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) March 18, 2004
Broadway Financial Corporation
(Exact name of registrant as specified in its charter)
Delaware 95-4547287
(State of Incorporation) (IRS Employer Identification No.)
4800 Wilshire Boulevard, Los Angeles, California 90010
(Address of Principal Executive Offices)
(323) 634-1700
(Issuer's Telephone Number,Including Area Code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure
On March 18, 2004, Broadway Financial Corporation issued a Press Release
announcing a securities purchase from Hot Creek Capital and proposed sale
of securities to Cathay General Bancorp. A copy of the Press Release is
attached as Exhibit 99.1.
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.
BROADWAY FINANCIAL CORPORATION
(Registrant)
Date: March 18, 2004 /s/ Alvin D. Kang
---------------------------------------------
(Signature)
Name: Alvin D. Kang
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Exhibit Page No.
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99.1 Press Release 4
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News Release
FOR IMMEDIATE RELEASE Contact: Paul C. Hudson, President/CEO
Alvin D. Kang, CFO
(323) 634-1700
www.broadwayfed.com
BROADWAY FINANCIAL CORPORATION ANNOUNCES SECURITIES PURCHASE
FROM HOT CREEK CAPITAL AND PROPOSED SALE OF SECURITIES
TO CATHAY GENERAL BANCORP
LOS ANGELES, CA - BROADWAY FINANCIAL CORPORATION (NASDAQ: BYFC) (the "Company"),
the holding company for Broadway Federal Bank, f.s.b., reported today that it
has purchased the holdings of Hot Creek Ventures 1, L.P. and its affiliates
("Hot Creek") in BYFC common stock, consisting of 410,312 shares, at a price of
$14.00 per share and Hot Creek has agreed, with certain exceptions, not to
acquire shares of BYFC stock in the future. The Company also announced it has
signed a stock purchase agreement with Cathay General Bancorp ("Cathay")
providing for the sale by the Company of up to 215,000 shares of BYFC common
stock to Cathay at a price of $13.50 per share, subject to receipt by Cathay of
required regulatory approval for the transaction, and that the Company intends
to make a public tender offer for up to 183,251 shares of its common stock,
constituting 10% of BYFC's common shares outstanding at December 31, 2003 at a
price of $14.00 per share upon completion of the stock sale to Cathay. The
agreement with Cathay contains a standstill provision under which Cathay has
agreed not to acquire additional shares of BYFC stock.
The Company further reported that it has issued $6 million of subordinated
debentures in a private placement for the purpose of funding the repurchase of
shares from Hot Creek.
The Company believes that these transactions will be accretive to earnings per
share. Broadway Federal Bank, f.s.b., will maintain its status as a
well-capitalized institution under applicable government regulations after
completion of the transactions.
The tender offer will be completed after Cathay makes its investment in the
Company, which is expected to be within the next 60-90 days, depending on the
time required for Cathay to receive regulatory approval for its investment.
BYFC shares traded in the range of $13.00 to $15.00 per share between January 1,
2004 and March 15, 2004, with an average price per share over the period of
$13.87. The average daily trading volume of Broadway shares over the same period
was 1,420 shares.
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Broadway Federal Bank, f.s.b. is a community-oriented savings bank, which
primarily originates residential mortgage loans and conducts funds acquisition
in the geographic areas known as Mid-City and South Los Angeles. The Bank
operates four full service branches, three in the city of Los Angeles and one
located in the nearby city of Inglewood, California.
Certain matters discussed in this news release may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements relate to, among other things,
expectations regarding the business environment in which the Company operates,
projections of future performance, perceived opportunities in the market, and
statements regarding strategic objectives. These forward-looking statements are
based upon current management expectations and involve risks and uncertainties.
Actual results or performance may differ materially from those suggested,
expressed, or implied by forward-looking statements due to a wide range of
factors, including, but not limited to, the general business environment, the
real estate market, competitive conditions in the business and geographic areas
in which the Company conducts its business, regulatory actions or changes and
other risks detailed in the Company's reports filed with the Securities and
Exchange Commission, including the Company's Annual Reports on Form 10-KSB and
Quarterly Reports on Form 10-QSB.
Shareholders, analysts, and others seeking information about the Company are
invited to write to: Broadway Financial Corporation, Investor Relations, 4800
Wilshire Blvd., Los Angeles, CA 90010.
Additional Legal Information:
This press release is for informational purposes only and is not an offer to buy
or a solicitation of an offer to sell any shares of the Company. The Company's
proposed tender offer will be made solely by the Offer to Purchase, which will
be mailed to shareholders. Shareholders and investors are urged to carefully
read the Offer to Purchase, when it becomes available. These materials will
contain important information about the offer including the various terms and
conditions to the offer.
Shareholders will be able to obtain a free copy of the Tender Offer Statement on
Schedule TO, the Offer to Purchase and other documents that the Company will
file with the Securities and Exchange Commission at the Commission's website at
www.sec.gov. Shareholders will also be able to obtain a copy of these documents,
without charge, from the Company at its Investor Relations address indicated
above.
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