Seeks Up to 24.9% More Stock : M.D.C. Holdings Bids for Imperial Shares
M.D.C. Holdings, which first acquired 6.9% of San Diego-based Imperial Corp. of America’s stock in November, 1987, has asked state and federal regulators for permission to buy as much as 24.9% more of the savings and loan holding company’s outstanding shares.
Denver-based M.D.C. Holdings, which is traded on the New York Stock Exchange, now holds 9.6% of Imperial’s outstanding common stock. It has asked the Federal Home Loan Bank Board for permission to increase its ownership of Imperial’s common stock to “in excess of 10% and up to 24.9% . . . without prior registration as a savings and loan holding company,” according to Imperial’s recent proxy statement.
M.D.C. Holdings views its Imperial shares as “an investment,” according to M.D.C. President Dave Manarich. “Imperial is a good company, and we bought the stock as an investment,” Manarich said during a telephone interview Friday.
Imperial’s stock closed down $.25 on Monday at $11.50; M.D.C.’s announcement has had no noticeable effect on its stock.
Wants to Add Board Member
M.D.C. Holdings has asked Imperial to consider adding one of M.D.C.’s representatives to its board of directors, Imperial President Kenneth Thygerson said last week. Thygerson described M.D.C. Holdings as “simply an investor.” He said the existing Imperial board will consider M.D.C.’s request.
Board representation “is something we talked about,” Manarich said on Friday. M.D.C. Holdings “might” pursue the representation request at some time, Manarich added.
M.D.C. Holdings, which builds homes in the West and operates a small mortgage banking business, has in the past invested in S&Ls; and has owned shares in Newport Beach-based Far West Financial and Denver-based First Columbia National.
M.D.C. Holdings has been content to only invest in S&Ls;, according to Denver-based industry analysts. However, one of those analysts last week suggested that “it’s logical” for M.D.C. Holdings to consider owning an S&L; “because they’re trying to diversify themselves away from their home-building business, which is still pretty much tied to the Rocky Mountains, where (business is) still pretty flat.”
Denver-based Home American Mortgage, which is owned by M.D.C. Holdings, has several offices in California. Its California operations generate about 10% of the subsidiary’s revenue.
Richmond American Homes, another M.D.C. Holding subsidiary, also operates in California. It builds homes, largely in the Los Angeles and Sacramento areas, Manarich said.
A Healthy Profit
M.D.C. Holdings reported $16.2 million in net income and $799 million in revenue for 1987. It reported a $35.7-million net profit and $706 million in revenue for 1986.
M.D.C. Asset Investors, a Denver-based related company that is partly owned by M.D.C. Holdings and operates as a separate entity, is moving to complete its proposed acquisition of Guild Mortgage Investments, a San Diego-based real estate investment trust. M.D.C. Asset made its initial public offering in early 1987; M.D.C. Holdings also acts as manager of the company, which is taxed as a real estate investment trust.
Manarich described M.D.C. Asset Investors as “the nation’s biggest and most successful REIT” (collateralized mortgage originator), with about $8 billion in assets.
Guild Mortgage Investments is awaiting Securities and Exchange Commission approval of proxy materials that will describe the proposed acquisition and will be mailed to shareholders in late May or June, according to Guild Mortgage Investments President Michael Eustis.
M.D.C. Asset Investors’ bid for Guild Mortgage Investments, which made its initial public offering in 1986, would include a stock swap. However, an effective date for the proposed deal has not yet been set.
