<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission file number 0-27550
RAC FINANCIAL GROUP, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
NEVADA 75-2561052
- -------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1250 WEST MOCKINGBIRD LANE, DALLAS, TEXAS 75247
------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(214) 630-6006
------------------------------------------------------
------------------------------------------------------
Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
------- -------
There were 31,894,836 shares of voting common stock and 4,440,676 shares of
non-voting common stock, $.01 par value outstanding as of January 31, 1997.
1
<PAGE>
RAC FINANCIAL GROUP, INC.
INDEX TO FORM 10-Q
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements PAGE
----
Condensed Consolidated Balance Sheets -
September 30, 1996 and December 31, 1996 (unaudited)...... 3
Condensed Consolidated Statements of Income (unaudited) -
Three Months Ended December 31, 1995 and December 31,
1996...................................................... 4
Condensed Consolidated Statements of Cash Flows
(unaudited) - Three Months Ended December 31, 1995 and
December 31, 1996......................................... 5
Notes to Condensed Consolidated Financial Statements
(unaudited)............................................... 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.................. 8
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K..................... 11
SIGNATURE........................................................... 12
2
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PART I - FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
RAC FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
ASSETS
September 30, December 31,
1996 1996
------------- ------------
(unaudited)
Cash and cash equivalents........................... $ 23,167 $ 7,496
Loans held for sale, net............................ 430,812 694,816
Excess servicing receivable......................... 187,230 288,717
Subordinated certificates held for sale............. 16,528 16,879
Receivable from trusts.............................. 32,105 50,211
Other assets........................................ 20,542 25,022
-------- ----------
Total assets..................................... $710,384 $1,083,141
-------- ----------
-------- ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable and accrued liabilities......... $ 19,669 $ 18,884
Warehouse financing facilities with affiliates... 354,481 628,594
Term line of credit.............................. 57,465 84,625
Notes payable.................................... 1,967 2,446
Subordinated notes payable to affiliates......... 7,002 7,002
Convertible subordinated notes................... 100,000 69,920
Allowance for possible credit losses on
loans sold..................................... 54,257 92,321
Deferred tax liabilities, net ................... 20,974 32,443
-------- ----------
Total liabilities ............................... 615,815 936,235
-------- ----------
Commitments
Stockholders' Equity:
Common stock, $0.01 par value:
Authorized shares - 100,000,000
Issued and outstanding shares - 22,499,140
as of September 30, 1996 and 24,980,252
as of December 31, 1996........................ 225 250
Non-voting common stock, $0.01 par value:
Authorized shares - 25,000,000
Issued and outstanding shares - 4,440,676
as of September 30, 1996 and as of
December 31, 1996.............................. 44 44
Additional capital............................... 54,696 87,823
Retained earnings................................ 39,604 58,789
-------- ----------
Total stockholders' equity................... 94,569 146,906
-------- ----------
Total liabilities and stockholders' equity.... $710,384 $1,083,141
-------- ----------
-------- ----------
See accompanying notes.
3
<PAGE>
RAC FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
Three Months Ended
December 31,
-------------------
1995 1996
------- --------
(unaudited)
Revenues:
Gains on sales of loans, net of costs but
before provision for possible credit losses..... $20,273 $ 95,848
Interest.......................................... 1,767 20,432
Servicing income.................................. 694 2,908
Other income...................................... 734 4,400
------- --------
Total revenues.................................. 23,468 123,588
------- --------
Expenses:
Salaries and employee benefits.................... 5,459 14,838
Interest.......................................... 2,043 13,132
Other operating................................... 3,761 21,048
Provision for possible credit losses.............. 4,649 44,388
------- --------
Total expenses.................................. 15,912 93,406
------- --------
Income before income taxes.......................... 7,556 30,182
Provision for income taxes.......................... (2,871) (11,469)
------- --------
Net income...................................... $ 4,685 $ 18,713
------- --------
------- --------
Weighted average common shares and common
equivalent shares outstanding..................... 20,297 29,033
------- --------
------- --------
Primary net income per share of common stock ....... $ 0.23 $ 0.64
------- --------
------- --------
Weighted average fully diluted common shares and
common equivalent shares outstanding............. 20,297 34,957
------- --------
------- --------
Fully diluted net income per share of common stock.. $ 0.23 $ 0.57
------- --------
------- --------
See accompanying notes.
4
<PAGE>
RAC FINANCIAL GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(Dollars in thousands)
Three Months
Ended December 31,
------------------------
1995 1996
--------- ---------
OPERATING ACTIVITIES:
Net income...................................... $ 4,685 $ 18,713
Adjustments to reconcile net income to
net cash used in operating activities:
Provision for possible credit losses.......... 4,649 44,388
Depreciation and amortization................. 125 342
Gain on sales of loans........................ (19,835) (106,558)
Conversion of subordinated debt............... - 1,805
Write off in excess servicing, net............ 394 -
Changes in operating assets and liabilities:
Excess servicing receivable amortization.... 1,566 5,161
Loans originated or acquired................ (195,886) (823,647)
Principal collected and proceeds from
sale of loans.............................. 119,693 570,214
Accrued interest receivable ................ (904) (2,482)
Excess servicing receivable, net............ (232) 78
Receivable from trusts...................... (2,641) (19,434)
Subordinated Certificate held for sale...... (2,400) (351)
Other assets................................ (3,037) (15,374)
Accounts payable and accrued expenses....... 5,745 (1,398)
Deferred tax liability...................... 1,514 11,469
--------- ---------
NET CASH USED IN OPERATING ACTIVITIES............. (86,564) (317,074)
--------- ---------
INVESTING ACTIVITIES:
Cash from acquisition........................... 252 492
Purchases of equipment and leasehold
improvements, net.............................. (134) (565)
--------- ---------
NET CASH PROVIDED BY (USED IN) INVESTING
ACTIVITIES....................................... 118 (73)
--------- ---------
FINANCING ACTIVITIES:
Borrowings on warehouse financing facilities,
net............................................ 81,094 274,114
Borrowings on term line of credit............... 6,715 27,160
Repayments on notes payable, net................ (32) (516)
Borrowings - Invester payable................... 173 -
Proceeds from repayments of subordinated notes
payable to affiliates.......................... 2,500 -
Exercise of stock options....................... - 718
--------- ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES ........ 90,450 301,476
--------- ---------
INCREASE (DECREASE) IN CASH ...................... 4,004 (15,671)
Cash and cash equivalents at beginning of period.. 2,967 23,167
--------- ---------
Cash and cash equivalents at end of period........ $ 6,971 $ 7,496
--------- ---------
--------- ---------
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid during the period................. $ 1,771 $ 11,723
--------- ---------
--------- ---------
Non-cash Investing and Financing Activities:
Acquisition of assets, net.................... $ 697 $ -
--------- ---------
--------- ---------
See accompanying notes.
5
<PAGE>
RAC FINANCIAL GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
DECEMBER 31, 1996
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. Operating results for the three month
period ended December 31, 1996 are not necessarily indicative of the results
that may be expected for the year ended September 30, 1997. For further
information, refer to the consolidated financial statements and footnotes
thereto for the year ended September 30, 1996 included in RAC Financial Group,
Inc.'s 1996 Annual Report filed with the SEC on Form 10-K.
On October 1, 1996, FIRSTPLUS Consumer Finance, Inc., a wholly owned
subsidiary of the Company, acquired National Loans, Inc. ("National") through
an exchange of stock, in a transaction accounted for as a pooling of
interest. However, because of the relative size of the acquisition, the
Company does not plan to restate its historical statements of income to
account for the acquisition. As such, beginning retained earnings will be
restated for the effect of all years prior to the year of acquisition. The
Company issued 501,996 shares of its Common Stock to the former shareholders
of National. National is an originator of small, consumer loans and had a net
loan portfolio of $15.3 million at the date of acquisition.
On October 22, 1996, the Company's Board of Directors approved a two-for-
one common stock split. The split, effectuated as a stock dividend of one newly
issued share of Common Stock for each share of Common Stock outstanding, was
effective for shareholders of record at the close of business on November 15,
1996, and payable on November 29, 1996. Par value will remain at $0.01 per
share. Financial information contained in these financial statements has been
adjusted to reflect the impact of the common stock split.
In June 1996, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Standards No. 125 ("FASB 125"), "Accounting for Transfer
and Servicing of Financial assets and Extinguishment of Liabilities." FASB 125
addresses the accounting for all types of securitization transactions,
securities lending and repurchase agreements, collateralized borrowing
arrangements and other transactions involving the transfer of financial assets.
FASB 125 is generally effective for transactions that occur after December 31,
1996, and it is to be applied prospectively. FASB 125 will require the Company
to allocate the total cost of mortgage loans sold to the mortgage loans sold
(servicing released), retained certificates and servicing rights based on their
relative fair values. The Company will be required to assess the retained
certificates and servicing rights for impairment based upon the fair value of
those rights. The pronouncement also will require the Company to provide
additional disclosure about the retained certificates in its securitizations and
to account for these assets at fair value in accordance with FASB 115. The
Company will apply the new rules prospectively beginning in the first calendar
quarter of 1997 and, based on current circumstances, does not believe the
application of the new rules will have a material impact on the Company's
financial statements.
All tabular information is presented in thousands.
6
<PAGE>
RAC FINANCIAL GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
2. LOANS HELD FOR SALE
Loans held for sale consist of the following:
September 30, December 31,
1996 1996
------------- ------------
(unaudited)
Conventional Loans............................. $386,934 $625,009
Title I Loans.................................. 34,712 46,586
First lien mortgages........................... 1,714 849
Construction Loans............................. 1,827 737
Consumer finance Loans......................... - 23,197
-------- --------
Subtotal.................................... 425,187 696,378
Allowance for possible credit losses........... (6,495) (11,398)
Deferred finance charges....................... - (5,580)
Net purchase premiums (discounts).............. 12,120 15,416
-------- --------
Total....................................... $430,812 $694,816
-------- --------
-------- --------
3. ALLOWANCE FOR POSSIBLE CREDIT LOSSES
The activity in the allowance for possible credit losses is summarized
as follows:
September 30, December 31,
1996 1996
------------- ------------
(unaudited)
Balance, beginning of period................... $ 4,794 $ 60,752
Provision for possible credit losses........... 59,644 44,388
Charge offs, net............................... (3,901) (1,801)
Other.......................................... 215 380
-------- --------
Balance, end of period......................... $ 60,752 $103,719
-------- --------
-------- --------
Components of Allowance:
Allowance for possible credit losses......... $ 6,495 $ 11,398
Allowance for possible credit losses on
loans sold.................................. 54,257 92,321
-------- --------
Total........................................ $ 60,752 $103,719
-------- --------
-------- --------
4. EXCESS SERVICING RECEIVABLE
The activity in the Excess Servicing Receivable is summarized as follows:
Three Months
Year Ended Ended
September 30, December 31,
1996 1996
------------- ------------
(unaudited)
Balance, beginning of period................... $ 29,744 $187,230
Excess servicing gains......................... 170,679 106,558
Amortization .................................. (12,982) (5,071)
Other.......................................... (211) -
-------- --------
Balance, end of period ........................ $187,230 $288,717
-------- --------
-------- --------
7
<PAGE>
RAC FINANCIAL GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)
5. OTHER ASSETS
Other assets consist of the following:
September 30, December 31,
1996 1996
------------- ------------
Goodwill, net.................................. $ 424 $ 411
Furniture, equipment and leasehold
improvements, net............................ 5,497 5,166
Debt offering costs............................ 3,112 2,335
Prepaids and other ............................ 11,509 17,110
------- -------
Total........................................ $20,542 $25,022
------- -------
------- -------
6. GAINS ON SALES OF LOANS
The gains on sales of loans and the related costs consist of the following:
Three Months Ended
December 31
Unaudited
------------------------
1995 1996
-------- ---------
(unaudited)
Excess servicing gain.......................... $21,414 $106,558
Gain sharing on loan sales..................... (534) -
------- --------
Subtotal.................................... 20,880 106,558
Gain on whole loan and bulk sales.............. 2,548 4,744
------- --------
Total....................................... 23,429 111,302
Residual Interest Income....................... 109 2,717
Premiums, net.................................. (2,414) (15,131)
Transaction costs.............................. (850) (3,040)
------- --------
Gains on sales of loans (before provision
for possible credit losses)................... $20,273 $ 95,848
------- --------
------- --------
8
<PAGE>
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FINANCIAL CONDITION
DECEMBER 31, 1996
Loans held for sale increased from $430.8 million as of September 30,
1996 to $694.8 million as of December 31, 1996, an increase of $264.0 million
or 61.3%. This increase was primarily due to an expanded correspondent
network, increased direct to consumer originations and corresponding
increases in repurchase facilities and warehouse facilities, which allowed
for substantial growth in loan originations.
The Company's excess servicing asset increased from $187.2 million at
September 30, 1996 to $288.7 million at December 31, 1996, an increase of $101.5
million or 54.2%. This increase was due to the $394.8 million increase in the
amount of loans securitized and sold from October 1, 1996 through December 31,
1996.
The Company's warehouse and repurchase facilities are its primary source
of funding for loan originations. As of September 30, 1996, the Company had
outstanding balances of $354.5 million owed to warehouse and repurchase
lenders at an approximate 6.6% rate of interest. As of December 31, 1996 the
Company had outstanding balances of $628.6 million owed to warehouse and
repurchase lenders at an approximate 6.6% rate of interest. This represents
a $274.1 million warehouse and repurchase line balance increase from
September 30, 1996 to the December 31, 1996, or 77.3%.
Accounts payable and other accrued liabilities decreased from $19.7 million
as of September 30, 1996 to $18.9 million as of December 31, 1996. This
represents a $785,785 decrease over the period, or 4.0%. This decrease was
primarily a result of the subsequent payment of the accrued bonuses in October.
9
<PAGE>
Total shareholders' equity at December 31, 1996 was $146.9 million, as
compared with $94.6 million at September 30, 1996, an increase of $52.3 million
or 55.3%. During the three months ended December 31, 1996, the Company earned
net income of $18.7 million, issued 1,986,850 of common shares for the
conversion of subordinated notes and excercise of options resulting in a $32.6
million addition to equity and issued 501,996 of common shares in conjunction
with an acquisition.
RESULTS OF OPERATIONS
The Company's total revenues increased to $123.6 million during its first
fiscal 1997 quarter from $23.5 million for the comparable fiscal 1996 quarter,
an increase of $100.1 million or 426.6%.
The increase in the volume of loans originated and purchased by the Company
and the increase in the size and scope of the Company's securitization program
throughout fiscal 1996 and continuing into fiscal 1997 was primarily responsible
for this increase in revenues. The Company's securitization transactions
resulted in increased Gain on Sale of Loans. Gain on Sale of Loans increased
because the Company was able to increase the volume of loans sold more
efficiently in the quarter ended December 31, 1996, without reduction due to
sharing arrangements present in the quarter ended December 31, 1995. Interest,
servicing and other income also increased substantially during the December 31,
1996 quarter when compared to the December 31, 1995 quarter, primarily as a
result of the increased quantity of loans originated, held for sale and serviced
by the Company.
The Company's provision for possible credit losses increased by $39.7
million, from $4.6 million for the quarter ended December 31, 1995 to $44.4
million for the quarter ended December 31, 1996. These increases in the
provision for possible credit losses were proportional to the Company's increase
in securitization activity, as adjusted for the increasing percentage of
Conventional loans securitized by the Company throughout the 1996 calendar year
and the removal of the Warehouse Lender's sharing arrangement payment (which
required the Warehouse Lender rather than the Company to reserve for certain
loans).
Total expenses including provision for income taxes increased from $18.8
million for the three months ended December 31, 1995 to $104.9 million for the
three months ended December 31, 1996, an increase of $86.1 million or 458.3%.
As a percentage of total revenues, total expenses including taxes increased from
80.0% in the December 1995 quarter to 84.9% in the December 1996 quarter.
As a result of the above, net income increased from $4.7 million for the
December 1995 quarter to net income of $18.7 million for the December 1996
quarter. This represents an increase of $14.0 million, or a 299.5% increase.
Such increases were primarily the result of growth in loan production and sale
of loans through securitizations for the respective comparative periods as well
as the increase in net interest income earned on loans retained on the balance
sheet.
The Company completed the funding of the 1996-3 securitization by
delivering $44.4 million in loans in October 1996. The Company also delivered
$350.4 million out of $400.0 million in loans to the 1996-4 securitization in
November 1996.
Weighted Average Fair, Isaac and Company scores (a default prediction model
utilized by the Company) for the Conventional loans securitized in the Company's
1996-4 securitization were approximately 668 points. Weighted Average Fair,
Isaac and Company scores for the Conventional Loans securitized in the Company's
1995-4 securitization (closed during the quarter ended December 31, 1995) were
approximately 645 points. This improvement in loan quality and consistency
reflects the Company's effort to produce a well received and reliable
securitization product.
The Company's servicing (including subserviced loans) loan portfolio had 30
day and over delinquencies of 2.7% as of December 31, 1996, and 4.0% as of
December 31, 1995. This decrease was primarily due to increased loan
origination volumes. On a static pool basis, the Company's seasoned
securitizations (those transactions funded more than six months ago), had a
weighted average 30 day and over delinquency rate of 4.5%.
Gross defaults (before recoveries and Title I insurance claims paid) as a
percentage of the serviced loan portfolio declined from the December 1995
quarter to the December 1996 quarter. Gross defaults for the three months
ended December 31, 1995 equaled $2.0 million, or 0.05% of the December 1995
quarterly loan portfolio. Gross defaults for the three months ended
December 31, 1996 equaled $5.6 million or 0.3% of the December 1996 loan
servicing portfolio. Gross
10
<PAGE>
defaults experienced in the three months ended December 31, 1996 were primarily
the result of lower quality loans defaulting. As of December 31, 1996,
reserves exceed cumulative defaults in the securitizations effected, as well as
for all other loans in the Company's servicing portfolio.
On a seasoned pool basis the weighted average prepayment rates for the
Company's seasoned securitizations (those transactions funded more than six
months ago) were within the range of 4.9% and 11.6% for the quarter ended
December 31, 1996. Prepayment rates for newer securitizations and for non-
securitized loans on the Company's balance sheet are not yet sufficient to
provide meaningful data regarding future loan performance.
LIQUIDITY AND CAPITAL RESOURCES
The Company's operations require continued access to financing
sources. The Company's primary operating cash requirements include the
funding of (i) loan originations and purchases, (ii) reserve accounts,
overcollateralization requirements, fees and expenses incurred in
connection with its securitization transactions, (iii) tax payments due
on the Company's taxable income, (iv) television, radio and direct mail
advertising and other marketing, and (v) administrative and other operating
expenses.
Adequate credit facilities and other sources of funding, which permit the
Company to fund its operating cash requirements and to securitize or sell loans
in the secondary market, are essential to the continuation of the Company's
ability to originate and purchase loans. After utilizing available working
capital, the Company borrows money to fund its loan originations and purchases,
and repays these borrowings as the loans are repaid or sold. Upon the
securitization or sale of loans and the subsequent repayment of the borrowings,
the Company's working capital and warehouse lines of credit again become
available to fund additional loan originations and purchases.
In October 1996, the Company increased the Bank One Facility from $60
million to $110 million and Bear Stearns Facility from $300 million to $500
million.
In November 1996, the Company entered into the $75 million Bear Stearns
Term Line. The Bear Stearns Term Line may be utilized by the Company with
respect to Excess Servicing Receivable generated by securitization in which Bear
Stearns is the lead Manager. At December 31, 1996, the Company had borrowed
$23.0 million under this facility.
In December 1996, the Company entered into the $100 million PaineWebber
Term Line and the $400 million PaineWebber Facility. The PaineWebber Term Line
bears interest at LIBOR plus 2.1% and the PaineWebber Facility bears interest at
LIBOR plus 1.00%.
As a result of the Company's increasing volume of loan originations and
purchases, and its expanding securitization activities, the Company has
operated, and expects to continue to operate, on a negative operating cash flow
basis, which is expected to increase as the volume of the Company's loan
purchases and originations increase and its securitization program grows. The
Company's operations used $317.1 million during the quarter ended December 31,
1996. The increase in the use of cash in operations is primarily related to
the cost of an enlarged infrastructure, employee base and the costs that
accompany the Company's securitization strategy (which increases the Gain on
Sale of Loans but reduces the amount of cash received on the sale of loans as
compared to whole-loan sales). Cash from financing and investing activities
provided cash in the amount of $301.4 million for the quarter ended December 31,
1996. Financing and investing activities increased primarily due to additional
borrowings related to the Subordinated Notes, the Term Line and other
borrowings, which have been used to fund loan originations, working capital and
securitization costs.
In addition, the Company has begun to implement a strategy of maintaining a
significant quantity of loans on its balance sheet, thus increasing the length
of time that loans are held for sale and materially increasing its interest rate
risk. Because the Company's present loan facilities bear interest at variable
rates, the Company has a need for medium to long term fixed-rate financing. If
the Company is unable to obtain such financing, it could have a material adverse
effect on the Company's results of operations and financial condition.
11
<PAGE>
PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
Not Applicable
Item 2. CHANGES IN SECURITIES
Not Applicable
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not Applicable
Item 5. OTHER INFORMATION
Not Applicable
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) Exhibits:
11 Statement re: Computation of Per Share Earnings
27 Financial Data Schedule
(B) Reports on Form 8-K
On December 19, 1996, the Company filed a Current Report on Form 8-K with
respect to certain risk factors.
12
<PAGE>
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.
RAC Financial Group, Inc.
(Registrant)
by: /s/ ERIC C. GREEN
------------------------------------
Eric C. Green
Chief Financial Officer
(Principal Financial Officer and
Duly Authorized Officer)
date: February 14, 1997
----------------------------------
13
<PAGE>
INDEX TO EXHIBITS
(A) Exhibits
11 Statement re: Computation of Per Share Earnings
27 Financial Data Schedule
14
<PAGE>
EXHIBIT 11 - STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
(In thousands, except per share data)
FOR THE QUARTER
-------------------
ENDED DECEMBER 31
-------------------
1995 1996
------- --------
Net income.................................. $ 4,685 $ 18,713
Less: Accrual of preferred stock dividends.. (48) -
------- --------
Net income applicable to common stock....... $ 4,637 $ 18,713
------- --------
------- --------
Average common shares outstanding........... 20,297 27,688
Common stock equivalents:
Warrants and options........................ - 1,345
------- --------
Weighted average common and common
equivalent shares outstanding............. 20,297 29,033
------- --------
------- --------
Primary net income per share of common
stock..................................... $ 0.23 $ 0.64
------- --------
------- --------
Net income.................................. $ 4,685 $ 18,713
Add: Interest from convertible debt......... 1,767
Less: Accrual of preferred stock dividends.. (48) -
Tax effect on convertible debt
interest............................ (671)
------- --------
Net income applicable to common stock....... $ 4,637 $ 19,809
------- --------
------- --------
Average common shares outstanding........... 20,297 27,688
Common stock equivalents:
Warrants and options........................ - 1,345
Convertible subordinated debt............... - 5,924
Weighted average fully diluted common and
common equivalent shares outstanding..... 20,297 34,957
------- --------
------- --------
Fully diluted net income per share of
common stock.............................. $ 0.23 $ 0.57
------- --------
------- --------
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-START> OCT-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 7,496,018
<SECURITIES> 16,878,625
<RECEIVABLES> 1,046,826,610
<ALLOWANCES> 102,945,541
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 8,087,911
<DEPRECIATION> 2,864,390
<TOTAL-ASSETS> 1,083,141,194
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 294,287
<OTHER-SE> 146,611,977
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</TABLE>
