EQUIVEST FINANCE INC
8-K, 2000-11-16
PERSONAL CREDIT INSTITUTIONS
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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): 11/15/00

                             EQUIVEST FINANCE, INC.
             (Exact name of registrant as specified in its charter)

    Delaware                        333-29015                 59-2346270
 (State or other                    (Commission             (I.R.S. Employer
   jurisdiction                     File Number)            Identification No.)
 of incorporation)

                              100 NORTHFIELD STREET
                          GREENWICH, CONNECTICUT 06830
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (203) 618-0065


                      INFORMATION TO BE INCLUDED IN REPORT

Item 1.    Changes in Control of Registrant

                     Not Applicable.

Item 2.    Acquisition or Disposition of Assets

                     Not Applicable.

Item 3.    Bankruptcy or Receivership

                     Not Applicable.


<PAGE>

Item 4.    Changes in Registrant's Certifying Accountant

                     Not Applicable.

Item 5.    Other Events

           Press Release

                           EQUIVEST FINANCE ANNOUNCES
                         RECORD THIRD QUARTER REVENUES;
                              NET INCOME RISES 21%;
                       EARNINGS OF $0.12 PER DILUTED SHARE


           Greenwich, Connecticut (Business Wire) - November 15, 2000 - Equivest
Finance,  Inc.  (NASDAQSC:EQUI) an integrated developer and operator of vacation
ownership  resort  properties,  reported record revenue of $48.4 million for its
third  quarter  ended  September  30,  2000,  up 89% from  $25.7  million in the
comparable period last year. Net income for the quarter was $3.5 million, up 21%
from $2.9 million in the  comparable  period of 1999. The Company had net income
of $0.12 per diluted share for the third quarter of 2000, compared with $0.11 in
the comparable quarter in 1999.

           Revenues  for the  first  nine  months  of 2000  rose  106% to $127.0
million,  compared with $61.6  million in the  comparable  1999 period.  For the
nine-month period, net income was $8.7 million,  or $0.29 per share diluted,  up
19% from $7.3 million, and $0.26 per share, in 1999.

           Total  assets as of  September  30,  2000  were  $436.6  million,  an
increase of 53%  compared  with $285.8  million at  September  30,  1999.  Total
capital at September 30, 2000 was $84.0  million,  an increase of 34% from $62.7
million at September 30, 1999.

           During  the  third  quarter  of  2000,  sales of  vacation  ownership
intervals ("VOIs")  increased 166% to $31.6 million,  from $11.9 million for the
same  period in 1999.  Sales of VOIs at resorts  that were owned by the  Company
during  the third  quarter  of 1999 were up 23% in the  third  quarter  of 2000.
During the third  quarter of 2000,  the Company sold 1,427  fixed-week  VOIs and
1,298 points packages, at a combined average price of approximately  $11,600. As
of September  30, 2000,  the company held  approximately  27,610  unsold VOIs in
inventory, representing more than $320 million in potential gross sales proceeds
at the current sale price as of September 30, 2000.

           During the third quarter of 2000,  sales and marketing  costs rose to
47.2% of VOI sales,  compared with 43.8% for the prior year period. The increase
in the Company's  sales and marketing  expense levels  reflects higher costs and
lower efficiencies at its Peppertree


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<PAGE>

division.  For example, sales and marketing expense for the non-Peppertree sales
centers was 39.2% in the third quarter,  while  Peppertree's sales and marketing
expense  during  the same  period  was 56.1% of VOI  revenues.  The  Company  is
continuing  the  restructuring  of the former  Peppertree  operations  to reduce
costs. To date the Company has closed five smaller  Peppertree sales centers and
one of its two  telemarketing  centers.  Total employment at Peppertree has been
reduced by more than 20% since it was acquired by the Company in November  1999.
The Company believes that  Peppertree's  cost levels will continue to be reduced
as a result of  cost-cutting  measures,  but it cannot predict when or if levels
similar to the historic costs at its other sales centers will be achieved.

           Net interest  income for the third  quarter of 2000 was $3.5 million,
an increase  of 14%  compared  to $3.0  million  for the third  quarter of 1999.
Interest expense as a percent of interest income increased to 65.3% in the third
quarter of 2000 from 52.9% in the comparable period in 1999,  reflecting greater
levels of outstanding  indebtedness  and higher average  interest rates payable.
This in large part  reflects  the  assumption  of  outstanding  Peppertree  debt
carrying much higher average interest rates than Equivest's own obligations.  To
date during  2000 the  Company  has repaid  more than $23  million in  high-cost
Peppertree debt,  refinancing these liabilities at a significant cost reduction.
The Company anticipates that it will seek to refinance Peppertree's  outstanding
liabilities  wherever  it has  the  right  to do so  under  the  terms  of  such
indebtedness.

           Resort management operations generated $6.7 million in revenue during
the third quarter of 2000, unchanged from the same period in 1999. Pretax profit
from  resort  operations,   exclusive  of  general  corporate   overhead,   rose
approximately  181% to $1.6  million  in the  third  quarter  of 2000  from $0.6
million in the third  quarter of 1999.  This growth in pretax  profit  reflected
much  improved  margins.  Resort  operations  expense  as a  percent  of  resort
management  revenues fell to 75.7% in the quarter ended  September 30, 2000 from
91.4%  in  the  third   quarter  of  1999.   Third   quarter  2000  general  and
administrative  expense  was 8.6% of total  revenues,  up from 7.4% in the third
quarter 1999, reflecting the addition of Peppertree's overhead expenses.

           For the nine months ended September 30, 2000, timeshare sales revenue
was $77.8 million,  up 175% from $28.2 million for the comparable nine months of
1999.  During the nine months of 2000, net interest income was $9.9 million,  up
8% from $9.2  million  in 1999.  Pretax  resort  operations  income for the nine
months in 2000,  exclusive of general  corporate  overhead,  was $5.3 million on
revenue of $19.3 million, or 27.5% of resort operations  revenue.  Pretax resort
operations  income in the comparable  nine months in 1999,  exclusive of general
corporate  overhead,  was $1.9 million on revenue of $14.0 million,  or 13.7% of
resort operations revenue.


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<PAGE>


           During the third quarter of 2000,  the Company  increased its rate of
provisioning for doubtful receivables to 8.0% of sales of "VOIs",  compared with
4.6% in the prior  year.  This  increase  reflects  what the  Company's  "Target
Reserve Methodology," or "TRM," suggests is a more appropriate long-term rate of
provisioning  for doubtful  receivables.  Under the  Company's  TRM system,  the
Company assigns reserve targets of 5%, 10%, 50% and 95% to consumer  receivables
relating to  purchasers  in its own resorts that are current,  30, 60 or over 90
days past due,  respectively.  In this  manner  the  level of  provisioning  for
doubtful receivables required to maintain adequate coverage of the actual volume
of consumer  notes in  different  aging  categories  are  monitored on a monthly
basis,  with adjustment  where necessary to maintain  adequate  reserve coverage
ratios,  or "RCRs".  For the  fourth  quarter of 2000,  the  Company  intends to
increase   provisioning  to  10%  of  VOI  sales,   reflecting  an  increase  in
delinquencies and a potential softening of the overall economy.

           The company's loan receivable portfolio grew 49% to $278.0 million as
of September 30, 2000,  compared to $186.4  million as of September 30, 1999. Of
this amount $146.8 million represented  receivables relating to VOI purchases in
the Company's own resorts,  $108.3 million represented  receivables  relating to
consumer loans at third party  developer  resorts,  and the balance  represented
acquisition  and development and other loans. At September 30, 2000, the Company
maintained total portfolio reserves and over collateralization of $33.7 million,
or 12.1% of total loans. The allowance for doubtful  accounts  included in total
reserves was $10.2  million at September  30,  2000,  up 49% compared  with $6.8
million at September 30, 1999.

           Richard C. Breeden,  Chairman,  President and Chief Executive Officer
of Equivest commented:  "Our net income rose approximately 43% compared with the
second  quarter of this year,  and more than 30% compared  with the year earlier
period  excluding  certain  one-time gains in 1999. Sales were strong during the
quarter,  and the Company made progress  increasing  average  prices and overall
sales  efficiency at most of our  locations.  During the third quarter  Equivest
continued working to reduce expenses in the former Peppertree operations."

           The Company is also working to integrate the Company's operations and
products. Mr. Breeden also noted that: "We expect to put several of our existing
resorts into the Equivest Vacation and Travel Club for the first time during the
fourth quarter. We will also begin expanding the number of sales centers selling
points rather than traditional fixed week intervals. Our first conversion to the
points program is currently  underway,  and we expect to continue the transition
to sales of points at all our locations over the next few quarters."

           Equivest  provides high quality vacation  ownership  opportunities to
more than 90,000 owners at 30 resort locations on the eastern and Gulf coasts of
the United States, and in St. Thomas, USVI. Equivest also provides financing for
independent developers of vacation ownership resorts and their customers.


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<PAGE>


           Certain statements in this press release are  forward-looking.  These
may be  identified  by the  use of  forward-looking  words  or  phrases  such as
"believe,"  "expect,"   "anticipate,"   "should,"  "planned,"  "estimated,"  and
"potential." These forward-looking statements are based on the Company's current
expectations.  The Private  Securities  Litigation Reform Act of 1995 provides a
"safe harbor" for such forward-looking  statements.  In order to comply with the
terms of the safe  harbor,  the  Company  notes that a variety of factors  could
cause actual results and experience to differ  materially  from the  anticipated
results or other expectations expressed in such forward-looking  statements. The
risks  and   uncertainties   that  may  affect  the   operations,   performance,
development,  and results of the Company's  businesses include a downturn in the
real estate cycle, lack of available  qualified  prospects to tour the Company's
resorts, competition from other developers, lack of appropriate sites for future
developments,  failure to complete  construction in a timely and  cost-efficient
manner,  or other  factors  which  result in lower sales of  vacation  ownership
interests, possible financial difficulties of one or more of the developers with
whom the Company does  business,  including the risk of carrying  non-performing
assets  or losses  if  defaulted  loans  prove to have  insufficient  collateral
backing,   fluctuations   in  interest   rates,   prepayments  by  consumers  of
indebtedness,  inability of  developers  to honor  replacement  obligations  for
defaulted  consumer  notes,  and  competition  from  organizations  with greater
financial resources.

Contact:  Gerald L. Klaben, Jr., Chief Financial Officer (203) 618-0065


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<PAGE>

                                   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.




                                               EQUIVEST FINANCE, INC.



Date: November 15, 2000                        By:  /s/ Gerald L. Klaben, Jr.
                                                    ----------------------------
                                               Name:  Gerald L. Klaben, Jr.
                                               Title: Senior Vice President
                                                      & Chief Financial Officer



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