-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UFkttMvwJx+WgkWKrhZAEQTh0PM+vFtvDy3YhFF1sgA48XnVzDRUi8WB9d2Et4np I3s48xJ8HrkcDw149cezAg== 0001025953-06-000087.txt : 20060328 0001025953-06-000087.hdr.sgml : 20060328 20060328170711 ACCESSION NUMBER: 0001025953-06-000087 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060322 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060328 DATE AS OF CHANGE: 20060328 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOVASTAR FINANCIAL INC CENTRAL INDEX KEY: 0001025953 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 742830661 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13533 FILM NUMBER: 06715759 BUSINESS ADDRESS: STREET 1: 8140 WARD PARKWAY STREET 2: STE 300 CITY: KANSAS CITY STATE: MO ZIP: 64114 BUSINESS PHONE: 8162377000 MAIL ADDRESS: STREET 1: 8140 WARD PARKWAY STREET 2: STE 300 CITY: KANSAS CITY STATE: MO ZIP: 64114 8-K 1 form8k.htm CHANGES TO PRINCIPAL OFFICERS

UNITED STATES

 

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

 

March 22, 2006

Date of Report (Date of earliest event reported)

 

NOVASTAR FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

Maryland

 

001-13533

 

74-2830661

(State or other jurisdiction of incorporation or organization)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

8140 Ward Parkway, Suite 300, Kansas City, MO 64114

(Address of principal executive offices)

(Zip Code)

 

(816) 237-7000

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

 

INFORMATION TO BE INCLUDED IN THE REPORT

 

Item 5.02 – Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

On March 22, 2006, Rodney E. Schwatken, Vice President, Treasurer, Controller and Chief Accounting Officer of the Company accepted an offer to transfer to another position with the Company. His last day as Treasurer, Controller and Chief Accounting Officer of the Company will be April 12, 2006.

 

On March 24, 2006, Todd M. Phillips, age 33, was appointed Vice President, Treasurer, Controller and Chief Accounting Officer of the Company, effective April 12, 2006. Mr. Phillips has been with the Company since 2002 and most recently held the position of Assistant Vice President and Assistant Treasurer. Mr. Phillips has been responsible for corporate financial and regulatory reporting, corporate treasury functions and corporate accounting policy, including implementation of accounting policies and procedures and developing and implementing proper internal control over all financial recordkeeping. From February 1999 to September 2002, Mr. Phillips was a Senior Analyst with NovaMed Inc., a NASDAQ-listed company which specializes in owning and operating ambulatory surgery centers. From July 1995 to February 1999, Mr. Phillips was employed by KPMG LLP in Kansas City, Missouri, most recently as an Audit Senior.

 

The Company is still working out the terms of the Employment Agreement with Mr. Phillips and once finalized an amended 8-K will be filed. The press release announcing Mr. Schwatken’s transfer and Mr. Phillips’ appointment is included as Exhibit 99 and is incorporated herein by reference.

 

References to the registrant’s website do not incorporate by reference the information on the registrant’s website into this Current Report and the registrant disclaims any such incorporation by reference.

 

Item 9.01 – Financial Statements and Exhibits

 

(c)

Exhibits

 

 

99

Press Release, dated March 28, 2006

 

 

 


 

 

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 thereunto duly authorized.

 

 

NOVASTAR FINANCIAL, INC.

                                                                                                                                

DATE: March 28, 2006

/s/ Gregory S. Metz

 

Gregory S. Metz

 

Chief Financial Officer

 

 

 


 

 

Exhibit Index

 

Exhibit

Number

99

Press Release, dated March 28, 2006

 

 

 

 

 

 EX-99 2 ex99.htm EXHIBIT 99

NovaStar Financial, Inc. Announces Change in Management Responsibilities

 

KANSAS CITY, Mo., March 28, 2006 -- NovaStar Financial, Inc. (NYSE: NFI), a residential mortgage lender and portfolio investor, today announced the promotion of Todd M. Phillips to Vice President, Treasurer and Controller (Chief Accounting Officer) reporting to Greg Metz, the company’s Chief Financial Officer. The promotion will be effective on April 12, 2006. In his new role, Mr. Phillips will have responsibility for all accounting and treasury functions of the enterprise, including accounting policy and external financial reporting. Rodney E. Schwatken, who has held the Treasurer and Controller (Chief Accounting Officer) position since 1997, will assume a new role with NovaStar Financial, as Vice President – Strategic Initiatives, reporting directly to Scott Hartman, the company’s Chief Executive Officer.

 

Mr. Phillips has 11 years of experience and has held various positions within the finance and accounting area of NovaStar, most recently as Assistant Vice President and Assistant Treasurer. Prior to joining NovaStar in 2002, Mr. Phillips had worked in accounting at NovaMed Inc., a publicly traded company, and in the audit practice of KPMG LLP.

 

“Todd Phillips’ leadership skills, accounting experience and detailed knowledge of our business make him ideal for the role of Treasurer and Controller. He will continue to emphasize clear reporting of performance, giving management and shareholders the financial information they need in an industry that can be complex,” stated Mr. Metz.

 

“Rodney’s experience in financial reporting, securitization and capital markets give him a unique perspective as NovaStar evaluates opportunities at a time of change in our industry,” Mr. Metz added.

 

About NovaStar

 

NovaStar Financial, Inc. (NYSE: NFI) is a specialty finance company that originates, purchases, invests in and services residential nonconforming loans. The company specializes in single-family mortgages, involving borrowers whose loan size, credit details or other circumstances fall outside conventional mortgage agency guidelines. A Real Estate Investment Trust (REIT) founded in 1996, NovaStar efficiently brings together the capital markets, a nationwide network of mortgage brokers and American families financing their homes. NovaStar is headquartered in Kansas City, Missouri, and has lending operations nationwide.

 

For more information, including quarterly portfolio data, please visit our website at www.novastarmortgage.com.

 

 


 

 

Certain matters discussed in this release constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements are those that predict or describe future events and that do not relate solely to historical matters. Forward-looking statements are subject to risks and uncertainties and certain factors can cause actual results to differ materially from those anticipated. Some important factors that could cause actual results to differ materially from those anticipated include: our ability to generate sufficient liquidity on favorable terms; the size and frequency of our securitizations; interest rate fluctuations on our assets that differ from our liabilities; increases in prepayment or default rates on our mortgage assets; changes in assumptions regarding estimated loan losses and fair value amounts; changes in origination and resale pricing of mortgage loans; our compliance with applicable local, state and federal laws and regulations or opinions of counsel relating thereto and the impact of new local, state or federal legislation or regulations or opinions of counsel relating thereto or court decisions on our operations; the initiation of margin calls under our credit facilities; the ability of our servicing operations to maintain high performance standards and maintain appropriate ratings from rating agencies; our ability to expand origination volume while maintaining an acceptable level of overhead; our ability to adapt to and implement technological changes; the stability of residual property values; the outcome of litigation or regulatory actions pending against us or other legal contingencies; the impact of losses resulting from natural disasters; the impact of general economic conditions; and the risks that are from time to time included in our filings with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2005. Other factors not presently identified may also cause actual results to differ. This document speaks only as of its date and we expressly disclaim any duty to update the information herein.

 

Investor Relations Contact

Jeffrey A. Gentle

816.237.7424

 

 

 

 

 -----END PRIVACY-ENHANCED MESSAGE-----