<PAGE>
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 11, 1998
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Date of Report (Date of earliest event reported)
Imperial Credit Commercial Mortgage Investment Corp.
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(Exact name of registrant as specified in its charter)
Maryland 000-23089 95-4648345
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State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
11601 Wilshire Blvd., Suite 2080, Los Angeles, CA 90025
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(Address of principal executive offices) (Zip Code)
(310) 231-1280
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(Registrant's telephone number)
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ITEM 5. OTHER EVENTS.
On May 6, 1998, Imperial Credit Commercial Mortgage Investment Corp. (the
Registrant") issued a press release reporting its earnings for the quarter ended
March 31, 1998. A copy of the press release is attached as Exhibit 99.1 to this
Form 8-K and is incorporated herein by reference.
ITEM 7. EXHIBIT
Exhibit 99.1 Press release of the Registrant, dated May 6, 1998
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
By: /s/ MARK S. KARLAN
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Mark S. Karlan, President and Chief Executive Officer
Dated: May 11, 1998
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
--- ---------------------------------
<C> <S>
99.1 Press release of the Registrant dated May 11, 1998
</TABLE>
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ICCMIC
FOR IMMEDIATE RELEASE EXHIBIT 99.1
IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT
CORP. ANNOUNCES FIRST QUARTER 1998 RESULTS
LOS ANGELES, CALIFORNIA, May 6, 1998. Imperial Credit Commercial Mortgage
Investment Corp. (Nasdaq: ICMI) today reported net earnings of $7.8 million, or
$0.23 per share (on both a basic and diluted basis) for the quarter ended March
31, 1998.
Mark S. Karlan, the President and CEO of the Company, stated, "We are
extremely pleased with our first quarter results. During the quarter, our
Company made approximately $156 million of additional investments. In addition,
we entered into a warehouse line of credit for $500 million with Morgan Guaranty
Trust Company of New York (a subsidiary of J.P. Morgan & Co. Incorporated) and a
reverse repurchase loan facility for $25 million with Merrill Lynch Mortgage
Capital Inc. The process of leveraging our investments has now begun."
The Company's first quarter results and financial position can be
summarized as follows (dollars in thousands, except per share data):
<TABLE>
<CAPTION>
Operating Results: Amount Per Share /(A)/ Per Diluted Share /(B)/
- -----------------
<S> <C> <C> <C>
Net earnings $7,848 $0.23 $0.23
Funds from operations $7,848 $0.23 $0.23
Dividends /(C)/ $8,280 $0.24 n/a
</TABLE>
<TABLE>
<CAPTION>
Summary of Financial Position:
- -----------------------------
<S> <C>
Cash and cash equivalents $ 24,339
Securities available-for-sale 64,925
Mortgage loans, net 414,967
Other assets 5,421
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TOTAL ASSETS $509,652
========
Liabilities $ 30,077
Total Stockholders'
Equity 479,575
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Total Liabilities and
Stockholders' Equity $509,652
========
</TABLE>
Per share amounts are based on /(A)/ basic weighted average common shares
outstanding and /(B)/ diluted weighted average common shares outstanding,
including common stock equivalents. The Company declared a dividend /(C)/ in
March 1998 for the first quarter and for the remaining portion of undistributed
taxable income for 1997, which was paid on April 14, 1998.
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Annualized asset yields for the first quarter were 8.74% for mortgage
loans, net of servicing fees, 10.63% for securities available-for-sale and 5.56%
for repurchase agreements and interest bearing deposits. The overall annualized
portfolio yield for the quarter was 7.83%.
The value of the Company's portfolio of commercial asset and mortgage-
backed securities of approximately $60 million increased from the end of 1997 by
approximately $0.3 million for the mark to market adjustment at the end of the
quarter. During the quarter, the Company acquired approximately $6 million of
asset-backed securities issued by Franchise Mortgage Acceptance Corp. ("FMAC",
NYSE: FMAX), an affiliate of Imperial Credit Industries, Inc. ("Imperial Credit
Industries", Nasdaq: ICII). The Company has not invested in any residential
mortgage-backed securities.
Subsequent to the end of the first quarter, the Company acquired
approximately $49 million of loans from FMAC and borrowed $29 million under the
warehouse line and approximately $14 million under the reverse repurchase line.
On April 30, 1998, the Company completed a forward swap transaction whereby
approximately $77 million of anticipated borrowings at LIBOR were exchanged for
fixed rate borrowings at approximately 5.99% pursuant to a declining notional
balance schedule over ten years.
Imperial Credit Commercial Mortgage Investment Corp. is a real estate
investment trust that invests primarily in performing multifamily and commercial
mortgage loans, real property and interests in commercial mortgage-backed
securities. The manager of the Company is a wholly-owned subsidiary of Imperial
Credit Industries.
Set forth below are the Company's consolidated balance sheet and income
statement as of and for the quarter ended March 31, 1998.
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IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
Consolidated Balance Sheet
March 31, 1998
<TABLE>
<S> <C>
ASSETS
Cash and interest bearing deposits $ 24,339
Securities available-for-sale, at market value 64,925
Mortgage loans, net 414,967
Accrued interest receivable 4,305
Other assets 1,116
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Total Assets $509,652
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LIABILITIES
Dividends and distributions payable $ 8,280
Accrued expenses, payables and other liabilities 21,797
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Total Liabilities 30,077
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STOCKHOLDERS' EQUITY
Common stock, $.0001 par value,
Authorized 500,000,000 shares,
34,500,000 shares issued and outstanding 3
Additional paid-in capital 481,856
Unrealized gain on securities available for sale 474
Distributions in excess of earnings (2,758)
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Total Stockholders' Equity 479,575
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $509,652
========
</TABLE>
IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
Consolidated Statement of Income
For The Quarter Ended March 31, 1998
<TABLE>
<S> <C>
INTEREST INCOME
Repurchase agreements and interest bearing deposits $2,119
Securities available for sale 1,454
Mortgage loans 5,973
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Total Interest Income 9,546
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OPERATING EXPENSES
Management fees 1,200
Due diligence expenses 150
Other 348
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Total Expenses 1,698
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Net Earnings $7,848
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EARNINGS PER SHARE
Basic $ 0.23
Diluted $ 0.23
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic 34,500,000
Diluted 34,570,167
</TABLE>
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Certain statements contained herein are "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities Act
of 1934, as amended. These forward-looking statements may be identified by
reference to a future period(s) or by the use of forward-looking terminology,
such as "may," "will," "intend," "should," "expect," "anticipate," "estimate" or
"continue" or the negatives thereof or other comparable terminology. The
Company's actual results could differ materially from those anticipated in such
forward-looking statements due to a variety of factors, including, but not
limited to, changes in national, regional or local economic environments,
competitive products and pricing, government fiscal and monetary policies,
changes in prevailing interest rates, the course of negotiations, the
fulfillment of contractual conditions, factors inherent to the valuation and
pricing of interests in commercial mortgage-backed securities, other factors
generally understood to affect the real estate acquisition, mortgage and leasing
markets and security investments, the other risks detailed in the Company's
Registration Statement on Form S-11, as amended, filed with the Securities and
Exchange Commission (the "SEC"), the Company's 1997 Annual Report on Form 10-K
filed with the SEC on March 31, 1998 and other filings made by the Company with
the SEC.
The Company will hold a teleconference on Wednesday, May 6, 1998 at 9:00
A.M. Pacific Time, 12:00 P.M. Eastern Time. The phone number for the
teleconference is (719) 457-2647 and confirmation code is 471467. To access a
replay of the teleconference, please call (402) 220-0150 on or before May 8,
1998.
For further information, please contact Michael Meltzer at (310) 231-5906
or Karen Montandon at (310) 791-8022.
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