ALTIVA FINANCIAL CORP
8-K, 2000-04-17
MISCELLANEOUS BUSINESS CREDIT INSTITUTION
Previous: TUMBLEWEED COMMUNICATIONS CORP, DEF 14A, 2000-04-17
Next: TRANSCRYPT INTERNATIONAL INC, DEF 14A, 2000-04-17



<PAGE>   1
- --------------------------------------------------------------------------------



                        SECURITY AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): April 12, 2000



                          Altiva Financial Corporation
             (Exact name of registrant as specified in its charter)



          DELAWARE                      0-21689                 88-0286042
(State or other jurisdiction   (Commission File Number)       (IRS Employer
      of incorporation)                                   Identification Number)



                        1000 PARKWOOD CIRCLE, 6TH FLOOR
                             ATLANTA, GEORGIA 30339
         (Address of principal executive offices, including zip code)


       Registrant's telephone number, including area code: (770) 952-6700


                                 NOT APPLICABLE
         (Former Name or Former Address, if Changed Since Last Report)




- --------------------------------------------------------------------------------

<PAGE>   2
Item 5. Other Events

         On April 12, 2000, Altiva Financial Corporation (the "Company") issued
a press release announcing its financial results for the fiscal quarter ended
February 29, 2000 and announcing that its Board of Directors had authorized
management to seek an immediate cash infusion, without which the Company may
have to consider certain alternatives due to the Company's cash position,
including seeking an arrangement with its creditors, an orderly winding-down of
the business or protection as a debtor under the United States Bankruptcy Code.
As a result of the release of this information, the Nasdaq Stock Market
announced a trading halt status in the Company's common stock traded on the
Nasdaq SmallCap Market pending additional information from the Company.

Item 7. Exhibits.

      Exhibit No.
      -----------

         99.1  --  Press release dated April 12, 2000
<PAGE>   3
                                 EXHIBIT INDEX

         99.1  --  Press release dated April 12, 2000
<PAGE>   4
                                   SIGNATURE


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.


                                    ALTIVA FINANCIAL CORPORATION



                                    By: /s/ J. RICHARD WALKER
                                        ----------------------------------
                                        J. Richard Walker
                                        Executive Vice President
                                        Chief Financial Officer



Date: January 14, 2000


<PAGE>   1
    ALTIVA FINANCIAL CORPORATION REPORTS SECOND QUARTER FISCAL 2000 RESULTS -
               CONTINUING LOSSES CAUSE EVALUATION OF ALTERNATIVES


         Altiva Financial Corporation (Nasdaq: ATVA) today reported its
financial results for the second quarter of fiscal year 2000 ended February 29,
2000.

         Net loss before extraordinary item for the quarter ended February 29,
2000 was $3.3 million ($0.85 per share) compared to net loss before
extraordinary item of $3.1 million ($0.55 per share) for the quarter ended
February 29, 1999. Net income after extraordinary for the quarter ended February
29, 2000, was $4.4 million ($ 1.16 per share), compared to net income after
extraordinary item of $1.7 million ($0.55 per share) for the quarter ended
February 28, 1999.. Income (loss) per share was based on approximately 3.8
million and 3.1 million weighted-average shares of common stock on February 29,
2000 and February 28, 1999, respectively. Stockholders' equity at February 29,
2000 was $23.1 million, compared to $18.6 million at November 30, 1999. At
February 29, 2000, Altiva had $ 3.1 million in unrestricted cash, including cash
in transit compared to $11.3 million in unrestricted cash at November 30, 1999.
Subsequent events may cause a restatement of the value of certain of the assets
carried on Altiva Financial's balance sheet and a commensurate increase in
expense and a related reduction in net worth.

         Altiva Financial previously announced that it had sold $14.0 million
principal amount of 12% Secured Convertible Senior Notes due 2006, with net cash
proceeds to Altiva Financial of $4.0 million and that it had refinanced most of
the $30.4 million principal amount of its outstanding 12 1/2% Subordinated Notes
due 2001. While these events generated additional liquidity for Altiva
Financial, viability of Altiva Financial's operations remained dependent on
improving loan production by The Money Centre, Inc., Altiva Financial's
wholly-owned operating subsidiary, and upon selling the company's existing loan
inventory. During the calendar quarter ended March 31, 2000, loan production by
The Money Centre, Inc. was significantly below levels that the company expected.
In addition, as of March 31, 2000, the sale price of loans sold during the
period were lower than the company expected. These events contributed to a
significant deterioration in Altiva Financial's available cash.

         As a result of Altiva Financial's escalating liquidity problems and
continuing losses in the Las Vegas operation, the Board of Directors authorized
the closing of Altiva Financial's operations in Las Vegas, Nevada.

         In addition, the Board of Directors has instructed management to seek
an immediate cash infusion. Management is actively pursuing such an infusion.
Without such an infusion, the Company may not be able to continue operations for
any determinable period of time and in such a case will consider alternatives,
including seeking an arrangement with its creditors, an orderly winding-down of
the business or protection as a debtor under the United States Bankruptcy Code.

         Altiva Financial also announced today that both Spencer I. Browne and
Hubert M. Stiles, Jr. have elected to resign from the Altiva Financial's Board
of Directors, effective immediately.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission