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
May 20, 1998
-----------------------------------------------------------------
Date of Report (Date of earliest event reported)
POINT WEST CAPITAL CORPORATION.
=================================================================
(Exact name of registrant as specified in its charter)
Delaware 0-27736 94-3165263
----------- ----------- -----------
(State of other (Commission (IRS Employer
jurisdiction of File Number) Identification
corporation) NO)
1700 Montgomery Street, Suite 250, San Francisco, CA 94111
-----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415)394-9467
<PAGE>
Item 5. Other Events.
=====================
On May 20, 1998 , The Company issued a press release
announcing first quarter earnings. The press release is filed herewith as
exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
============================================================================
(c) Exhibits
99.1 Text of Press Release dated May 20, 1998.
<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.
Point West Capital
Corporation
==================
By/s/Alan B. Perper
----------------------
Alan B. Perper
President
Date: May 21, 1998
<PAGE>
EXHIBIT INDEX
=============
====================== ================================ =======================
Exhibit Number Document Description Sequential
Page Number
============== ===================== ============
====================== ================================ =======================
99.1 Text of Press Release dated
May 20, 1998 1
====================== ================================ =======================
====================== ================================ =======================
FOR IMMEDIATE RELEASE
---------------------
May 20, 1998
-----------------
POINT WEST CAPITAL CORPORATION
------------------------------
ANNOUNCES FIRST QUARTER EARNINGS
--------------------------------
SAN FRANCISCO-(May 20, 1998) Point West Capital Corporation (Nasdaq
Symbol: PWCC) today reported a net loss of $80,000 (or a basic loss of ($0.02)
per share based on 3,253,324 weighted average shares of common stock
outstanding) for the quarter ended March 31, 1998, compared to net income of
$1.1 million (or basic earnings of $0.27 per share based on 4,053,774 weighted
average shares of common stock outstanding) for the quarter ended March 31,
1997. The Company's results of operations for the first quarter of 1998 are not
comparable to the first quarter of 1997, primarily as a result of the volume of
assets sold during the first half of 1997. The Company realized a $139,000 gain
on assets sold in the first quarter of 1998 compared to a $871,000 gain in the
first quarter of 1997. In addition, net income for the quarter ended March 31,
1997 reflects the effects of a $700,000 gain on a sale of an investment. The net
loss for the quarter ended March 31, 1998 reflects the effect of a $801,000 net
loss in the Company's wholly owned financing subsidiary which was charged to the
existing reserve for the loss of the equity interest in such subsidiary.
The Company also reported that, in connection with the pending federal
securities law purported class action lawsuit filed against the Company and its
executive officers and directors, the United States Federal District Court,
Northern District of California, on April 24, 1998 granted with prejudice the
Company's and other defendants' motion to dismiss the claim under Section 11 of
the
<PAGE>
Securities Act of 1933, as amended and claims against Mr. Bow, a director.
The Court denied such motion with respect to claims under Section 10-b of the
Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder.
Until February 1997, the Company provided viatical settlements for
terminally ill persons. Subsequently, the Company has sought to become a
broad-based specialty financial services company. To that end, the Company has
expanded its financial services business. During the second half of 1997 the
Company formed and began operating two new businesses, Fourteen Hill Capital
L.P. ("Fourteen Hill Capital") (a small business investment company licensed by
the Small Business Administration) and Allegiance Capital, LLC ("Allegiance") (a
lender to funeral home and cemetery owners).
At March 31, 1998, Fourteen Hill Capital had one loan and three equity
investments outstanding for which it had originally provided funds in the
aggregate amount of $4.4 million. At March 31, 1998 such loans and investments
were carried on the balance sheet at $10.1 million. The difference between such
carrying value and the original funds provided is reflected as "Comprehensive
Income -- Net Unrealized Investment Gains" in stockholders' equity. At March 31,
1998 such unrealized gains were $5.7 million, compared to $2.6 million at
December 31, 1997. Any gains or losses for such investments will be recognized
on the income statement, if ever, upon the sale of such investments.
Allegiance had two loans outstanding at March 31, 1998 in the aggregate
principal amount of $5.9 million, one with a fixed interest rate per annum of
9.4% and the other with a fixed interest rate of 9.8% per annum.
<PAGE>
The Company also continues to evaluate other strategic business
opportunities. Fourteen Hill Capital and Allegiance are indicative of the types
of business opportunities the Company intends to pursue.
The Company reported a book value of $7.48 per share at March 31, 1998.
The following is summary balance sheet information as of March 31, 1998:
<TABLE>
<S> <C>
Cash and cash equivalents.......................................................................$4,841,069
Restricted cash (1).............................................................................$3,698,306
Investment securities..........................................................................$11,606,231
Loans receivable, net of unearned income........................................................$6,637,093
Assets held for sale...............................................................................$81,170
Purchased life insurance policies..............................................................$35,124,848
Investment in convertible preferred shares......................................................$1,658,478
Total assets...................................................................................$65,044,391
Reserve for equity interest in wholly owned
financing subsidiary.......................................................................$1,499,361
Long term notes payable........................................................................$38,804,107
Total liabilities..............................................................................$40,718,983
Comprehensive income -- net unrealized
investment gains...........................................................................$5,736,111
Retained deficit...............................................................................$(8,076,309)
Total stockholders' equity.....................................................................$24,325,408
<FN>
(1) Restricted cash is pledged by the Company's wholly owned financing
subsidiary, Dignity Partners Funding Corp. I, to secure the repayment of long
term notes payable.
</FN>
</TABLE>
(KEYWORD CALIFORNIA AND INDUSTRY KEYWORD: SPECIALTY FINANCE EARNINGS).
CONTACTS: POINT WEST CAPITAL CORPORATION, SAN FRANCISCO.
Alan B. Perper, 415/394-9467