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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 13, 1999
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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)
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<S> <C> <C>
Maryland 0-23089 95-4648345
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State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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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 13, 1999, Imperial Credit Commercial Mortgage Investment Corp. (the
"Registrant") issued a press release reporting earnings for the quarter ended
March 31, 1999. 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 13, 1999
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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 thereunto duly authorized.
IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
By: /s/ MICHAEL MELTZER
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Michael Meltzer, Chief Financial Officer and Treasurer
Dated: May 13, 1999
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EXHIBIT INDEX
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<CAPTION>
Exhibit
No. Description
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<C> <S>
99.1 Press release of the Registrant dated May 13, 1999
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(LOGO OF IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.)
FOR IMMEDIATE RELEASE EXHIBIT 99.1
IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
ANNOUNCES FIRST QUARTER 1999 RESULTS
LOS ANGELES, CALIFORNIA, May 13, 1999. Imperial Credit Commercial Mortgage
Investment Corp. (Nasdaq: ICMI) today reported net earnings of $4.8 million or
$0.17 per share for the quarter ended March 31, 1999 as compared to net earnings
of $7.8 million or $0.23 per share for the same period last year. Per share
amounts presented herein are the same for basic and diluted share computations.
The Company's net earnings for the quarter ended March 31, 1999 were reduced by
a $3.1 million ($0.11 per share) non-cash charge to increase the Company's
allowance for loan losses on mortgage loans. There was no similar charge in the
same period last year.
The Company's operating results, funds from operations and financial
position are summarized as follows (dollars in thousands, except per share
data):
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<CAPTION>
1999 1998
Operating Results: 1/st/ Quarter 1/st/ Quarter
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<S> <C> <C>
Net earnings $4,795 $7,848
Depreciation of real property 791 -
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Funds from operations ("FFO") $5,586 $7,848
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Dividends declared $8,550 $8,280
Net earnings per share 0.17 0.23
FFO per share 0.20 0.23
Dividends declared per share 0.30 0.24
<CAPTION>
March 31, December 31,
Summary of Financial Position: 1999 1998
- ------------------------------ --------- ------------
<S> <C> <C>
Cash and cash equivalents $ 9,944 $ 23,398
Repurchase agreements 18,071 -
Mortgage loans, net 513,944 556,648
Real property, net 105,691 107,663
Securities available-for-sale 55,910 57,671
Other assets 8,548 11,794
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Total Assets $712,108 $757,174
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Dividends and other payables and accruals $ 15,878 $ 17,233
Debt 292,754 331,132
Total Stockholders' Equity 403,476 408,809
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Total Liabilities and Stockholders' Equity $712,108 $757,174
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Allowance for Loan Losses
The loan loss provision for the first quarter of 1999 was generally due to
an increase in the principal amount of mortgage loans maintained on non-accrual
status. As of March 31, 1999, the Company's mortgage loan portfolio included
1,267 loans with a principal balance of $513.9 million (before an allowance for
loan losses of $11.1 million), of which 48 loans with a principal balance of
$21.6 million were maintained on non-accrual status and considered impaired
loans. These loans included 42 loans with a principal balance of $7.5 million
over 90 days past due and six loans with a principal balance of $14.1 million
over 60 days past due. As of December 31, 1998, the Company's mortgage loan
portfolio included 1,343 loans with a principal balance of $552.9 million
(before an allowance for loan losses of $8.0 million), of which 38 loans with a
principal balance of $5.7 million were over 90 days past due, maintained on non-
accrual status and considered impaired loans. The ratio of the allowance for
loan losses to non-accrual loans was .52 to 1 at March 31, 1999 as compared to
1.38 to 1 at December 31, 1998. The allowance for loan losses represented 2.16%
and 1.45% of the total principal balance of the Company's mortgage loans at
March 31, 1999 and December 31, 1998, respectively. The primary increase in
mortgage loans maintained on non-accrual status is due to a loan facility
comprised of six loans to one borrower which recently became over 60 days past
due and is in default.
Net Interest Income
The table presented below sets forth the components of the Company's net
interest income (in thousands of dollars) and yields (expressed as a percentage
per annum) for the relevant quarters. The yield computations are based on
average investment balances for interest income and average debt outstanding for
interest expense.
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<CAPTION>
1999 1/st/ Quarter 1998 1/st/ Quarter
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Amount Yield Amount Yield
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<S> <C> <C> <C> <C>
Interest Income:
Mortgage loans $12,112 8.90% $5,973 8.74%
Securities 1,557 10.92 1,454 10.63
Interest bearing accounts* 362 4.65 2,119 5.56
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Total Interest Income 14,031 8.87 9,546 7.83
Less interest expense** 4,261 5.51 - -
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Net Interest Income $ 9,770 $9,546
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* Includes repurchase agreements.
** Excludes interest expense attributable to real property.
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Real Property
The table presented below sets forth the Company's real property operating
results (in thousands of dollars) and yields (expressed as a percentage per
annum) for the first quarter of 1999 (the Company held no real property in the
same period last year). The yields are based on the average amount of real
property assets for rental income after operating expenses and average debt
outstanding for interest expense.
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<CAPTION>
1999 1/st/ Quarter
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Amount Yield
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<S> <C> <C>
Real Property Income:
Rental income $3,543
Less operating expenses 767
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Rental income after operating expenses 2,776 10.14%
Less interest expense 839 7.08
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Real property FFO 1,937
Less depreciation 791
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Real property income $1,146
======
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Set forth below are the Company's consolidated balance sheets as of March
31, 1999 and December 31, 1998 and consolidated statements of earnings for the
three months ended March 31, 1999 and 1998. Amounts are expressed in thousands,
except for share data.
IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
Consolidated Balance Sheets
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<CAPTION>
March 31, December 31,
Assets 1999 1998
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<S> <C> <C>
Cash and interest bearing deposits $ 9,944 $ 23,398
Repurchase agreements 18,071 -
Mortgage loans collateralizing debt obligations,
net of allowance for loan losses of $3,773 293,101 -
Mortgage loans, net of allowance for loan losses
of $7,354 and $8,027, respectively 220,843 556,648
Real property, net of accumulated depreciation 105,691 107,663
Securities available-for-sale, at estimated fair
value 55,910 57,671
Accrued interest receivable 4,447 6,410
Other assets 4,101 5,384
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Total Assets $712,108 $757,174
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Liabilities
Dividends payable $ 8,550 $ 9,405
Accrued expenses, payables and other liabilities 7,328 7,828
Borrowings under collateralized mortgage
obligations 245,381 -
Borrowings under secured warehouse facility - 279,000
Borrowings under secured bank loan - 3,557
Mortgage loans secured by real property 47,373 48,575
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Total Liabilities 308,632 348,365
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Stockholders' Equity
Common stock, $.0001 par value.
Authorized 500,000,000 shares;
28,500,000 shares issued and outstanding 3 3
Additional paid-in capital 425,615 425,615
Accumulated other comprehensive income (1,357) 221
Distributions in excess of earnings (20,785) (17,030)
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Total Stockholders' Equity 403,476 408,809
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Total Liabilities and Stockholders' Equity $712,108 $757,174
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IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.
Consolidated Statements of Earnings
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<CAPTION>
Three months ended March 31,
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1999 1998
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<S> <C> <C>
Income
Mortgage loans $ 12,112 $ 5,973
Securities available-for-sale 1,557 1,454
Repurchase agreements and interest bearing deposits 362 2,119
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Total Interest Income 14,031 9,546
Real Property Rental Income 3,543 -
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Total Income 17,574 9,546
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Operating Expenses
Management fees 1,867 1,200
Interest expense 5,100 -
Provision for loan losses 3,100 -
Depreciation of real property 791 -
Real property operating expenses 767 -
Due diligence expenses 752 150
Other 402 348
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Total Operating Expenses 12,779 1,698
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Net Earnings 4,795 7,848
Dividends 8,550 8,280
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Accrued dividends in excess of earnings $ (3,755) $ (432)
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Earnings per share
Basic $0.17 $0.23
Diluted $0.17 $0.23
Weighted average common shares outstanding
Basic 28,500,000 34,500,000
Diluted 28,532,544 34,570,167
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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 commercial mortgage-backed securities. The
Company is managed by Imperial Credit Commercial Asset Management Corp., a
wholly-owned subsidiary of Imperial Credit Industries, Inc. (Nasdaq: ICII).
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, and 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"), periodic reports on Forms 10-Q, 8-K and 10-K
and any amendments with respect thereto filed with the SEC and other filings
made by the Company with the SEC.
For further information, please contact Michael Meltzer, Chief Financial
Officer, at (310) 231-5906 or Karen Montandon, Investor Relations, at (310) 791-
8022.
