Washington, D.C. 20549
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended September 30, 2004 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File No. 0-23911
Fog Cutter Capital Group Inc.
(Exact name of registrant as specified in its charter)
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Maryland |
52-2081138 |
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(State or other
jurisdiction of |
(I.R.S. Employer |
1410 SW Jefferson Street
Portland, OR 97201
(Address of principal executive offices) (Zip Code)
(503) 721-6500
(Registrant’s telephone number, including area code)
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. Yesý Noo.
Indicate by check mark whether the registrant is an
accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes o No ý.
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Outstanding at September 30, 2004 |
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Common Stock, par value $0.0001 per share |
8,380,673 shares |
FOG CUTTER CAPITAL GROUP INC.
FORM 10-Q
I N D E X
PART I–FINANCIAL INFORMATION |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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PART II–OTHER INFORMATION |
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Available information
Our website is www.fccgi.com. We make our annual report on Form 10-K, as well as other reports filed with the Securities and Exchange Commission, available free of charge through our website as soon as reasonably practicable after they are filed. A copy of these reports may also be obtained by writing to us at 1410 SW Jefferson Street, Portland, Oregon 97201, Attn: Investor Reporting.
2
PART I — FINANCIAL INFORMATION
FOG CUTTER CAPITAL GROUP INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(dollars in thousands, except share data)
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September 30 |
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December 31 |
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(Unaudited) |
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Assets |
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Cash and cash equivalents |
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$ |
7,103 |
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$ |
19,607 |
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Securities available for sale, pledged under repurchase agreements, at estimated fair value |
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35,010 |
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Securities available for sale, at estimated fair value |
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10 |
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500 |
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Loans held for investment |
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10,417 |
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3,744 |
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Investments in real estate, net |
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28,009 |
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22,577 |
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Loans to senior executives |
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2,975 |
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2,964 |
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Investment in Bourne End |
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1,969 |
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2,141 |
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Restaurant property, plant and equipment, net |
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6,036 |
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5,897 |
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Intangible assets, net |
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5,456 |
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5,640 |
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Goodwill |
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7,541 |
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7,300 |
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Other assets |
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3,960 |
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3,596 |
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Total assets |
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$ |
73,476 |
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$ |
108,976 |
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Liabilities and Stockholders’ Equity |
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Liabilities: |
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Repurchase agreements |
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$ |
— |
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$ |
25,318 |
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Borrowings and notes payable |
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7,699 |
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7,804 |
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Obligations under capital leases |
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12,684 |
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12,942 |
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Obligation under leave of absence agreement |
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2,358 |
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Dividends payable |
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41 |
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1,216 |
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Deferred income |
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4,426 |
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3,700 |
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Deferred income taxes |
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5,880 |
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6,980 |
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Accrued expenses and other liabilities |
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6,018 |
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5,635 |
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Total liabilities |
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39,106 |
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63,595 |
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Commitments and contingencies |
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Stockholders’ Equity: |
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Preferred stock, $.0001 par value; 25,000,000 shares authorized; no shares issued and outstanding |
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Common stock, $.0001 par value; 200,000,000 shares authorized; 11,757,073 shares issued as of September 30, 2004 and 11,716,600 shares issued as of December 31, 2003; 8,380,673 shares outstanding as of September 30, 2004 and 8,670,700 shares outstanding as of December 31, 2003 |
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168,191 |
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168,018 |
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Accumulated deficit |
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(123,776 |
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(115,588 |
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Option to purchase common stock |
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(592 |
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Accumulated other comprehensive income |
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274 |
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968 |
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Treasury stock; 3,376,400 common shares as of September 30, 2004, and 3,045,900 common shares as of December 31, 2003, at cost |
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(9,727 |
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(8,017 |
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Total stockholders’ equity |
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34,370 |
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45,381 |
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Total liabilities and stockholders’ equity |
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$ |
73,476 |
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$ |
108,976 |
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The accompanying notes are an integral part of these consolidated financial statements.
3
FOG CUTTER CAPITAL GROUP INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(dollars in thousands, except share data)
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Quarter Ended |
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Nine months Ended |
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2004 |
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2003 |
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2004 |
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2003 |
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Net Interest Income: |
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Loans |
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$ |
456 |
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$ |
534 |
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$ |
1,431 |
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$ |
850 |
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Loans to senior executives |
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51 |
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54 |
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