-----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, SYkAG/bdQVMEpOqec7Yd83o7fAMwq6qTWxPg5DzZL0upZmiYrwXAiSJZid/nB02p FPPa1JQDJck2nPnhX25EhA== 0001157523-04-011070.txt : 20041129 0001157523-04-011070.hdr.sgml : 20041129 20041129074517 ACCESSION NUMBER: 0001157523-04-011070 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041129 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041129 DATE AS OF CHANGE: 20041129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANTA CORP CENTRAL INDEX KEY: 0000096638 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 231462070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14120 FILM NUMBER: 041169583 BUSINESS ADDRESS: STREET 1: P.O. BOX 844 STREET 2: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 BUSINESS PHONE: 2154445341 MAIL ADDRESS: STREET 1: C/O WELSH & MCKEAN ROADS STREET 2: P.O. BOX 844 CITY: SPRING HOUSE STATE: PA ZIP: 19477-0844 FORMER COMPANY: FORMER CONFORMED NAME: TSO FINANCIAL CORP DATE OF NAME CHANGE: 19880306 FORMER COMPANY: FORMER CONFORMED NAME: TEACHERS SERVICE ORGANIZATION INC DATE OF NAME CHANGE: 19850812 8-K 1 a4773764.txt ADVANTA CORP. 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 (Date of earliest event reported) November 29, 2004 ----------------- Advanta Corp. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-14120 23-1462070 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Welsh & McKean Roads, P.O. Box 844, Spring House, Pennsylvania 19477 -------------------------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (215) 657-4000 -------------- - ------------------------------------------------------------------------------- (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): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. The information in this Current Report on Form 8-K is to be considered "filed" under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). On November 29, 2004, Advanta Corp. (the "Company") issued a press release providing its earnings and other financial guidance for the 2005 fiscal year and announcing that its Board of Directors has approved a 20 percent increase in the Company's regular quarterly cash dividend effective for its first quarter 2005 dividend payable in May 2005. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. On November 29, 2004 at 8:30 a.m. Eastern time, Company management also will hold a conference call, publicly announced in its press release dated November 23, 2004. The call will be broadcast for the public simultaneously over the Internet through www.advanta.com or www.vcall.com. Replays of the call are available on the Vcall site for 30 days from the date of the call. In addition to historical information, this Current Report on Form 8-K contains forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ from those projected. The most significant among these risks and uncertainties are: (1) the Company's managed net interest income including changes resulting from fluctuations in the volume of receivables and the range and timing of pricing offers to cardholders; (2) competitive pressures; (3) political conditions, social conditions, monetary and fiscal policies and general economic conditions that affect the level of new account originations, customer spending, delinquencies and charge-offs; (4) factors affecting fluctuations in the number of accounts or receivable balances, including the retention of cardholders after promotional pricing periods have expired; (5) interest rate fluctuations; (6) the level of expenses; (7) the timing of the securitizations of the Company's receivables; (8) factors affecting the value of investments held by the Company; (9) the effects of government regulation, including restrictions and limitations imposed by banking laws, regulators and examinations; (10) effect of, and changes in, tax laws, rates, regulations and policies; (11) relationships with customers, significant vendors and business partners; (12) factors affecting the Company's ability to successfully develop, acquire, produce, test and market products or services; (13) the amount and cost of financing available to the Company; (14) the ratings on the debt of the Company and its subsidiaries; (15) revisions to estimates associated with the discontinued operations of the Company's mortgage and leasing businesses; (16) the effect of changes in accounting policies or practices as may be required by changes in U.S. generally accepted accounting principles; (17) the impact of litigation; (18) the proper design and operation of the Company's disclosure controls and procedures; and (19) the ability to attract and retain key personnel. Additional risks that may affect the Company's future performance are detailed in the Company's filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. The following exhibit relating to Item 8.01 shall be deemed "filed" under the Exchange Act: 99.1 Press Release issued November 29, 2004 providing earnings and other financial guidance for 2005 fiscal year and announcing increase in the quarterly dividend payable on its Class A and Class B Common Stock effective for the first quarter 2005 dividend. 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. Advanta Corp. --------------------------------- (Registrant) Date: November 29, 2004 By: /s/ Elizabeth Mai --------------------------------- Elizabeth H. Mai Senior Vice President, Secretary and General Counsel EXHIBIT INDEX Exhibit Description Method of Filing 99.1 Press release issued November 29, 2004 Filed herewith providing earnings and other financial guidance for 2005 fiscal year and announcing increase in the quarterly dividend payable on its Class A and Class B Common Stock effective for the first quarter 2005 dividend. EX-99.1 2 a4773764ex991.txt PRESS RELEASE Exhibit 99.1 Advanta Provides Earnings Guidance for 2005; Increases 2005 Dividends by 20 Percent SPRING HOUSE, Pa.--(BUSINESS WIRE)--Nov. 29, 2004--Advanta Corp. (NASDAQ:ADVNB; ADVNA) today announced that it expects its 2005 pretax earnings for Advanta Business Cards of between $90 million and $95 million. Earnings from continuing operations is expected to be between $1.85 and $1.95 per diluted share for Class A and Class B shares combined. Consistent with prior periods, the earnings per share estimate assumes no gains or losses associated with the Company's venture capital portfolio as such amounts are based on future market conditions that cannot be reliably forecasted. During 2005, managed receivables are expected to grow 10% to 20% and owned receivables are expected to grow 23% to 33%. "Our strategy for 2005 remains focused on improving our asset quality and building our relationships with profitable, high credit quality customers," said Dennis Alter, Chairman and CEO. "We will continue to strengthen our offerings to the small business market by emphasizing access to products and services that meet the unique demands of small business and providing exceptional value to our customers." Advanta also announced that its Board of Directors has approved a 20 percent increase in its regular quarterly cash dividend effective for its first quarter 2005 dividend payable in May. As a result of this increase, 2005 quarterly dividends declared for its Class A common stock will increase from 9.45 cents to 11.34 cents and 2005 quarterly dividends declared for its Class B common stock will increase from 11.34 cents to 13.61 cents. Conference Call Details Advanta management will hold a conference call with analysts and institutional investors today, November 29, at 8:30 a.m. Eastern time. The call will be broadcast simultaneously for the public over the Internet through www.advanta.com or www.vcall.com. To listen to the live call, please go to the website at least 15 minutes early to register, download, and install any necessary audio software. Replays of the call will be available beginning at noon today on the Internet at www.advanta.com or www.vcall.com or by dialing (719) 457-0820 and referring to confirmation code 885511. The conference call may include a discussion of non-GAAP financial measures, which are reconciled to the most directly comparable GAAP financial measure in this press release or the statistical supplements available at www.advanta.com in the "Corporate Info section. About Advanta Advanta focuses on the small business market and related community, providing funding and support to the nation's small businesses through innovative products and services. Using its direct marketing and information based expertise, Advanta identifies potential customers and provides a high level of service tailored to the unique needs of small businesses. Advanta is one of the nation's largest issuers (through Advanta Bank Corp.) of MasterCard business credit cards to small businesses. Since 1951, Advanta has pioneered many of the marketing techniques common in the financial services industry today, including remote lending and direct mail, affinity and relationship marketing. Learn more about Advanta at www.advanta.com. This Press Release contains forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. The most significant among these risks and uncertainties are: (1) the Company's managed net interest income including changes resulting from fluctuations in the volume of receivables and the range and timing of pricing offers to cardholders; (2) competitive pressures; (3) political conditions, social conditions, monetary and fiscal policies and general economic conditions that affect the level of new account originations, customer spending, delinquencies and charge-offs; (4) factors affecting fluctuations in the number of accounts or receivable balances, including the retention of cardholders after promotional pricing periods have expired; (5) interest rate fluctuations; (6) the level of expenses; (7) the timing of the securitizations of the Company's receivables; (8) factors affecting the value of investments held by the Company; (9) the effects of government regulation, including restrictions and limitations imposed by banking laws, regulators and examinations; (10) effect of, and changes in, tax laws, rates, regulations and policies; (11) relationships with customers, significant vendors and business partners; (12) factors affecting the Company's ability to successfully develop, acquire, produce, test and market products or services; (13) the amount and cost of financing available to the Company; (14) the ratings on the debt of the Company and its subsidiaries; (15) revisions to estimates associated with the discontinued operations of the Company's mortgage and leasing businesses; (16) the effect of changes in accounting policies or practices as may be required by changes in U.S. generally accepted accounting principles; (17) the impact of litigation; (18) the proper design and operation of the Company's disclosure controls and procedures; and (19) the ability to attract and retain key personnel. Additional risks that may affect the Company's future performance are detailed in the Company's filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. The Company has provided managed receivable data and other non-GAAP financial measurements in this document. Management believes that these non-GAAP financial measures used in managing the business may provide users additional useful information. The table attached to this press release includes a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measure and a description of why the non-GAAP financial measures are useful to investors. ADVANTA ($ in thousands) RECONCILIATION OF FORWARD-LOOKING NON-GAAP FINANCIAL MEASURES - ------------------------------------------------------------- In addition to evaluating the financial performance of the Advanta Business Cards segment under U.S. generally accepted accounting principles ("GAAP"), we evaluate Advanta Business Cards' performance on a managed basis. Our managed business credit card receivable portfolio is comprised of both owned and securitized business credit card receivables. We sell business credit card receivables through securitizations accounted for as sales under GAAP. We continue to own and service the accounts that generate the securitized receivables. Managed data presents performance as if the securitized receivables had not been sold. We believe that performance on a managed basis provides useful supplemental information because we retain interests in the securitized receivables and, therefore, we have a financial interest in and exposure to the performance of the securitized receivables. Revenue and credit data on the managed portfolio provides additional information useful in understanding the performance of the retained interests in business credit card securitizations. The data below provides a reconciliation of forward-looking managed receivables and managed net principal charge-offs as a percentage of average managed receivables (non-GAAP financial measures) to owned receivables and owned net principal charge-offs as a percentage of average owned receivables (the most directly comparable GAAP financial measures). In the forward-looking business credit card credit data below, the Low End of Range column assumes the forward- looking average receivable balances multiplied by our Low End of Range charge-off rate expectations, and the High End of Range column assumes the forward-looking average receivable balances multiplied by our High End of Range charge-off rate expectations. The data presented below depict only certain possibilities out of a large set of possible scenarios. At December 31, 2005 ----------------------------- Forward-Looking Ending Business Credit Low End of High End of Card Receivable Balances: Range Range ------------ -------------- Owned $ 905,000 $ 985,000 Securitized 2,705,000 2,950,000 ------------ -------------- Managed $ 3,610,000 $ 3,935,000 Forward-Looking Average Business Credit Year Ended Card Receivable Balances: Dec. 31, 2005 ------------- Owned $ 840,000 Securitized 2,685,000 ------------- Managed $ 3,525,000 Year Ended December 31, 2005 ---------------------------- Forward-Looking Business Credit Card Low End of High End of Credit Data: Range Range ------------ -------------- Owned net principal charge-offs $ 41,600 $ 45,800 As a percentage of average owned receivables 4.95 % 5.45 % Securitized net principal charge- offs $ 143,500 $ 156,900 As a percentage of average securitized receivables 5.34 % 5.84 % Managed net principal charge-offs $ 185,100 $ 202,700 As a percentage of average managed receivables 5.25 % 5.75 % CONTACT: Advanta Corp. David Weinstock Investor Relations (215) 444-5335 dweinstock@advanta.com or Jennifer Lyons Communications (215) 444-5073 AdvantaCommunications@advanta.com -----END PRIVACY-ENHANCED MESSAGE-----