World Savings Parent Revises Offer for CalFed

Stymied in its effort to acquire Los Angeles-based California Federal Bank, Golden West Financial unveiled a revised offer Thursday in an attempt to win over management and shareholders of the nation’s fifth-largest thrift.

The new offer includes the proposed issue of so-called hope certificates, but it sparked little enthusiasm from major CalFed shareholders or management, who complained it is still vague and inadequate. A CalFed spokesman said the board will consider the offer at a meeting Feb. 18.

“It looks like an improvement but maybe not a big one,” Paine Webber analyst Gary Gordon said. CalFed shares slipped 12.5 cents to $14.875, and Golden West fell 50 cents to $44.125 in Thursday’s trading on the New York Stock Exchange.

Oakland-based Golden West, whose operating arm is World Savings, is offering to pay “tangible” book value for CalFed. That could amount to as much as $21 per share, or about $613 million.

However, no one expects that would be the final price Golden West would pay. Aggressive write-offs of CalFed’s troubled real estate loans could reduce the offer to as low as $463 million, a price reflected by CalFed’s current stock price.

In a letter this week to CalFed’s board, Golden West said it would pay a cash amount for what Golden West decides is CalFed’s true book value. Additionally, CalFed shareholders would get the securities known as hope certificates, giving them a share in proceeds fetched by the bad assets in excess of what Golden West estimates they are worth.

Several major CalFed investors said Thursday that they doubt the offer is sufficient to derail CalFed’s current recapitalization plan, which is due to begin this month with securities offerings and the sale of its Florida branch network.