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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
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MARCH 2, 1998
Date of report (Date of earliest event reported) -
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Commission File Number: 0-18108 ---------
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FINET HOLDINGS CORPORATION
(Exact name of registrant as specified in its
charter)
DELAWARE
(State or jurisdiction of
incorporation or organization)
3021 CITRUS CIRCLE, SUITE 150
WALNUT CREEK, CA 94598
(Address of principal executive office)
94-3115180
(IRS Employer Identification Number)
Telephone Number: (510) 988-6550
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 2, 1998, the Registrant entered into a Letter of Intent
(the "Letter") with MICAL Mortgage, Inc. ("MICAL"), a California
corporation, for the purpose of the Registrant acquiring 100% of
the issued and outstanding stock of MICAL. MICAL is a full
service mortgage banker with Fannie Mae, Freddie Mac and Ginnie
Mae approvals. It has retail branches in CA and NV and wholesale
operations in CA, NV and GA and has 450 FHA correspondents in 18
states.
Three individuals, John E. Railey, Harve L. Lubin and Joseph E.
Gistaro, are the shareholders of MICAL. Pursuant to the Letter, the
Registrant will acquire 100% of the issued and outstanding stock of
MICAL from its shareholders for the equivalent of a consideration
of $1.5 million, subject to adjustment upon completion of due
diligence. The parties have agreed to complete a formal closing of
the transaction on or before March 31, 1998, at which time a formal
stock purchase agreement, employment agreements and other completion
documents will be available, all in accordance with the Letter.
The contemplated purchase price and terms of this acquisition were
arrived at only after arms-length negotiations between the
principals of the Registrant and MICAL based on analysis of past
performance and the existing value of MICAL. The Letter further
provides for the Registrant to enter into employment agreements with
each of the shareholders of MICAL.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Financial Statements: Pursuant to the Letter, MICAL's financial
statements are currently being reviewed and it is therefore
impractical at this time to provide the required financial statements
for the business to be acquired. None of the required financial
statements are available at this time, and none are submitted with
this filing. The Registrant intends to file the required financial
statements under cover of Form 8 on or before May 4, 1998.
Pro Forma Financial Information: It is likewise impractical at this
time to submit the required pro forma financial information and none
is submitted herewith. The Registrant intends to file the required
pro forma financial information under cover of Form 8 on or before
May 4, 1998.
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, THEREUNTO DULY AUTHORIZED.
FINET HOLDINGS CORPORATION
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Date: March 3, 1998 /s/ L. DANIEL RAWITCH
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L. DANIEL RAWITCH
(CEO AND PRINCIPAL EXECUTIVE OFFICER)
Date: March 3, 1998 /s/ GEORGE P. WINKEL
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GEORGE P. WINKEL
(PRINCIPAL FINANCIAL OFFICER)
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