SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13D-2(A)
(AMENDMENT NO. 3)*
Imperial Credit Industries, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, no par value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
452729106
- --------------------------------------------------------------------------------
(CUSIP Number)
Dennis J. Block, Esq., Cadwalader, Wickersham & Taft,
100 Maiden Lane, New York, NY 10038
(212) 504-5555
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
July 28, 1999
- --------------------------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the
following box |_|.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP NO. 452729106.
<PAGE>
SCHEDULE 13D
- --------------------------------------------------------------------------------
CUSIP NO. 452729106 PAGE 2 OF 4 PAGES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Imperial Bank
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
95-2247354
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)(A)|_| (B) |_|
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
- --------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) |_|
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
California
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
0
-----------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES 0
BENEFICIALLY -----------------------------------------------------
OWNED BY 9 SOLE DISPOSITIVE POWER
EACH 0
REPORTING -----------------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
- --------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) |_|
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
- ----------- --------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
BK
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
CUSIP NO. 452729106 PAGE 3 OF 4 PAGES
- --------------------------------------------------------------------------------
This Amendment No. 3 amends and supplements the Schedule 13D, dated
December 17, 1998 (as amended on March 2, 1999 and May 17, 1999, the "Schedule
13D"), filed on behalf of Imperial Bank (the "Reporting Person"), a California
banking corporation and wholly owned subsidiary of Imperial Bancorp ("Bancorp"),
with respect to the common stock of Imperial Credit Industries, Inc. (the
"Issuer"). Except as modified hereby, there has been no change in the
information previously reported in the Schedule 13D.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
On July 28, 1999, in a Press Release filed as an exhibit hereto, the
Reporting Person announced the sale of all of its remaining 5,258,570 shares of
the Issuer for $6.00 per share. The transaction was arranged through Friedman,
Billings, Ramsey Group, Inc., a broker dealer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Press Release, dated July 28, 1999.
<PAGE>
- --------------------------------------------------------------------------------
CUSIP NO. 452729106 PAGE 4 OF 4 PAGES
- --------------------------------------------------------------------------------
SIGNATURE.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: September 3, 1999
Imperial Bank
By: /s/ Richard M. Baker
----------------------------
Richard M. Baker
Senior Vice President,
General Counsel and Secretary
EXHIBIT
July 28, 1999
IMPERIAL BANK ANNOUNCES SALE OF ITS REMAINING SHARES OF IMPERIAL CREDIT
INDUSTRIES, INC.
LOS ANGELES - CA, July 27, 1999: Imperial Bank (the "Bank"), the principal
subsidiary of Imperial Bancorp (NYSE:IMP), today announced the sale of the
remaining 5,258,570 shares it owned of Imperial Credit Industries, Inc.
(NASDAQ-ICII) ("ICII") common stock for $6.00 per share. The transaction was
arranged through Friedman, Billings, Ramsey Group, Inc. The sale will result in
a pretax loss of approximately $2.8 million, which will be reported in the third
quarter.
Norman P. Creighton, Vice Chairman and Chief Executive Officer of Imperial Bank,
stated, "We are pleased that with this sale of 5.3 million shares, the Bank has
completed the sale of its entire stake in ICII stock. This transaction improves
our ability to focus on the growth of our core commercial banking franchise and
its profitability."
The Bank announced its intention to sell its shares of ICII in a 13D filing with
the Securities and Exchange Commission in December 1998.
With over $6 billion in assets, Imperial Bank is one of the leading independent
business banks headquartered in California and offers a wide range of financial
services tailored to corporate customers, entrepreneurs and professionals.
Serving mid-sized business, Immperial Bank's strategy focuses on delivering
customized financial products and services to manufacturing, distribution,
wholesale, service, import/export, apparel and textile businesses; in addition
to some of the fastest growing industries such as emerging technology,
entertainment, residential construction, and title and escrow. Founded in 1963
by two California entrepreneurs, Imperial Bank is the principal subsidiary of
Imperial Bancorp (NYSE - IMP), with 12 regional banking offices located
throughout California; in Phoenix, Arizona; and in Denver, Colorado. In
addition, Imperial has emerging growth loan offices in Irvine, Menlo Park and
San Diego, California; Boston, Massachusetts; Austin, Texas; Reston, Virginia;
and Bellevue, Washington. Imperial can be found on the Web at
www.imperialbank.com
Press Inquiries Ann Abajian Public Relations Director Public Relations Firm:
Kaiser McEuen 310.479.8999 Robert Galea Senior Vice President Imperial Bank:
Marketing/Public Relations 310.338.6111 Address: Imperial Bank Executive Offices
PO Box 92991 Los Angeles, California 90009-2991 800.957.8483
