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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
Date of Report (Date of earliest event reported):
December 17, 1999
CRUSADER HOLDING CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Pennsylvania 23663 23-2562545
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification)
1230 Walnut Street, Philadelphia, PA 19107
(Address of principal executive office) (Zip Code)
(215) 893-1500
(Registrant's telephone number including area code)
(Former Name and Former Address, If Changed Since Last Report)
Item 5. Other Events.
On December 17, 1999, Crusader Holding Corporation (the "Company") issued a
press release, a copy of which is filed herewith as Exhibit 99.1. The Press
Release announced that, as a result of a recently concluded examination of its
subsidiary, Crusader Savings Bank (the "Bank"), by the Office of Thrift
Supervision (the "OTS"), the Bank will be required, among other things, to limit
its asset growth at the end of each calendar quarter to the net interest
credited on its deposit liabilities during the quarter. In addition, the Press
Release announced the adoption by the Company of a Plan of Strategic
Reorganization. Among other things, the Plan of Strategic Reorganization
provides for the discontinuation of certain of the Bank's subsidiaries and
addition of new management resources.
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Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release of Crusader Holding Corporation issued
December 17, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this Current Report to be
signed on its behalf by the undersigned hereunto duly authorized.
CRUSADER HOLDING CORPORATION
(Registrant)
Dated December 27, 1999 By: /s/ Thomas J. Knox
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Name: Thomas J. Knox
Title: Chairman and Chief Executive Officer
(Principal Executive Officer)
Dated December 27, 1999 By: /s/ Joseph T. Crowley
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Name: Joseph T. Crowley
Title: Vice President and
Chief Financial Officer
(Principal Accounting and
Financial Officer)
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FOR: Crusader Holding Corporation Contact: Bruce A. Levy
1230 Walnut Street President
Philadelphia, PA 19107 (215) 893-1500
For Immediate Release: December 17, 1999
Company Announcement
Philadelphia, PA - Crusader Holding Corporation (NASDAQ: CRSB) today announced
that in connection with a recently concluded examination of its subsidiary,
Crusader Savings Bank (the "Bank"), by the Office of Thrift Supervision (the
"OTS"), the Bank will be required to limit its asset growth at the end of each
calendar quarter to the net interest credited on its deposit liabilities during
the quarter. Historically, the Bank has been growing its assets by approximately
$25 million per quarter compared to net interest on deposits of approximately
$2.5 million per quarter.
In connection with the OTS examination, the OTS has not expressed significant
concerns about the Bank's underwriting practices or its level of classified or
nonperforming assets. However, the OTS has expressed concerns about the quality
of the Bank's credit administration, the sufficiency and depth of management and
the Bank's overall "risk profile," including the Bank's level of nonconforming
residential mortgage loans and multi-family and commercial real estate loans.
The OTS will require the Bank to address the specific OTS concerns identified in
its recent examination. OTS officials have indicated that the OTS will consider
removing the asset growth restriction after the Bank has appropriately addressed
such concerns.
The OTS actions are not anticipated to result in any charge to operations or to
materially impact operating results for the current quarter. However, the asset
growth restriction, the steps required by the Bank to address OTS concerns and
the possible impact on the operations from the OTS actions could, depending upon
the time it takes for the growth restriction to be removed, adversely impact the
future growth in or possibly cause a reduction in net income from otherwise
attainable levels.
Shortly prior to receiving notice of the OTS action, the Company adopted a Plan
of Strategic Reorganization. The major elements of this Plan include: (1)
simplification of operations and a new focus on the Bank's four major business
activities -- residential mortgage banking and lending, commercial real estate
lending, secured property tax liens and short-term consumer lending; (2)
discontinuation of the business of the Bank's National Chinese Mortgage and
Crusader Mortgage Corporation of Delaware mortgage banking subsidiaries and (3)
addition of new management resources. Over the past several years, the Bank has
focused on identifying and developing new business lines and product niches. The
Bank has now chosen to focus on its most desirable product lines and does not
anticipate entering into any new lines of business for the foreseeable future.
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Commenting on the Company's announcement, The Company's President, Bruce A. Levy
stated, "We are committed to working aggressively with the OTS to address and
resolve its concerns, and we are confident that the steps we are taking will
make us a stronger institution. The Bank has already taken significant action,
including the appointment of a Board committee to conduct a search for a Bank
chief executive officer. In addition, we have already made two important
additions to our management team. On November 11, 1999, we hired Dan A. Chila as
Senior Vice President and Chief Financial Officer of the Company. For the past
25 years, Mr. Chila has served as senior vice president and/ or chief financial
officer of several substantially larger banks, including CoreStates, Peoples
Bancorp and New Jersey National Bank. In addition, the Bank has recently hired a
Vice President - Credit Administration to oversee and improve the Bank's credit
administration, collateral monitoring and loan review."
"Despite the OTS action, we continue to believe strongly that the Company has
significant ongoing potential, particularly as we focus on our most desirable
business lines. As a result, the Board has reaffirmed that the existing share
repurchase plan, which has 95,000 shares remaining for repurchase, will remain
in place."
Certain of the matters set forth in this news release are forward-looking
statements that involve certain risks and uncertainties that could cause actual
results to materially differ from those in the forward-looking statements,
including whether the OTS will remove its asset growth restrictions and, if so,
when the OTS will take such action; the extent of further restrictions the OTS
may impose on the Bank and whether the Company will successfully implement its
Plan of Reorganization. For a description of additional factors affecting the
Company's business, see the Company's periodic reports filed with the Securities
and Exchange Commission.
