General
1. What does Signature do?
Signature Group Holdings, Inc. is a diversified business and financial services enterprise that intends to generate strong, risk-adjusted return on equity while protecting shareholder capital. Signature presently operates in two primary business lines: (i) Special Situation Lending and (ii) Strategic Acquisitions. Additionally, Signature maintains and is managing certain assets and liabilities related to Fremont General Corporation’s former businesses, which include a portfolio of subprime residential real estate mortgages, residential real estate, commercial real estate investments and litigation claims under fidelity insurance bonds Fremont held.
2. Where can I find information about Signature’s management?
Biographies of senior management can be found in the “Company” section of the website under Signature’s “Board and Management.”
3. Do you have a Corporate Governance program?
Yes, to review our Corporate Governance policies, as well as other relevant shareholder information, please visit the “Governance” section of our website.
4. Where can I find information about Signature’s Board of Directors and the membership of various Board committees?
Information about the Board of Directors, including brief biographies can be found in the Company section of the website under Signature’s Board and Management. Their membership on Board committees can be found in the Corporate Governance section of the Company’s website.
5. Where are Signature's headquarters located?
Signature is located in Sherman Oaks, California.
Our mailing address is:
Signature Group Holdings, Inc.
15303 Ventura Boulevard, Suite 1600
Sherman Oaks, CA 91403
6. Where is Signature incorporated?
Signature is incorporated with the Office of the Secretary of State for the State of Nevada.
7. Who are Signature’s competitors?
Signature’s primary competitors in providing debt financing and equity capital for middle-market companies include commercial and investment banks, public and private funds, business development companies, commercial finance companies, private equity funds and high net worth individuals. Additionally, because competition for transactions such as those Signature plans to target generally has increased among alternative investment vehicles, such as hedge funds, those entities have begun to invest in areas they have not traditionally invested in, including middle-market companies.
8. When was Signature Group Holdings, Inc. formed?
Signature is the corporate successor to Fremont General Corporation ("FGC"), which was a publicly traded financial services holding company. Fremont General filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in June 2008 and emerged from bankruptcy proceedings in June 2010 as “Signature Group Holdings, Inc.,” pursuant to a plan of reorganization confirmed by the bankruptcy Court.
A new Board of Directors was appointed, and shortly thereafter a new management team was put in place. Signature has a new business model, though it continues to manage certain legacy assets of FGC. Unlike FGC, Signature will not originate subprime mortgage loans.
9. What are the “legacy assets”?
Signature has legacy assets related to Fremont's prior businesses, including a residential mortgage portfolio, residential real estate and certain other investments. These legacy assets are being managed to maximize recoveries and value for shareholders and will be redeployed into the Company’s business strategy over time.
10. What is a Net Operating Loss (NOL)?
When a company generates negative taxable income, it incurs net operating losses that can offset future tax payments. Signature intends to utilize the NOLs that it generated over the past several years to offset future taxable income generated by the Company.
Financial Information
11. How do I obtain copies of Signature’s financial information?
Signature filings can be printed or downloaded from the "SEC Filings" section of our website.
12. Does Signature host quarterly earnings conference calls?
At this time Signature does not host quarterly conference calls. The Company will report on its progress in periodic financial updates and submissions under Form 8-K.
13. When does Signature's fiscal year end?
Signature’s fiscal year ends on December 31.
14. Who are Signature's independent accountants?
Signature’s independent accountant is Squar, Milner, Peterson, Miranda & Williamson, LLP.
Stock Information
15. What stock exchange is Signature listed on and what is the ticker symbol?
Signature’s common stock is traded on the Pink Sheets (“OTC”) under the symbol “SGGH.PK”.
16. Does Signature intend to trade on the NASDAQ in the future? What is required to get to that point? When will that happen?
Yes. several events including normal proxy filings and annual meetings, will need to be completed, along with other NASDAQ listing requirements. The Company intends to be relisted as soon as practical.
17. What are Signature’s CUSIP numbers?
Signature’s CUSIP number is 82670C 100 for our common stock and 82670C AA8 for our 9% Notes due 2016.
18. Does the “FMT” stock still trade?
No. The “FMT” stock ticker was changed to SGGH upon the emergence from bankruptcy in June 2010. Signature’s common stock is traded on the Pink Sheets (“OTC”) under the symbol “SGGH.PK”.
19. If I held “FMT” stock at the time of the bankruptcy filing, does that mean I now own “SGGH” stock?
Yes.
20. How can I verify the number of shares of “SGGH.PK” stock I currently own? How can I obtain replacement stock certificates?
If you own stock in your own name (rather than through a brokerage account), you may contact Signature’s transfer agent for answers to your questions. If you hold your shares in a brokerage account, you will need to contact your broker for assistance.
Information for contacting our transfer agent, BNY Mellon Shareowner Services follows:
480 Washington Boulevard
Jersey City, NJ 07310-1900
Shareholder Services Telephone Numbers:
(800) 710-0910 - United States
(800) 231-5469 - TDD for Hearing Impaired
(201) 680-6610 - TDD for Foreign Shareholders
Website: www.bnymellon.com/shareowner/isd
21. How do I buy Signature common stock?
To buy shares of Signature common stock or other Signature securities you will need to contact a brokerage firm. The Company does not offer a direct stock purchase plan.
22. Does Signature have a stock buyback program?
No, Signature does not currently have a stock buyback program.
23. Does Signature sell shares of stock directly to the public (Direct Investment Program, or DIP)?
No.
24. Does Signature have a dividend reinvestment program (DRIP)?
No.
25. Who is Signature’s transfer agent?
Signature’s transfer agent is BNY Mellon Shareholder Services.
26. What is a transfer agent?
A transfer agent is hired by a publicly traded corporation to maintain records of who owns the company’s stock, to transfer shares following transactions (i.e. stock purchases, sales, gifts, transfers, etc.), to issue shares authorized for issuance at the direction of Signature, and to keep track of account balances of its registered shareholders. If a registered Signature shareholder buys or sells Signature stock, Mellon is responsible for transferring the ownership of that stock.
27. Does Signature’s transfer agent have a way for me to check the status of my common stock account online?
Yes. Registered holders may sign up for online account access at www.bnymellon.com/shareowner/isd.
28. What is a registered holder?
You are a registered shareholder if your securities are either registered in your name and you hold a certificate of ownership in your possession or, if the shares are registered in your name in book-entry form, in safekeeping with our transfer agent.
29. How does a registered shareholder contact Signature’s transfer agent to change the name or address on my stock certificate or book-entry account?
If you are a registered shareholder, our transfer agent, BNY Mellon Shareowner Services, can help you with stock transfers, address changes and account record keeping. Please contact them at (800) 710-0910 or visit their website at www.bnymellon.com/shareowner/isd. If you are not a registered shareholder, you will need to contact your broker for assistance.
Information for contacting our transfer agent, BNY Mellon Shareowner Services follows:
480 Washington Boulevard
Jersey City, NJ 07310-1900
Shareholder Services Telephone Numbers:
(800) 710-0910 - United States
(800) 231-5469 - TDD for Hearing Impaired
(201) 680-6610 - TDD for Foreign Shareholders
Website: www.bnymellon.com/shareowner/isd
30. What if I hold shares through my broker?
If your shares are held in a brokerage account, your securities are considered to be held in “street name.” It is the broker’s responsibility to keep track of the accounts of their clients and to provide you with information regarding your Signature securities, including the delivery of proxy materials.
31. How can I calculate my cost basis if I have recently sold Signature shares?
The term cost basis (also called tax basis) refers to the calculation of the original cost of obtaining your stock shares. The cost basis normally includes the purchase price, commission and other expenses associated with purchasing the stock. Your original cost basis is needed when determining whether to report a capital gain or capital loss on the sale of your stock shares.
In order to determine your cost basis, you will need to review your original purchase records. If you purchased through a broker, you may be able to obtain this information from the brokerage firm. You may need to make adjustments to your original purchase price if Signature has gone through corporate actions (such as stock splits, stock dividends, mergers, etc.) after the date you originally acquired stock.
32. What public debt does Signature have outstanding?
Signature has outstanding $39,000,000 of 9% Notes due December 31, 2016.
33. How do I contact the trustee for the 9% Notes?
The Trustee for Signature’s 9% Notes is:
Wells Fargo Bank, National Association
Corporate Trust Services
45 Broadway – 14th Floor
New York, New York 10006
Tel: (212) 515-5258
Fax: (866) 524-4681
34. How do I contact Signature's Investor Relations department?
You may email your questions or comments to invrel@signaturegroupholdings.com. You may call us at (805) 435-1255 or fax us at (818) 647-0328.
If you would like to write us, our address is:
Signature Group Holdings, Inc.
c/o Investor Relations Department
15303 Ventura Boulevard, Suite 1600
Sherman Oaks, CA 91403
