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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):
June 6, 1999
SOUTHWEST SECURITIES GROUP, INC.
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(Exact name of Registrant as specified in its charter)
DELAWARE No. 0-19483 No. 75-2040825
(State or other jurisdicition (Commission (IRS employer
of incorporation) File Number) Identification No.)
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SOUTHWEST SECURITIES GROUP, INC.
1201 ELM STREET, SUITE 3500
DALLAS, TEXAS 75270
(Address, including zip code, of principal executive office)
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Registrants' telephone number, including area code: 214-859-1800
Not applicable
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(Registrant's former address of principal executive office)
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Item 5. OTHER EVENTS
On June 6, 1999, the Registrant entered into a letter of intent to acquire
100 percent of the outstanding shares of ASBI Holdings, Inc. ("ASBI"), the
holding company for First Savings Bank FSB, Arlington, Texas. The letter of
intent provides that the Registrant will issue 2.6 million shares of its common
stock in exchange for all of the outstanding stock of ASBI Holdings, Inc.
Don A. Buchholz serves as chairman of both the Registrant and ASBI, and is
the beneficial owner of approximately 9.0% of the Registrant's outstanding
voting securities. Mr. Buchholz is the beneficial owner of approximately 50% of
the outstanding voting securities of ASBI, and exercises voting control for
approximately 88% of such securities.
Consummation of the acquisition is subject to due diligence, negotiation of
a definitive agreement, and corporate, regulatory and shareholder approvals.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. Exhibit 99. Southwest Securities Group, Inc. Press Release issued
June 6, 1999.
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.
SOUTHWEST SECURITIES GROUP, INC.
Date: June 7, 1999
By: /s/ David Glatstein
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David Glatstein
President and Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION OF EXHIBIT
99 Southwest Securities Group, Inc. Press Release
Issued June 6, 1999
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EXHIBIT 99
FOR IMMEDIATE RELEASE
SWS ENTERS INTO LETTER OF INTENT
TO ACQUIRE SAVINGS BANK HOLDING COMPANY
DALLAS, June 6, 1999 - Southwest Securities Group, Inc. (SWS-NYSE) has
entered into a letter of intent to acquire 100 percent of the outstanding shares
of ASBI Holdings, Inc., the holding company for First Savings Bank FSB,
Arlington, Texas (www.firstsb.com).
SWS has agreed to issue 2.6 million shares of its common stock in exchange
for all of the outstanding stock of ASBI Holdings, Inc.
"The trends in today's financial services market place make this a great
opportunity for both Southwest and First Savings Bank," said Don A. Buchholz,
chairman of Southwest Securities Group, Inc. and ASBI Holdings, Inc. "We expect
the transaction to be non-dilutive."
First Savings Bank offers services, such as certificates of deposit,
checking and savings accounts and credit cards, through traditional channels as
well as via the Internet. The thrift institution also offers factoring,
lending, permanent loans, secondary mortgages and a mortgage loan purchase
program. At March 31, 1999, First Savings Bank had total assets of $264 million
and total deposits of $231 million.
"This acquisition will allow us to offer banking services to our existing
and future customers," said David Glatstein, president and chief executive
officer of SWS. "It also will enhance the services we offer over the Internet
through Mydiscountbroker.com (ww.mydiscountbroker.com).
From the standpoint of First Savings Bank, this transaction adds a parent
company with strong financial standing and growing business lines that fit well
with those of the bank."
"These banking services will be attractive to new customers of both the
brokerage company and the bank," continued Mr. Glatstein. "Additionally, the
bank will provide an opportunity for SWS to securitize mortgage securities and
refer corporate finance prospects."
First Savings Bank is a full-service lender to both businesses and
consumers. The bank has offered residential mortgages since 1985. It also
provides loan purchase facilities to mortgage bankers as well as mortgage
brokers through its Mortgage Loan Purchase Department.
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The acquisition is subject to due diligence, negotiation of a definitive
agreement, and regulatory and shareholder approvals.
Southwest Securities Group, Inc. is a Dallas-based holding company that
offers a broad range of investment and financial services through its
subsidiaries. The company's common stock is listed and traded on the New York
Stock Exchange under the symbol, SWS. Wholly owned subsidiaries of the company
include:
Southwest Securities, Inc. (www.southwestsecurities.com) -- investment banking,
full-service brokerage and securities clearing services;
Mydiscountbroker.com (www.mydiscountbroker.com) -- discount brokerage and online
investing services via the Internet;
SWS Financial Services, Inc. (www.southwestsecurities.com) -- general securities
brokerage conducted through independent contractors;
Westwood Management Corporation ( www.westwoodgroup.com) -- investment advisory
and management services;
Westwood Trust ( www.westwoodgroup.com) -- investment management, trust and
custody services;
SW Capital Corporation (www.logic.org) -- administers LOGIC, a triple A-rated
liquid asset portfolio for units of local government in Texas;
SWS Technologies Corporation ( www.swstechnologies.com) -- professional
technology services and solutions for businesses.
This news release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Investors are cautioned that
any forward-looking statements, including those regarding intent, belief or
current expectations of the company or its management, are not guarantees of
future performance and involve risks and uncertainties. Actual results may
differ materially from those in the forward-looking statements as a result of
various factors. Such factors include, but are not limited to, general economic
conditions and competitive pressures in the markets in which the company
operates, regulatory changes, one-time events and other risks detailed from time
to time in the company's Securities and Exchange Commission filings.
CONTACT: Jim Bowman, Vice President - Corporate Communications,
(214) 859-9335
