FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
June 27, 1997
Commission File No.: 0-17214
ADMIRAL FINANCIAL CORP.
State of Florida I.R.S. No. 59-2806414
825 Arthur Godfrey Road
Miami Beach, Florida 33140
Telephone Number: (305) 672-5800 Ext. 134
<PAGE>
ITEM 5.OTHER EVENTS
On June 17, 1997, the Registrant announced that trading in its common
stock had resumed on the Nasdaq Electronic Bulletin Board, under the symbol
"ADFC", in a Press Release attached as an exhibit hereto.
ITEM 7.FINANCIAL STATEMENTS AND EXHIBITS
(A)Financial statements of business acquired - Not Applicable
(B)Pro Form Financial Information - None
(C) Exhibits - Press Release
Dated June 17, 1997
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused the report to be signed on its behalf by the
undersigned thereunto duly authorized.
ADMIRAL FINANCIAL CORP.
(Registrant)
Date: June 27, 1997 By: /s/ Wm. Lee Popham
Wm. Lee Popham, President
<PAGE>
EXHIBIT INDEX
ITEM DESCRIPTION PAGE
7(c)(1) Press Release dated June 27, 1997 4
PRESS RELEASE
Admiral Financial Corp.
825 Arthur Godfrey Road
Miami Beach, Florida 33140
FOR MORE INFORMATION CONTACT:
Wm. Lee Popham
305-672-5800 Ext. 134
Fax: 305-866-9884
E-Mail: [email protected]
FOR IMMEDIATE RELEASE
ADMIRAL FINANCE CORP. COMMON STOCK RESUMES TRADING
Miami Beach, Florida, June 27, 1997 - Admiral Financial Corp. (OTCBB-ADFC)
Friday announced that its common stock has resumed trading on the Nasdaq
Electronic Bulletin Board after nearly eight years of inactivity, under the
symbol "ADFC". Sharpe Capital, Inc., of New York has begun making a market in
the Admiral shares.
Admiral currently has no assets, other than the expectation of possible future
litigation proceeds, which may arise as a result of a pending lawsuit against
the federal government in the United States Court of Federal Claims.
Admiral's stock currently represents one of the very few "pure plays" with
respect to the recent United States Supreme Court decision regarding the
government's liability for breach of contract damages in "Winstar-type" cases,
involving the disallowance of "Supervisory Goodwill" in the calculation of
allowable equity capital for Savings and Loan Associations.
In 1988, Admiral acquired an insolvent savings and loan association in a
supervisory acquisition, solely with private investment funds, and without the
benefit of any federal assistance payments, investing nearly $13 million of
private investment equity in the process. The purchase transaction resulted
in the thrift subsidiary having hearing $20 million of "Supervisory Goodwill"
on its books. In 1989, the Financial Institution Reform, Recovery and
Enforcement Act of 1989 ("FIRREA") was enacted, and the provisions of FIRREA
disallowing supervisory goodwill as a component in the calculation of required
net capital were applied to Admiral on a retroactive basis. Had FIRREA been
in effect on the date of the acquisition, the Company would have fallen short
of the capital requirements by approximately $14 million, after taking into
account Admiral's contribution of new regulatory capital. The net assets of
Admiral's thrift subsidiary were confiscated by the federal authorities in
early 1990, and Admiral's listing on the NASDAQ National List was removed for
failure to satisfy minimum asset and equity requirements. An estimated 650
Admiral shareholders lost their entire investment, and more than 100 Admiral
employees lost their jobs and benefits.
In 1993, Admiral filed a Complaint against the United States of America in the
United States Court of Federal Claims. On July 1, 1996, the United States
Supreme Court concluded in a similar "Supervisory Goodwill" case, Winstar v.
United States, that the United States is liable for damages for breach of
contract. The majority of the Court found "no reason to question the Federal
Circuit's conclusion that the Government had express contractual obligations
to permit respondents to use goodwill and capital credits in computing their
regulatory capital reserves. When the law as to capital requirements changed,
the Government was unable to perform its promises and became liable for breach
under ordinary contract principles". Admiral's case is still pending in the
United States Court of Federal Claims.
