-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BMa4i0dJrJE2FpCvUIivlORYSUxUvsPZgcsJR28AKL0w6hjoesA0Nm7bKbMY5Iqp b+FqqibgXoXY+6i6sjm5wQ== 0000936528-03-000009.txt : 20030520 0000936528-03-000009.hdr.sgml : 20030520 20030520130252 ACCESSION NUMBER: 0000936528-03-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030520 ITEM INFORMATION: Other events FILED AS OF DATE: 20030520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WASHINGTON FEDERAL INC CENTRAL INDEX KEY: 0000936528 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 911661606 STATE OF INCORPORATION: WA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25454 FILM NUMBER: 03711838 BUSINESS ADDRESS: STREET 1: 425 PIKE STREET CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 2066247930 MAIL ADDRESS: STREET 1: 425 PIKE ST CITY: SEATTLE STATE: WA ZIP: 98101 8-K 1 may20_8k.txt MAY 20 2003 8K 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) May 20, 2003 ------------------------------ Washington Federal, Inc. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Washington 0-25454 91-161606 - ------------------------------------------------------------------------------ (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 425 Pike Street, Seattle, Washington 98101 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (206) 624-7930 ---------------------------- Not Applicable - ------------------------------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) Item 5. Other Events ------------- On May 20, 2003, Washington Federal, Inc. announced by press release the signing of a merger agreement with United Savings and Loan Bank. A copy of the press release is attached hereto as Exhibit 99. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits ------------- (a) Not applicable. (b) Not applicable. (c) The following exhibit is included with this Report: Exhibit 99 Press Release dated May 20, 2003. 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 thereunto duly authorized. WASHINGTON FEDERAL, INC. Dated: May 20, 2003 By: /s/ Brent J. Beardall --------------------- Brent J. Beardall Vice President Finance and Controller EX-99 3 may20_x99.txt MAY 20 2003 EXHIBIT 99 1 Washington Federal, Inc. 425 Pike Street Seattle, WA 98101 Contact: Cathy Cooper (206) 777-8246 United Savings and Loan Bank 601 So. Jackson Street Seattle WA, 98114 Tuesday, May 20, 2003 FOR IMMEDIATE RELEASE WASHINGTON FEDERAL AND UNITED SAVINGS ANNOUNCE MERGER AGREEMENT SEATTLE - Washington Federal, Inc. (the "Company") (NASDAQ: WFSL) and United Savings and Loan Bank ("United Savings") announced today the signing of a definitive merger agreement. The agreement calls for United Savings, a Washington-chartered savings and loan association, to be acquired by the Company's wholly owned subsidiary, Washington Federal Savings and Loan Association ("Washington Federal Savings"). Under the terms of the merger agreement, shareholders of United Savings will receive aggregate consideration of $65.0 million for the shares of common stock outstanding immediately prior to the effective time of the merger. United Savings shareholders may elect to be paid in either common stock or cash, subject to certain procedures designed to ensure that not more than 50%, nor less than 45%, of the consideration will be in the form of common stock. The merger is expected to close in the third calendar quarter of 2003, pending the receipt of all requisite regulatory approvals and the approval of United Savings' shareholders. Upon closing the transaction, current United Savings President & CEO Derek L. Chinn will be appointed to the Boards of Directors of the Company and its subsidiary, Washington Federal Savings. Roy M. Whitehead, President and Chief Executive Officer of the Company commented, "United Savings has long been known as a conservative, financially strong organization with a loyal customer base and smart, helpful employees. We warmly and enthusiastically welcome them to Washington Federal. All existing United Savings branches will continue to operate as usual with no planned changes in personnel or the company's important traditions. We are very pleased to be able to expand our Seattle presence through a merger with this fine organization." United Savings President and CEO Derek L. Chinn stated "Our merger with Washington Federal creates an excellent opportunity for the shareholders, customers and employees of United Savings. Our customers will benefit from greater convenience and employees will have more career opportunities. We are very proud to join a company with a strong reputation for integrity and a lengthy track record of outstanding financial performance." United Savings, headquartered in Seattle, Washington, had total assets of $317 million, total deposits of $267 million and total stockholders' equity of $43 million as of March 31, 2003. As of March 31, 2003 Washington Federal Savings had $7.3 billion in assets, $4.4 billion in deposits and $988 million equity. The combined company will have 119 offices in eight western states. -1- -----END PRIVACY-ENHANCED MESSAGE-----