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UNITED STATES
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
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DECEMBER 24, 1996 0-21845
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Date of Report (Date of earliest event reported) Commission File Number
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WILSHIRE FINANCIAL SERVICES GROUP INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 93-1223879
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(State or other jurisdiction of incorporation or (I.R.S. Employer Identification Number)
organization)
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1776 SW MADISON ST.
PORTLAND, OR 97205
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(Address of Principal Executive Offices) (Zip Code)
(503) 223-5600
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
Wilshire Financial Services Group Inc. (the "Company") is filing this
Current Report on Form 8-K to update certain transactions that were pending as
of the time of the Company's initial public offerings of 1,800,000 shares of
Common Stock, par value $.01 per share (the "Common Stock"), and $75,000,000
aggregate principal amount of 13% Notes Due 2004 (the "Notes"), each of which
closed on December 24, 1996, and to announce the exercise of the common stock
underwriter's overallotment option and the partial exercise of the notes
underwriter's overallotment option.
In October 1996, the Company committed to acquiring the servicing rights
to a portfolio of approximately $292 million unpaid principal amount of
residential mortgage loans offered by Merrill Lynch Credit Corporation. The
servicing transfer was completed on December 13, 1996, and the Company retained
Wilshire Credit Corporation as a subservicer.
On November 1, 1996, Girard Savings Bank, F.S.B. ("Girard"), an indirect
wholly-owned subsidiary of the Company, purchased approximately $240.8 million
unpaid principal amount of discounted mortgage loans from Citicorp North America
Inc. and Citibank, N.A. (the "Citicorp Portfolio"). Girard financed part of the
purchase price through a master repurchase agreement with Bear Stearns Mortgage
Capital Corporation, with the intention of repaying such financing by selling a
pool of certain performing residential mortgage loans (the "Pool") to Wilshire
Funding Corporation ("WFC"), another wholly owned subsidiary of the Company. On
December 24, 1996, Girard completed the sale of the Pool to WFC, and WFC sold
the Pool to CS First Boston Mortgage Securities Corp., who contributed them to a
securitized trust, beneficial interests in which were sold to the public by
Credit Suisse First Boston. First Bank of Beverly Hills, F.S.B., another
indirect wholly-owned subsidiary of the Company, also disposed of loans through
this offering.
On December 24, 1996, concurrently with the closing of the Common Stock
offering, an additional 270,000 shares of Common Stock were sold at a price
to the public of $10.50 per share pursuant to the exercise of the overallotment
option granted to Friedman Billings Ramsey & Co., Inc. ("FBR"), the managing
common stock underwriter.
On January 14, 1997, FBR, as sole notes underwriter, advised the Company
that FBR would exercise its option to purchase an aggregate of $9,245,000 of
Notes to cover overallotments. The closing on the sale of the additional
$9,245,000 of Notes is expected to occur on January 17, 1997.
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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 hereunto duly authorized.
WILSHIRE FINANCIAL SERVICES GROUP INC.
Date: January 16, 1997 By: /s/ Chris Tassos
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Name: Chris Tassos
Title: Chief Financial Officer
