SECURITIES AND 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): November 15, 2004 FRANKLIN CREDIT MANAGEMENT CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 75-2243266 (I.R.S. employer identification no.) 0-17771 Commission file number) Six Harrison Street New York, New York (Address of principal executive offices) 10013 (Zip code) Registrant's telephone number, including area code: (212) 925-8745 Item 8.01 Other Events On November 15, 2004, Franklin Credit Management Corporation (the "Company"), a Delaware Corporation, issued a press release entitled "Franklin Credit Management Reports 73 percent increase in third quarter earnings." A copy of the Company's press release is attached as Exhibit 99.1 Item 7 Exhibits Exhibit No Description 99.1 Press Release, dated Novenber 15, 2004 entitled " Franklin Credit Management reports 73 percent increase in third quarter earnings." SIGNATURES 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. FRANKLIN CREDIT MANAGEMENT CORPORATION By: /s/ Jeff Johnson Jeff Johnson Chief Executive Officer Date: November 15, 2004. Exhibit 99.1 For Immediate Release Contact: Alan Joseph, CFO Franklin Credit Management Corp. (212) 925-8745 ext. 169 ajoseph@franklincredit.com FRANKLIN CREDIT MANAGEMENT REPORTS 73 PERCENT INCREASE IN THIRD QUARTER EARNINGS NINE-MONTH DILUTED E.P.S. OF $0.92 COMPARE WITH $0.73 IN PRIOR-YEAR PERIOD NEW YORK, New York (November 15, 2004) - Franklin Credit Management Corp. (OTC BB: FCSC), a specialty financial services company that originates, acquires, manages and sells subprime residential mortgage assets, today announced record sales and earnings for the third quarter and first nine months of 2004. For the three months ended September 30, 2004, revenues increased 56% to $22.0 million, compared with $14.1 million in the third quarter of the previous year. Net Income increased 73% to a record $2,517,786, or $0.37 per diluted share, compared with $1,455,424, or $0.22 the previous year. "We are very pleased to report record revenues and earnings for the third quarter of 2004," stated Jeffrey Johnson, Chief Executive Officer of Franklin Credit Management Corporation. "Significant gains in interest income, purchase discounts earned, and gains on the sale of notes receivable resulted from our portfolio acquisition programs, including the bulk purchase of $310 million of subprime loans from Bank One on June 30, 2004, and I can report that the assimilation of these loans into our servicing organization was completed in a very efficient manner. Gains on the sale of loans originated by our Tribeca Lending subsidiary continued to increase during the most recent quarter reflecting our strong loan production activity. We also recorded a modest loss on the sale of other real estate owned (OREO), reflecting a decrease in the quality of a few of the 62 OREO properties that were sold in the period." "Operating expenses grew at a slower rate than revenues, allowing our pretax profit margin to expand to 21.0% of revenues in the third quarter of 2004, compared with 19.0% in the prior-year quarter." For the nine months ended September 30, 2004, the Company reported record revenues of $52.8 million, which represented an increase of 26% when compared with $42.0 million in the corresponding period of the previous year. Net income rose 31% to a record $6,192,100, or $0.92 per diluted share, versus net income of $4,732,045, or $0.73 per diluted share, in the nine months ended September 30, 2003. "Shortly after the end of the third quarter, we announced the bulk purchase of $99.4 million in subprime mortgage loans from Master Financial Corporation, a national mortgage banking company," continued Johnson. "We expect a strong fourth quarter and are optimistic that earnings for the year ending December 31, 2004 will exceed last year's record $1.02 per diluted share. With interest rates expected to rise in coming months, the "spread" between our portfolio yield and the interest rates at which we borrow will likely narrow. However, we are optimistic that the growth in our loan portfolio and related activities will contribute to the Company's revenues and earnings," concluded Johnson. About Franklin Credit Management Corp. Franklin Credit Management Corporation ("FCMC", and together with its wholly-owned subsidiaries, the "Company") is a specialty consumer finance and asset management company primarily engaged in the acquisition, origination, servicing and resolution of performing, sub-performing and non-performing residential mortgage loans and residential real estate. The Company acquires these mortgages from a variety of mortgage bankers, banks, and other specialty finance companies. These loans are generally purchased in pools at discounts from their aggregate contractual balances, from sellers in the financial services industry. Real estate is acquired in foreclosure or otherwise and is also generally acquired at a discount relative to the appraised value of the asset. The Company conducts its business from its executive and main office in New York City and through its website www.franklincredit.com. Its common stock trades on the OTC Bulletin Board under the symbol "FCSC". Statements contained herein that are not historical fact may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are subject to a variety of risks and uncertainties. There are a number of important factors that could cause actual results to differ materially from those projected or suggested in forward-looking statements made by the Company. These factors include, but are not limited to: (i) unanticipated changes in the U.S. economy, including changes in business conditions such as interest rates, and changes in the level of growth in the finance and housing markets; (ii) the status of relations between the Company and its sole Senior Debt Lender and the Senior Debt Lender's willingness to extend additional credit to the Company; (iii) the availability for purchases of additional loans; (iv) the status of relations between the Company and its sources for loan purchases; (v) unanticipated difficulties in collections under loans in the Company's portfolio; and (vi)other risks detailed from time to time in the Company's SEC reports. Additional factors that would cause actual results to differ materially from those projected or suggested or suggested in any forward-looking statements are contained in the Company's filings with the Securities and Exchange Commission, including, but not limited to, those factors discussed under the caption "Real Estate Risk" in the Company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which the Company urges investors to consider. The Company undertakes no obligation to publicly release the revisions to such forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events, except as other wise required by securities and other applicable laws. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to release publicly the results on any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. For further information, please contact: Alan Joseph, CFO of Franklin Credit Management Corp. at 212-925-8745 (Ext. 169) Financial Highlights to Follow CONSOLIDATED STATEMENTS OF INCOME (Unaudited) ------------------------------------------------------------------------------- Three Months Nine Months Ended Sept 30, Ended Sept 30, 2004 2003 2004 2003 ----------- ---------- ---------- --------- REVENUES: Interest income $16,628,125 $10,438,099 $38,618,733 $31,721,768 Purchase discount earned 2,969,825 1,385,753 6,039,002 3,366,675 Gain on sale of notes receivable 229,840 36,991 1,074,742 633,105 Gain on sale of originated loans held for sale 1,026,372 895,774 3,171,801 2,302,819 Gain on sale of other real estate owned (145,846) 174,651 227,551 927,845 Rental income 9,725 29,874 33,675 103,674 Prepayments and other income 1,247,416 1,096,582 3,646,884 2,899,019 ---------- ---------- ---------- --------- 21,965,457 14,057,724 52,812,388 41,954,905 ---------- ---------- ---------- ---------- OPERATING EXPENSES: Interest expense 9,939,303 5,489,147 20,733,508 16,102,017 Collection, general and administrative 5,974,354 4,476,633 16,167,756 12,995,727 Provision for loan losses 728,504 783,854 2,436,763 2,368,299 Amortization of deferred financing costs 584,916 516,483 1,738,043 1,356,875 Depreciation 118,590 120,283 368,214 327,742 ---------- ---------- ---------- ---------- 17,345,667 11,386,400 41,444,284 33,150,660 ---------- ---------- ---------- ---------- INCOME BEFORE PROVISION FOR INCOME TAXES 4,619,790 2,671,324 11,368,104 8,804,245 ---------- ---------- ---------- ---------- PROVISION FOR INCOME TAXES 2,102,004 1,215,900 5,176,004 4,072,200 ---------- ----------- ---------- ---------- NET INCOME $2,517,786 $1,455,424 $6,192,100 $4,732,045 ========== =========== ========== ========== NET INCOME PER COMMON SHARE: Basic $ 0.43 $ 0.25 $ 1.05 $ 0.80 Diluted $ 0.37 $ 0.22 $ 0.92 $ 0.73 ========== =========== ========== ========== WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING BASIC 5,916,527 5,916,527 5,916,527 5,916,527 ========== =========== ========== ========= WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING DILUTED 6,815,141 6,573,879 6,749,544 6,506,560 =========== =========== ========== ========= CONSOLIDATED BALANCE SHEETS (Unaudited) ------------------------------------------------------------------------------- ASSETS September 30, 2004 December 31, 2003 CASH AND CASH EQUIVALENTS $ 22,533,835 $ 14,418,876 35 RESTRICTED CASH 113,457 413,443 NOTES RECEIVABLE: Principal 796,079,203 465,553,870 Purchase discount (38,809,394) (25,678,165) Allowance for loan losses (84,031,931) (46,247,230) ------------- -------------- Net notes receivable 673,237,878 393,628,475 ORIGINATED LOANS HELD FOR SALE 34,861,339 27,372,779 ORIGINATED LOANS HELD FOR INVESTMENT 43,212,524 9,536,669 ACCRUED INTEREST RECEIVABLE 7,764,609 4,332,419 OTHER REAL ESTATE OWNED 16,684,155 13,981,665 OTHER RECEIVABLES 4,664,500 2,893,735 MARKETABLE SECURITIES 256,697 202,071 DEFERRED TAX ASSET 614,166 681,398 OTHER ASSETS 4,440,257 3,720,163 BUILDING, FURNITURE AND EQUIPMENT - Net 1,341,133 1,252,711 DEFERRED FINANCING COSTS- Net 7,033,597 4,298,942 ------------- -------------- TOTAL ASSETS $ 816,758,147 $ 476,733,346 ============= ============== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES: Accounts payable and accrued expenses $ 7,088,629 $ 4,979,806 Financing agreements 35,180,332 23,315,301 Notes payable 747,154,565 427,447,844 Income tax liability: Current 61,011 Deferred 1,402,204 1,311,089 ------------ ------------- TOTAL LIABILITIES 790,886,741 457,054,040 ------------ ------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY Common stock, $.01 par value, 10,000,000 authorized shares; issued and outstanding: 5,916,527 59,167 59,167 Additional paid-in capital 6,985,968 6,985,968 Retained earnings 18,826,271 12,634,171 ------------- ------------- TOTAL STOCKHOLDERS' EQUITY 25,871,406 19,679,306 ------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $816,758,147 $476,733,346 ============= ============