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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)
October 1, 1996
IMPERIAL THRIFT AND LOAN ASSOCIATION
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(Exact name of Registrant as specified in its Charter)
California 0-26960 95-2864759
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
700 North Central Avenue, Suite 600, Glendale, California 91203
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 551-0600
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events
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Imperial Thrift and Loan Association issued a press release dated October
1, 1996, attached hereto as Exhibit 28.1, announcing the completion on its
holding company reorganization.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibits
Exhibit 28.1 Press Release dated October 1, 1996.
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SIGNATURES
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 thereunto duly authorized.
IMPERIAL THRIFT AND LOAN ASSOCIATION
Date: October 1, 1996 By: /s/ Michael L. Mayer
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Michael L. Mayer
First Vice President and Secretary
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Exhibit 28.1
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[LETTERHEAD OF IMPERIAL THRIFT APPEARS HERE]
FOR IMMEDIATE RELEASE Contract: Michael Sicuro, Chief
Financial Officer
Imperial Thrift and Loan
Association
(818) 551-0600
IMPERIAL THRIFT AND LOAN ASSOCIATION
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COMPLETES HOLDING COMPANY FORMATION
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Glendale, California (October 1, 1996) -- George W. Haligowski, Chairman
of the Board, President and Chief Executive Officer of Imperial Thrift and Loan
Association (Imperial), today announced that Imperial (NASDAQ: ITLA) has
completed its holding company formation. Effective October 1, 1996, each
outstanding share of common stock of Imperial was converted into and
automatically became one share of common stock of ITLA Capital Corporation, the
new holding company. As a result of the holding company formation, Imperial
became a wholly-owned subsidiary of ITLA Capital Corporation.
The holding company formation has been approved by the stockholders of
Imperial, the Federal Deposit Insurance Corporation and the California
Department of Corporations. The transaction is tax-free for federal income tax
purposes and does not require any surrender or exchange of stock certificates on
the part of Imperial's stockholders.
ITLA Capital Corporation is a newly-organized Delaware Corporation,
succeeding to the NASDAQ National Market System quotation of the Imperial common
stock under the symbol "ITLA". Imperial had total assets of $669.5 million at
June 30, 1996.
Imperial Thrift and Loan Association is a 22-year old California
institution. Imperial operates ten offices in California and one in Nevada, and
is headquartered at 700 N. Central Avenue, Suite 600, Glendale, California
91203-1240.
