SECURITIES & 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): September 11, 1998
CFI MORTGAGE INC.
(Exact name of registrant as specified in its charter)
Delaware 0-22271 52-2023491
(State or other Commission (I.R.S. Employer
jurisdiction of File No. Identification No.)
incorporation)
580 Village Boulevard, Suite 120
West Palm Beach, Fl. 33409
(Address of principal executive offices)\ (Zip Code)
Registrants's Telephone Number, including area code: (561) 687-1595
(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On September 11, 1998 CFI Mortgage Inc. (CFIM) completed the sale of one of its
two operating subsidiaries, Bankers Direct Mortgage Corporation (BDMC), to IMN
Financial Corp. (IMNF) by means of a sale of all of the capital stock of BDMC to
IMNF. The sale was made pursuant to a Stock Purchase Agreement dated as of
September 4, 1998, the form of which is filed herewith as Exhibit 2.1. The
purchase price consisted of the assumption of all liabilities of BDMC and IMNF's
agreement to pay CFIM one-eighth of one percent of the value of all closed loans
by BDMC for the two years following closing, but only if BDMC's operations are
profitable in the quarter in which such loans are closed. Further, such payments
will only be made if the net book value of BDMC was at least $0 at closing, or,
if less than $0, then such payments will first be applied to make up any
negative net worth at BDMC. The Company believes that BDMC had a zero or
negative net worth at closing, and accordingly does not expect to receive any
further payments from IMNF. The Company also agreed not to engage in the retail
conforming mortgage business conducted by BDMC for a period of five years
following the closing. IMNF also hired Vincent J. Castoro, the Company's former
vice president and a Director, and Don M. Lashbrook, the Company's former chief
operating officer, as employees of IMNF as of the closing. Mr. Castoro continues
to serve as a director of CFIM.
Prior to the consummation of the sale of BDMC, there were no material
relationships between CFIM or BDMC or any of their respective officers,
directors or affiliates, and IMNF or any of its directors, officers or
affiliates. Terms of the transaction were established by arm's-length
negotiation.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS
A) FINANCIAL STATEMENT OF BUSINESS ACQUIRED
NOT APPLICABLE
B) PRO FORMA FINANCIAL INFORMATION
As of the date of filing of this Form 8K, The registrant has found it
impracticable to complete the preparation of the pro forma financial
information required by this Item. Accordingly, the Registrant will file
such required pro forma financial information under cover of an amendment
to this current report on Form 8k as soon as it is available, but in no
event later than November 27, 1998.
C) EXHIBITS
2.1 - Stock Purchase Agreement, dated as of September 4, 1998, by and
among CFI Mortgage Inc & IMN Financial Corp..
Signature
Pursuant to the requirements of the Securities & Exchange Act of 1934, the
registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned thereunto duly authorized.
CFI Mortgage Inc.
By: /s/ CHRISTOPHER C. CASTORO
Christopher C. Castoro
Chief Executive Officer
Dated: September 28, 1998