-----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, WPAFTET0hwOsm1mL5TF1uv91LaK0xL53neTVdHG8JjbUEiD9Sxl9PIW26PHP3aYS 3nApwpaPPc77uV+4R96LIg== 0000950168-99-001873.txt : 19990630 0000950168-99-001873.hdr.sgml : 19990630 ACCESSION NUMBER: 0000950168-99-001873 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990623 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOMEGOLD FINANCIAL INC CENTRAL INDEX KEY: 0000277028 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 570513287 STATE OF INCORPORATION: SC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-08909 FILM NUMBER: 99654517 BUSINESS ADDRESS: STREET 1: 3901 PELHAM ROAD CITY: GREENVILLE STATE: SC ZIP: 29615 BUSINESS PHONE: 8642895400 MAIL ADDRESS: STREET 1: 3901 PELHAM ROAD CITY: GREENVILLE STATE: SC ZIP: 29615 FORMER COMPANY: FORMER CONFORMED NAME: EMERGENT GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NRUC CORP DATE OF NAME CHANGE: 19911002 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL RAILWAY UTILIZATION CORP DATE OF NAME CHANGE: 19840813 8-K 1 HOMEGOLD FINANCIAL, INC. 8-K 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 Date of Report: June 23, 1999 HOMEGOLD FINANCIAL, INC. (Exact name of registrant as specified in its charter) SOUTH CAROLINA 0-8909 57-0513287 (State of other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification Number) 3901 PELHAM ROAD, GREENVILLE, SOUTH CAROLINA 29615 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (864) 289-5000 ITEM 5. OTHER INFORMATION The Company's common stock presently is traded on the NASDAQ National Market under the symbol "HGFN". In the first quarter of 1999, the Company received notice from NASDAQ of its intention to delist its stock. The Company appealed NASDAQ's notice and received an exception and a modification of the exception. The Company believes it has met all previous conditions related to the modification of the exception, including the completion of the anticipated bond repurchases. The remaining terms of the modified exception are as follows: on or before June 30, 1999, the Company must make a filing with NASDAQ containing a May 31, 1999 balance sheet, evidencing a minimum of $11.0 million in net tangible assets, with pro forma adjustments for any significant events or transactions occurring on or before the filing date. Finally, on or before August 16, 1999, the Company must make a public filing with the SEC and NASDAQ, evidencing a minimum of $11.0 million in net tangible assets as of June 30, 1999. In order to fully comply with the terms of this exception, the Company must be able to demonstrate compliance with all requirements for continued listing on the NASDAQ National market. In the event the Company fails to comply with any of the terms of this modified exception, its securities may be listed on "The NASDAQ SmallCap Market" pursuant to the maintenance criteria. Based on the Company's current financial conditions and its forecasted operations, the Company anticipates being able to meet the financial conditions that are outlined in the modified exception. However, no assurance can be given that the Company's actual operating results will meet the criteria for continued listing on the NASDAQ National Market. As of May 31, 1999 the Company's net tangible assets exceeded the $11.0 million criteria established by NASDAQ.
Total shareholders' equity (per consolidated balance sheet) $ 16,321,000 Excess of cost over net assets of acquired businesses, net $ (1,621,000) ------------------- Net tangible assets $ 14,700,000 ===================
As of the date of this filing, there were no significant events or transactions that would adversely affect the above calculation. ITEM 7. FINANCIAL STATEMENT HOMEGOLD FINANCIAL, INC. AND SUBSIDIARIES CONSOLIDATED UNAUDITED BALANCE SHEET MAY 31, 1999 (IN THOUSANDS)
ASSETS Cash and cash equivalents $ 43,873 Restricted cash 5,150 Loans receivable 60,576 Less allowance for credit losses on loans (4,439) Less deferred loan fees (986) Plus deferred loan costs 695 ----------------- Net loans receivable 55,846 Income taxes receivable 900 Accrued interest receivable 1,882 Other receivables 10,608 Residual receivable, net 49,564 Property and equipment, net 18,825 Real estate and personal property acquired through foreclosure 3,842 Excess of cost over net assets of acquired businesses, net 1,621 Debt origination costs, net 2,768 Deferred income tax asset, net 4,151 Servicing asset 973 Other assets 2,986 ----------------- TOTAL ASSETS $ 202,989 =================
SEE NOTE TO UNAUDITED CONSOLIDATED BALANCE SHEET, WHICH IS AN INTEGRAL PART OF THIS STATEMENT. HOMEGOLD FINANCIAL, INC. AND SUBSIDIARIES CONSOLIDATED UNAUDITED BALANCE SHEET MAY 31, 1999 (IN THOUSANDS)
LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Investor savings: Notes payable to investors $ 120,029 Subordinated debentures 19,498 ----------------- Total investor savings 139,527 Senior unsecured debt 37,625 Other liabilities: Accounts payable and accrued liabilities 5,450 Remittances payable 1,946 Income taxes payable 432 Accrued interest payable 1,670 ----------------- Total other liabilities 9,498 ----------------- Total liabilities 186,650 Minority interest 18 Shareholders' equity: Common stock 492 Capital in excess of par value 38,964 Retained earnings (23,135) ----------------- Total shareholders' equity 16,321 ----------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 202,989 =================
SEE NOTE TO UNAUDITED CONSOLIDATED BALANCE SHEET, WHICH IS AN INTEGRAL PART OF THIS STATEMENT. HOMEGOLD FINANCIAL, INC. AND SUBSIDIARIES NOTE TO CONSOLIDATED BALANCE SHEET NOTE 1--BASIS OF PREPARATION HomeGold Financial, Inc. (referred to herein sometimes as the "Company" and "HGFN") states that the accompanying consolidated balance sheet is prepared in accordance with the Securities and Exchange Commission's rules regarding interim financial statements, and therefore does not contain all disclosures required by generally accepted accounting principles for annual financial statements. Reference should be made to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1998, including the footnotes thereto. The consolidated balance sheet as of May 31, 1999, is unaudited and in the opinion of management contains all known adjustments, which consist of only normal recurring adjustments necessary to present fairly the financial position of the Company. In preparing the consolidated balance sheet, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet. Actual results could differ from those estimates. These estimates include, among other things, valuation of real estate owned, evaluation of deferred income tax asset, assumptions used to value residual receivables and determination of the market value of loans and allowance for credit losses. 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 hereunto duly authorized. HOMEGOLD FINANCIAL, INC. By: /s/ Kevin J. Mast ------------------------------------------ Kevin J. Mast Executive Vice President, Chief Financial Officer, and Treasurer -----END PRIVACY-ENHANCED MESSAGE-----