Attached files
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| EX-99.1 - EX-99.1 - MEDALLION FINANCIAL CORP | mfin-ex991_52.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 20, 2020
MEDALLION FINANCIAL CORP.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-37747 |
04-3291176 |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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437 Madison Ave New York, New York |
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10022 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (212) 328-2100
Not Applicable
(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:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Common Stock, par value $0.01 per share |
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MFIN |
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NASDAQ Global Select Market |
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9.000% Senior Notes due 2021 |
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MFINL |
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NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
This Amendment No. 1 to Current Report on Form 8-K is being furnished to reflect changes in the financial results of Medallion Financial Corp. (the “Company”) as of, and for the quarter and year ended, December 31, 2019 contained in the press release previously filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K furnished to the U.S. Securities and Exchange Commission on February 20, 2020 (the “Initial Form 8-K”).
Just prior to the anticipated filing of the Company’s 2019 audited financial statements, the Company reviewed three borrower relationships, representing 61 medallion loans with $27.5 million aggregate principal amount, including consideration of additional information identified since the filing of the Initial Form 8-K. These loans were categorized as performing loans at the time the Company filed the Initial Form 8-K, and therefore had a general allowance for credit losses reserve allocation of $5.6 million, as of year-end. The Company’s financial results as of, and for the periods ended, December 31, 2019 were reported in the Initial Form 8-K on that basis. However, upon consideration of the additional information about these loans, the Company determined to categorize these loans as impaired loans and classified these loans as troubled debt restructurings (“TDR”). The Company also applied the same impairment calculation methodology to 18 medallion loans already classified as TDRs. The net effect of these adjustments was an increase in the total TDR amount of $27.5 million and an additional $4.3 million provision for credit losses, resulting in a reduction of after tax net income of $3.2 million, for the quarter and year ended December 31, 2019.
The below tables summarize the significant revisions, including the impact of the change in the allowance and provision for credit losses, charge-offs and related reductions to other assets, other liabilities, non-interest expense and income tax expense.
A revised version of the press release previously filed as Exhibit 99.1 to the Initial Form 8-K is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in the press release is being furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the press release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits
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(d) |
Exhibits |
The following exhibits are being filed with this Current Report on Form 8-K:
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: March 30, 2020
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MEDALLION FINANCIAL CORP. |
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By: |
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/s/ Larry D. Hall |
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Name: Larry D. Hall |
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Title: Chief Financial Officer |