses 25,616 10,117 74,877 37,788 ------ ------ ------ ------ Income before income taxes 18,482 5,378 53,531 17,151 Provision for income taxes 7,769 2,231 22,483 7,117 ------- ------- ------- ------- Net income $10,713 $ 3,147 $31,048 $10,034 ======= ======= ======= ======= Net income per share: Primary $ 0.75 $ 0.32 $ 2.20 $ 1.11 ======= ======= ======= ======= Fully diluted $ 0.63 $ 0.32 $ 2.09 $ 1.11 ======= ======= ======= ======= Weighted average number of shares outstanding: Primary 14,329 9,819 14,096 9,021 ======= ======= ======= ======= Fully diluted 18,436 9,819 15,465 9,021 ======= ======= ======= ======= AAMES FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) June 30, 1996 June 30, 1995 ------------- ------------- Assets Cash and cash equivalents $ 18,216,000 $20,359,000 Loans held for sale, at cost which approximates market 64,535,000 23,775,000 Accounts receivable, less allowance for doubtful accounts of $425,000 and $360,000 8,600,000 6,090,000 Excess servicing receivable 129,113,000 42,078,000 Mortgage servicing rights 10,902,000 Residual assets 44,676,000 14,882,000 Equipment and improvements, net 5,612,000 2,063,000 Prepaid assets and other 12,343,000 5,376,000 ------------ ------------ Total assets $293,997.000 $114,623,000 ============ ============ Liabilities and Stockholders' Equity Amounts outstanding under warehouse agreements $ 11,026,000 $ Notes payable and obligations under capital leases 138,045,000 23,144,000 Accounts payable and accrued expenses 8,976,000 6,141,000 Accrued compensation and related expenses 3,949,000 1,703,000 Income taxes payable 21,831,000 3,588,000 ----------- ------------- Total liabilities 183,827,000 34,576,000 ----------- ------------- Stockholders' equity: Preferred Stock, par value $.001 per share, 1,000,000 shares authorized; none outstanding Common Stock, par value $.001 per share, 50,000,000 and 10,000,000 shares authorized; 8,980,500 and 8,813,979 shares outstanding 14,000 9,000 Additional paid-in capital 63,628,000 61,869,000 Retained earnings 46,528,000 18,169,000 ----------- ------------ Total stockholders' equity 110,170,000 80,047,000 ----------- ------------ Total liabilities and stockholders' equity $293,997,000 $114,623,000 ============ ============ EX-2 3 EXHIBIT 2 -- PRESS RELEASE [LETTERHEAD OF PONDEL PARSONS & WILKINSON] NEWS RELEASE CONTACT: Gregory J. Witherspoon Aames Financial Corporation 213/ 351-6100 Cecilia A. Wilkinson/Roger S. Pondel Pondel Parsons & Wilkinson 310/ 207-9300 FOR IMMEDIATE RELEASE AAMES DECLARES REGULAR QUARTERLY CASH DIVIDEND Los Angeles, California -- August 7, 1996 -- The board of directors of Aames Financial Corporation (NYSE:AAM) today declared a regular quarterly cash dividend of $0.05 per share, payable on August 29, 1996 to stockholders of record as of August 15, 1996. Aames Financial Corporation is a leading home equity lender and currently operates 48 loan offices in 16 states throughout the United States. # # # -----END PRIVACY-ENHANCED MESSAGE-----