WSFS FINANCIAL CORP
8-K, 1999-12-28
NATIONAL COMMERCIAL BANKS
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<PAGE>   1

                       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 7, 1999
                                                         ----------------

                           WSFS FINANCIAL CORPORATION
                           --------------------------
             (Exact name of registrant as specified in its charter)

    Delaware                       0-16668                      22-2866913
- ---------------                 ------------                 -------------------
(State or other                 (Commission                  (IRS Employer
jurisdiction of                 File Number)                 Identification No.)
incorporation)

                  838 Market Street, Wilmington, Delaware 19801
                  ---------------------------------------------
          (Address, including zip code, of principal executive office)

                                 (302) 792-6000
                  ---------------------------------------------
              (Registrant's telephone number, including area code)


<PAGE>   2


ITEM 5.   OTHER EVENTS.

(a)

       On December 7, 1999, WSFS Financial Corporation issued a press release
announcing an initiative to expand its home equity lending business through
Community Credit Corporation ("CCC"), a wholly-controlled operating subsidiary
of its primary subsidiary, Wilmington Savings Fund Society, F.S.B. ("WSFS"), a
federally chartered thrift.

       To achieve its objective, WSFS has attracted seasoned executive managers
to CCC in order to lead the expansion. WSFS expects that the short term
incremental impact on operating results of this expansion will cost
approximately $.05 to $.10 per share, in total, over the next twelve months.
This cost will primarily come from the hiring of new management and staff, the
opening of new offices, and other costs associated with the expansion of this
business line. To reflect the new management and new business plan, CCC will be
renamed Wilmington National Finance.

       In expanding its home equity lending business, WSFS, through CCC will
continue to directly originate loans and will directly underwrite and originate
loans to investors specifications. WSFS plans to sell substantially all of the
loans within 45 days of origination into the cash market, generating income for
WSFS. WSFS also intends to retain a portion of those originations that are
generally consistent with the lower loan-to-value and higher credit quality
standards of CCC.

       A copy of the press release of WSFS Financial Corporation announcing its
expansion of its home equity lending business is being filed as Exhibit 99.1 to
this report and is incorporated herein by reference.

(b)

       On December 13, 1999 WSFS Financial Corporation issued a press release
announcing that everbank.com, a division of WSFS, is open for public
transactions. A press release dated September 7, 1999, and filed with the
Securities and Exchange Commission on Form 8-K, announcing WSFS Financial
Corporation's anticipated launch of everbank.com is incorporated herein by
reference.

       Everbank.com is a joint effort between WSFS and CustomerOne Financial
Network, Inc. ("C1FN"). C1FN is a privately owned company headquartered in St.
Louis, Missouri.

       A copy of the press release of WSFS Financial Corporation announcing that
everbank.com is open for public transactions is being filed as Exhibit 99.2 to
this report and is incorporated herein by reference.


<PAGE>   3


ITEM 7.    EXHIBITS.

     Exhibits

     99.1     Press Release announcing an initiative to expand WSFS Financial
              Corporation's home equity lending business through CCC.

     99.2     Press Release announcing the public opening of everbank.com.



                                    SIGNATURE

              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.

                                        WSFS FINANCIAL CORPORATION
                                           (Registrant)

                                        By: /s/ Marvin N. Schoenhals
                                           ----------------------------------
                                           Marvin N. Schoenhals
                                           President and Chief Executive Officer

Date:  December 28, 1999


<PAGE>   4


                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
                                                                                Sequential
     Exhibit                                                                     Page No.
     -------                                                                     --------
     <S>      <C>                                                               <C>
     99.1     Press Release announcing an initiative to expand WSFS Financial
              Corporation's home equity lending business through CCC...........

     99.2     Press Release announcing the public opening of everbank.com......
</TABLE>



<PAGE>   1

                                                                    EXHIBIT 99.1

FOR IMMEDIATE RELEASE: December 7, 1999
CONTACT:               Martin Katz, Media: 302-571-7288 or [email protected]
                       Mark Turner, Investor Relations: 302-571-7160 or
                       [email protected]


                     WSFS ANNOUNCES INITIATIVE TO EXPAND ITS
                          HOME EQUITY LENDING BUSINESS

WSFS Financial Corporation (NASDAQ/NMS: WSFS), the parent company of Wilmington
Savings Fund Society, FSB (WSFS, the Bank) today announced an initiative to
expand its Home Equity Lending (HEL) business, building on the success of its
current subprime Home Equity Lending subsidiary, Community Credit Corporation
(CCC).

In expanding its HEL business, WSFS, through CCC will continue to directly
originate loans in its geographic footprint. Additionally, WSFS will establish
relationships outside of its footprint with mortgage brokers who will refer
prospects to WSFS. WSFS plans to directly underwrite and originate loans to
investor specifications, and sell substantially all the loans into the cash
market, generating fee income for the Bank. Generally, loans will be sold within
45 days of origination. WSFS also intends to retain a portion of those
originations which are consistent with the current standards of CCC -- generally
lower loan-to-value, higher credit quality subprime loans.

WSFS anticipates that over the next three years the pipeline of "held-for-sale"
loans and loans retained by WSFS will increase but will not be greater than 10%
of total assets. WSFS expects that the short term incremental impact on
operating results of this expansion will cost approximately $.05 to $.10 per
share, in total, over the next twelve months, primarily from the hiring of new
management and staff, the opening of new offices, and other costs associated
with the prudent expansion of this business line. WSFS expects the majority of
these expansion costs to be offset by the improved performance from other
business lines. WSFS also expects the HEL expansion itself to be cumulatively
accretive to earnings per share by the end of the second full year of operation.

An integral part of this expansion is attracting seasoned executive management
to CCC to lead the expansion. WSFS is pleased to announce that Jerry Schiano has
been appointed President and CEO of CCC. Mr. Schiano has 16 years of experience
in the consumer financial services industry, most recently at ContiMortgage in
nearby Horsham, PA, where, as Senior Vice President of Sales, he was responsible
for a division of over 300 employees and $200 million per month in loan
production. Mr. Schiano has also recruited to CCC Daniel J. Egan, former Chief
Financial Officer of ContiMortgage, who has 13 year's experience in the HEL
industry, and Carl Lutz, who has held various management


<PAGE>   2


positions in the HEL industry over the past 12 years, to help execute the new
CCC business plan. Mr. Egan will serve as Chief Financial Officer and Mr. Lutz
will serve as Chief Operating Officer of CCC. To reflect the new management and
new business plan, CCC will be renamed Wilmington National Finance.

In 1994 WSFS started CCC in order to meet the credit needs of individuals and
families in WSFS' market who do not qualify for bank credit, yet have
substantial equity in their home. Since 1994, that business has grown to
approximately 2% of WSFS total assets and has returned approximately 2% on
assets, with negligible credit losses. Marvin N. Schoenhals, Chairman, President
and CEO of WSFS said "Our success with CCC over the last five years has
convinced us that the HEL business, conducted within a bank, and prudently
managed, can provide very attractive risk-adjusted returns. We are pleased to
have secured the experience and talents of Jerry Schiano and his team. They
bring not only a wealth of industry knowledge, but also significant contacts in
the industry with brokers, investors and potential new associates. Our
arrangement with Jerry and his team focuses them on the measured and profitable
expansion of this business. Furthermore, we believe internal expansion will
allow us to grow this business with the appropriate cost structure in a
well-controlled manner from the outset. With Jerry's leadership and the Bank's
infrastructure, access to lower-cost funding, and strong credit culture, we
believe CCC's success will be continued and expanded."

WSFS Financial Corporation is a $1.7 billion financial services Company. Its
principal subsidiary, Wilmington Savings Fund Society, FSB, operates 24 retail
banking offices in New Castle County and Dover, Delaware, as well as Chester,
Delaware and Montgomery Counties in Pennsylvania. Other operating subsidiaries
include WSFS Credit Corporation; Community Credit Corporation; and 838
Investment Group, Inc. For more information, please visit our website at
www.wsfsbank.com.

This release contains forward-looking statements, within the meaning of the
Private Securities Litigation Reform Act, that involve risk and uncertainty. It
should be noted that a variety of factors could cause actual results to differ
materially from the anticipated results or other expectations expressed in the
Company's forward-looking statements. The risks and uncertainties include, but
are not limited to, the growth of the economy, interest rate movements, timely
development of technology enhancements for its products and operating systems,
the impact of competitive products, services and pricing, customer-based
requirements, Congressional legislation, regulation and similar matters. Readers
of this release are cautioned not to place undue reliance on forward-looking
statements which are subject to influence by the named risk factors and
unanticipated future events. Actual results, accordingly, may differ materially
from management expectations. WSFS Financial Corporation does not undertake and
specifically disclaims any obligation, to publicly release the result of any
revisions that may be made to any forward-looking statements to reflect the
occurrence of anticipated or unanticipated events or circumstances after the
date of such statements.

                                      # # #



<PAGE>   1


                                                                    EXHIBIT 99.2

FOR IMMEDIATE RELEASE: December 13, 1999
CONTACT:               Martin Katz, Media: 302-571-7288 or [email protected]
                       Mark Turner, Investor Relations: 302-571-7160 or
                       [email protected]


                      WSFS FINANCIAL CORPORATION ANNOUNCES
                       PUBLIC OPENING OF EVERBANK.COM(TM)

WSFS Financial Corporation (NASDAQ/NMS: WSFS), the parent company of Wilmington
Savings Fund Society, FSB (WSFS, the Bank) announced that everbank.com(TM), a
division of WSFS, FSB previously discussed in the press release of September 7,
1999, is open for public transactions.

Everbank.com(TM) is the result of a joint effort between WSFS and CustomerOne
Financial Network, Inc. (C1FN) which have come together with a mission to
redefine banking in the 21st century by offering individuals and small
businesses a consistently better value and around-the-clock service on a
national, branchless basis. The team assembled to build, manage and grow
everbank.com(TM) has over 125 years of combined experience in banking, direct
marketing, credit management, mortgage origination and branchless customer
servicing.

"With everbank.com's team, combined with the customer-focused operational
structure of the division, everbank.com is well positioned to become a trusted
and recognized brand in the rapidly emerging sector of national Internet-only
banking, "says Frank O. Trotter, President of everbank.com, a division of WSFS.

C1FN, a privately owned company headquartered in St. Louis, Missouri, provides
the management, product development, marketing and operational support for
everbank.com. In addition, through its wholly-owned subsidiaries, everTrade
Direct Brokerage, Inc. and everTrade Advisors, Inc., C1FN provides individual
and corporate brokerage and money management services.

WSFS Financial Corporation is a $1.7 billion financial services Company. Its
principal subsidiary, Wilmington Savings Fund Society, FSB, operates 24 retail
banking offices in New Castle County and Dover, Delaware, as well as Chester,
Delaware and Montgomery Counties in Pennsylvania. Other operating subsidiaries
include WSFS Credit Corporation; Community Credit Corporation; and 838
Investment Group, Inc. For more information about WSFS, please visit our website
at www.wsfsbank.com. For more information about everbank, visit the website at
www.everbank.com.

This release contains forward-looking statements, within the meaning of the
Private Securities Litigation Reform Act, that involve risk and uncertainty. It
should be noted that a variety of factors


<PAGE>   2


could cause actual results to differ materially from the anticipated results or
other expectations expressed in the Company's forward-looking statements. The
risks and uncertainties include, but are not limited to, the growth of the
economy, interest rate movements, timely development of technology enhancements
for its products and operating systems, the impact of competitive products,
services and pricing, customer-based requirements, Congressional legislation,
regulation and similar matters. Readers of this release are cautioned not to
place undue reliance on forward-looking statements which are subject to
influence by the named risk factors and unanticipated future events. Actual
results, accordingly, may differ materially from management expectations. WSFS
Financial Corporation does not undertake and specifically disclaims any
obligation, to publicly release the result of any revisions that may be made to
any forward-looking statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such statements.

                                      # # #



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