10-K/A 1 a2044730z10-ka.htm 10-K/A Prepared by MERRILL CORPORATION
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-K/A

(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2000
Commission File No.: 0-22193


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

Delaware   33-0743196
(State or other jurisdiction of
Incorporation or organization)
  (I.R.S. Employer Identification No.)

10540 Magnolia Avenue, Suite B, Riverside, California 92505
(Address of principal executive offices)

(909) 637-4000
(Registrant's telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $0.01 per share
(Title of class)


   Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes  X  No    

   Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    

   The aggregate market value of the voting stock held by non-affiliates of the registrant, i.e., persons other than directors and executive officers of the registrant is approximately $5,121,000 and is based upon the last sales price as quoted on The NASDAQ Stock Market for March 27, 2001.

   As of March 27, 2001, the Registrant had 6,668,436 shares outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

   Portions of the Proxy Statement for the 2001 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K.

FORWARD-LOOKING COMMENTS

   The statements contained herein that are not historical facts are forward-looking statements based on management's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be the same as those anticipated by management. Actual results may differ from those projected in the forward-looking statements. These forward-looking statements involve risks and uncertainties. These include, but are not limited to, the following risks: (1) changes in the performance of the financial markets, (2) changes in the demand for and market acceptance of the Company's products and services, (3) changes in general economic conditions including interest rates, presence of competitors with greater financial resources, and the impact of competitive projects and pricing, (4) the effect of the Company's policies, (5) the continued availability of adequate funding sources, (6) actual prepayment rates and credit losses as compared to prepayment rates and credit losses assumed by the Company for purposes of its valuation of mortgage derivative securities (the "participation contract"), (7) the effect of changes in market interest rates on the spread between the coupon rate and the pass through rate and on the discount rate assumed by the Company in its valuation of its participation contract, and (8) various legal, regulatory and litigation risks.





PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a)
The following documents are filed as a part of this report:

(1)
Consolidated Financial Statements of the Company are included herein at Item 8.

(2)
All schedules are omitted because they are not required or applicable, or the required information is shown in the consolidated financial statements or the notes thereto.

(3)
Exhibits

(a)
The following exhibits are filed as part of this report:

3.1
Certificate of Incorporation of LIFE Financial Corporation*

3.2
Bylaws of LIFE Financial Corporation

4.0
Stock Certificate of LIFE Financial Corporation*

10.0
2001 Stock Incentive Plan—Form S-8

21.0
Subsidiary information is incorporated herein by reference to "Part I—Subsidiaries"

23.1
Consent of Deloitte & Touche LLP**

23.2
Consent of Grant Thornton LLP**

99.1
Purchase of Residual Securities and Related Servicing—Bear Stearns, Inc and EMC Mortgage

99.2
Servicing Rights Purchase Agreement—Wilshire Credit Corporation

(b)
Reports on Form 8-K

*
Incorporated herein by reference from the Exhibits on Registration Statement Form S-4, filed on January 27, 1997 (Registration No. 333-20497).

**
Incorporated herein by reference from the Exhibits on Form 10K, filed on April 2, 2001.


SIGNATURES

    Pursuant to the requirements of Section 13 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.

    LIFE FINANCIAL CORPORATION

Dated: April 27, 2001

 

By:

/s/ 
STEVEN R. GARDNER   
Steven R. Gardner
President and Chief Executive Officer

    Pursuant to the requirements of the Securities and Exchange Act of 1934, this Report has been signed by the following persons in the capacities and on the dates indicated.

Signature
  Title
  Date

 

 

 

 

 
/s/ STEVEN R. GARDNER   
Steven R. Gardner
  President and Chief Executive Officer   April 27, 2001

/s/ 
ROY L. PAINTER   
Roy L. Painter

 

Senior Vice President and Chief Financial Officer (principal financial and accounting officer)

 

April 27, 2001

/s/ 
RONALD G. SKIPPER   
Ronald G. Skipper

 

Chairman of the Board and Director

 

April 27, 2001

/s/ 
MILTON E. JOHNSON   
Milton E. Johnson

 

Director

 

April 27, 2001

/s/ 
JOHN D. GODDARD   
John D. Goddard

 

Director

 

April 27, 2001

/s/ 
EDGAR C. KELLER   
Edgar C. Keller

 

Director

 

April 27, 2001

/s/ 
KENT G. SNYDER   
Kent G. Snyder

 

Director

 

April 27, 2001



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PART IV
SIGNATURES