SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
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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)
APRIL 2, 2004
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CONSUMER PORTFOLIO SERVICES, INC.
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(Exact Name of Registrant as Specified in Charter)
CALIFORNIA 001-14116 33-0459135
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
16355 LAGUNA CANYON ROAD, IRVINE, CA 92618
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (949) 753-6800
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On April 2, 2004, the registrant Consumer Portfolio Services, Inc. ("CPS")
purchased certain assets from SeaWest Financial Corporation, a California
corporation ("SWF") and from certain of SWF's subsidiaries, and was appointed
the successor servicer of three term securitizations of automotive receivables
originally sponsored by SWF, as to which SWF had, until that date, been acting
as servicer. Wholly-owned subsidiaries of CPS purchased automotive receivables
from SWF and from its wholly-owned subsidiaries SeaWest Receivables Corporation
I and SeaWest Funding Corporation, pursuant to Receivables Purchase Agreements
dated April 2, 2004. CPS and its subsidiaries paid a total of $63.2 million for
the acquired assets, including $750,000 paid for certain tangible assets
(primarily equipment) used by SWF in its business of originating and servicing
automotive receivables. Attached as Exhibit 99.1 is a copy of a press release
describing the transaction, which press release is incorporated herein by
reference.
The amount of such consideration was agreed to as the result of arms'-length
negotiations between CPS and SWF. The principles used in determining the amount
of consideration were (i) that the receivables purchased would receive differing
valuations depending on their delinquency status, and (ii) that the total amount
paid must be sufficient to induce non-affiliated lenders to SWF's subsidiaries
to release their security interests in the assets to be purchased. The sources
of the funds used to pay the purchase price were (i) an acquisition finance
facility under which a wholly-owned subsidiary of CPS borrowed approximately
$38.5 million, secured by the purchased receivables, and (ii) cash on hand.
CPS intends to continue to use the tangible assets acquired in the automobile
finance business.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
EXHIBIT NUMBER DESCRIPTION
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Exhibit 2.1 Receivables Purchase Agreement relating to receivables
purchased from SeaWest Receivables Corporation I*
Exhibit 2.2 Receivables Purchase Agreement relating to receivables
purchased from SeaWest Funding Corporation*
Exhibit 2.3 Receivables Purchase Agreement relating to receivables
purchased from SeaWest Financial Corporation*
Exhibit 2.4 General Assignment and Bill of Sale relating to certain
tangible assets of SeaWest Financial Corporation*
Exhibit 99.1 Press Release of Consumer Portfolio Services, Inc. dated
April 6, 2004.
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* to be filed by amendment
SIGNATURE
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.
CONSUMER PORTFOLIO SERVICES, INC.
By: /s/ CHARLES E. BRADLEY, JR.
Charles E. Bradley, Jr.
President & Chief Executive Officer
Dated: April 19, 2004
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
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Exhibit 2.1 Receivables Purchase Agreement relating to receivables
purchased from SeaWest Receivables Corporation I*
Exhibit 2.2 Receivables Purchase Agreement relating to receivables
purchased from SeaWest Funding Corporation*
Exhibit 2.3 Receivables Purchase Agreement relating to receivables
purchased from SeaWest Financial Corporation*
Exhibit 2.4 General Assignment and Bill of Sale relating to certain
tangible assets of SeaWest Financial Corporation*
Exhibit 99.1 Press Release of Consumer Portfolio Services, Inc. dated
April 6, 2004.
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* to be filed by amendment