SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FINAL AMENDMENT
TO
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(PURSUANT TO SECTION 13(e)(1) OF THE SECURITIES EXCHANGE
ACT OF 1934)
WESTWOOD FINANCIAL CORPORATION
(Name of Issuer)
WESTWOOD FINANCIAL CORPORATION
(Name of Person(s) Filing Statement)
Common Stock, Par Value $0.10 per Share
(Title of Class of Securities)
961767 10 0
-----------
(CUSIP Number of Class of Securities)
William J. Woods
President
Westwood Financial Corporation
700-88 Broadway
Westwood, New Jersey 07675
(201) 666-5002
With Copies to:
Samuel J. Malizia, Esq.
Lloyd H. Spencer, Esq.
Malizia, Spidi, Sloane & Fisch, P.C.
One Franklin Square
1301 K Street, N.W.
Suite 700 East
Washington, DC 20005
(202) 434-4660
(Name, Address and Telephone Number
of Persons Authorized to Receive Notices and Communications
on Behalf of Person(s) filing Statement)
November 25, 1996
(Date tender offer first published, sent or given to security holders)
<PAGE>
CALCULATION OF FILING FEE
================================================================================
Amount of
Transaction Valuation* Filing Fee
================================================================================
$960,000 $192.00
================================================================================
* For purposes of calculating fee only. Based on the Offer for 64,000 shares at
the maximum tender offer price per share of $15.00.
[X] Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the form
or schedule and the date of its filing.
Amount Previously Paid: $192 Filing Party: Westwood Financial Corporation
Form or Registration No.: Schedule 13E-4 Date Filed: November 25, 1996
2
<PAGE>
This Final Amendment amends and supplements the Issuer Tender Offer
Statement filed on November 25, 1996 as amended on December 27, 1996 and January
13, 1997 (the "Statement") relating to the tender offer by Westwood Financial
Corporation, a New Jersey corporation (the "Company"), to purchase up to 64,000
shares of common stock, par value $0.10 per share (the "Shares"), at prices not
greater than $15.00 nor less than $14.00 per Share upon the terms and subject to
the conditions set forth in the Offer to Purchase, dated November 25, 1996 (the
"Offer to Purchase") and the related Letter of Transmittal (which are herein
collectively referred to as the "Offer").
The "Modified Dutch Auction" self-tender offer which was commenced on
November 25, 1996 expired at 5:00 p.m., Eastern Time, January 10, 1997. Based on
a final count, shareholders tendered 1,431 shares. The shares will be purchased
at a purchase price of $15.00 per share.
3
<PAGE>
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: January 27, 1997.
WESTWOOD FINANCIAL CORPORATION
By: /s/ William J. Woods
----------------------
Name: William J. Woods
Title: President
