8-K 1 a74433e8-k.htm FORM 8-K ITLA Capital Corporation Form 8-K July 31, 2001
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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) July 31, 2001

ITLA CAPITAL CORPORATION
(Exact name of Registrant as specified in its Charter)

         
Delaware
 
0-26960
 
95-4596322
(State or other jurisdiction
 
(Commission File No.)
 
(IRS Employer
of incorporation)
 
 
 
Identification No.)
   
888 Prospect Street, Suite 110, La Jolla, California
   
92037 
(Address of principal executive offices)
   
(Zip Code)

Registrant’s telephone number, including area code: (858) 551-0511

N/A
(Former name or former address, if changed since last report)


Item 9. Regulation FD Disclosure.
TRANSCRIPT OF PRESENTATION
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SIGNATURES


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Item 9. Regulation FD Disclosure.

Forward-Looking Statements

     When used in this Current Report on Form 8-K and in future filings by ITLA Capital Corporation (the “Company”) with the Securities and Exchange Commission, in the Company’s press releases or other public or shareholder communications, and in oral statements made with the approval of an authorized executive officer, the words or phrases “believe,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. Various factors could cause actual results to differ materially from the results anticipated or projected. These factors include, but are not limited to, the following: changes in economic conditions in the Company’s market areas; changes in policies by regulatory agencies; the impact of competitive loan products; loan demand risks; fluctuations in interest rates and operating results; and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company does not undertake and specifically disclaims any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.

     Set forth below is material expected to be presented at the Company’s Annual Meeting of Stockholders to be held on July 31, 2001.


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TRANSCRIPT OF PRESENTATION
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Slide   Title   Narrative

 
 
    Opening: Fade in to logo    
 
    Narrator voiceover   ITLA Chairman and Chief Executive Officer George Haligowski...
 
    George Haligowski   “In 1992, when I first became the Chairman of ITLA, it was my vision to be the best industrial bank operation in the state of California.
 
        I am very proud to be able to say today that ITLA is the single best industrial bank in the state of California.”
 
    Multimedia fast paced introduction   Music
 
    Narrator voiceover   Once again Chairman and CEO George Haligowski...
 
    George Haligowski   “ITLA is a very unique bank because we are not an ordinary bank in the ordinary sense of the word. We are a professional sales organization.
 
        What we basically do is we have one niche product. And that product is commercial real estate loans. We do commercial real estate loans better than anyone in the nation.”
 
1   “Our Net Income In 2000 was...”
Narrator voice over
  Our net income in 2000 was over 375 percent higher than any level of annual earnings while under the previous foreign ownership.”
 
2   Annual Performance Net Income
Narrator voice over
  As you can see, we have continued our track record of success by posting 5 consecutive years of record annual earnings. This represents over a 350% increase in annual net earning and an average annual EPS growth in excess of 15% since becoming a public company in 1995.

 


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Slide   Title   Narrative

 
 
3   Quarterly Performance Net Income
Narrator voice over
  One of our greatest achievements has been our ability to record 21 consecutive quarters of increasing record profitability since our IPO.
 
4   Summary of Loan Production
Narrator voice over
  Loan production totals $2.4 billion with 22 basis points of losses since going public in 1995. Since the start of Haligowski’s tenure as Chairman/CEO in 1992, loan production has been $2.9 billion with 20 basis points of losses.
 
5   Asset Growth Total Assets
Narrator voice over
  Over the past 5 years, ITLA’s balance sheet has grown over 160% to $1.41 billion. The most impressive fact is that our growth and expansion into new markets has been substantially financed internally via net earnings, without incurring any debt!
 
6   Real Estate Loan Portfolio (with bar chart)
Narrator voice over
  The foundation of our success has been our ability to continually grow and improve upon our real estate loan portfolio. During year 2000, our loan portfolio grew over 32%.
 
7   Composition of Real Estate Loan Portfolio
Narrator voice over
  While the properties within our portfolio remain quite diverse, they share the common bond of providing financially rewarding returns for our investments.
 
8   Real Estate Loan Portfolio (with pie chart)
Narrator voice over
  ITLA limits its exposure to interest rate risk by investing primarily in adjustable rate mortgages for its portfolio.
 
9   Operating Efficiency
Narrator voice over
  We have significantly improved operating efficiencies to 36% of net revenues and less than 1.7% of total assets.
 
        Chairman/CEO George Haligowski...

 


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Slide   Title   Narrative

 
 
    George Haligowski   “ITLA’s operating statistics as it relates to our operating efficiencies are stellar. They are by far amongst the best in the industry. “Year after year, we are consistently rated in the top 1% of all banks and what it takes us to earn one dollar.
 
        It takes us 36 cents to earn a dollar at ITLA compared to most banks which it takes about 60 cents to earn a dollar. We think that’s a stellar record!”
 
10   Full-Time Associate Count and Assets Per Associate    
 
    George Haligowski   “Average associate load if you will, in terms of assets per employee at ITLA is north of eleven and a half million dollars. A typical bank would have about four and a half to five million dollars per employee.
 
11   Revenue Per Associate
Narrator voice over
  ITLA’s $1 million dollars revenue per associate is an unheard of statistic in the banking industry representing an increase of over 500% since 1992.
 
12   “We achieved our 5th consecutive year of record...”
Narrator voice over
  We achieved our 5th consecutive year of record breaking financial performance and have had approximately $100 million of capital formation since becoming a public company.
 
13   Regulatory Capital
Narrator voice over
  Imperial Capital Bank has been designated as Well capitalized for regulatory purposes. Other 2000 highlights include raising $14 million of additional capital through our Trust Preferred Securities Offerings, and since the inception of our stock repurchase program we have retired approximately 16% of the company’s outstanding common stock, thereby returning nearly $19 million of capital to our shareholders.

 


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TRANSCRIPT OF PRESENTATION
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Slide   Title   Narrative

 
 
14   ITLA Capital Corporation Stand Alone Balance Sheets
Narrator voice over
  We were able to complete the purchase of 100% of the equity and unsold public and private CMO’s of the ICCMAAC Trust 1999-1 on March 28, 2000.
 
15   Core Return on Average Assets
Narrator voice over
  ITLA was ranked 4th in the nation on our core return on average assets by SNL Securities in 2000.
 
16   Efficiency Ratio
Narrator voice over
  Our efficiency ratio was also ranked 8th in the nation by SNL Securities as well.
 
    Closing
Narrator voice over
  And what do we see as the cornerstone of our success? Well according to George Haligowski it starts at the top...
 
    George Haligowski   “ITLA’s culture is very unique in the banking industry in the fact that we’re not your ordinary bureaucratic bank. My senior management team are basically managing partners in the partner sense that they help me make the decisions and reach collective agreements on the things we do here. But the fact that they are also substantial owners of the company.
 
      Matter of fact the entire overhang that currently exists between management and all the shares outstanding is about 11.5% s so management is indeed a substantial shareholder in the organization and therefore makes decisions that are not only good for themselves but definitely good for their shares and their shareholders because we are indeed in the same boat.
 
    Closing montage
Narrator voice over
  ITLA Capital Corporation continues to travel the road of financial growth and success with the future looking brighter than ever...
 
    George Haligowski   (Off camera questioner) “What would you specifically want to tell the market, what would you want to tell them about ITLA? George: Buy the stock... Laughs”.
Cut to logo fade out.

 


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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 thereunto duly authorized.

     
  ITLA CAPITAL CORPORATION
     
     
Date: July 31, 2001 By:  /s/ GEORGE W. HALIGOWSKI

George W. Haligowski
President and Chief Executive Officer