<PAGE>
=====================================================================
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
April 21, 1998
(Date of earliest event reported)
---------------------------------------------------------------------
GOLDEN STATE BANCORP INC.
(Exact name of registrant as specified in its charter)
333-28037
(Commission File Number)
Delaware 95-4642135
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification Number)
414 North Central Avenue, Glendale, California 91203
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code
(818) 500-2000
=====================================================================
<PAGE>
Item 2. Acquisition or Disposition of Assets
On April 21, 1998, Golden State Bancorp. Inc. ("Golden State"), parent
company of Glendale Federal Bank ("Glendale Federal"), announced that it
had received approval from the Office of Thrift Supervision to acquire
CENFED Financial Corporation ("CENFED"), parent company of CenFed Bank.
The transaction was consummated April 21, 1998 and is accounted for as a
purchase business combination. As previously reported, the terms of the
transaction provided for a tax-free exchange of 1.2 shares of Golden
State common stock for each outstanding share of CENFED's common stock.
Item 5. Other Events
On April 23, 1998, Golden State announced that its Board of Directors had
declared a distribution of its Litigation Tracking Warrants (LTW/TM/s) to
its common stockholders of record on May 7, 1998 on the basis of one
LTW/TM/ for each share held as of the close of business on that date. The
LTW/TM/s will represent the right to receive, upon exercise, Golden State
common stock equal in value to 85 percent of the net after-tax proceeds,
if any, from Glendale Federal's pending goodwill lawsuit against the
United States Government. Certificates representing the LTW/TM/s are
expected to be mailed to stockholders on May 29, 1998. Golden State has
reserved additional LTW/TM/s for distribution in connection with future
conversions and exercises of its outstanding convertible preferred stock,
warrants, and employee stock options. Golden State plans to distribute,
or hold in reserve for future distribution, to its securities holders
approximately 85.8 million LTW/TM/s.
Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits
(a) Financial statements of business acquired
The following consolidated financial statements of CENFED Financial
Corporation have been included:
1. Consolidated Statements of Financial Condition as of March 31,
1998 and December 31, 1997
2. Consolidated Statements of Operations for the three months ended
March 31, 1998 and 1997
3. Consolidated Statements of Cash Flows for the three months ended
March 31, 1998 and 1997
4. Notes to Consolidated Financial Statements.
(b) Pro forma financial information
Pro forma financial information relating to the acquisition of
CENFED Financial Corporation is set forth under the caption
"Unaudited Pro Forma Condensed Combined Financial Statements" in the
Registration Statement on Form S-4 filed with Securities and Exchange
Commission by Golden State in connection with such acquisition
(Registration No. 333-47607).
(c) Exhibits
99A. Press release, dated April 21, 1998, regarding receipt of
regulatory approval to acquire CENFED Financial Corp.
99B. Press release, dated April 23, 1998, regarding declaration of
distribution of Litigation Tracking Warrant/TM/s.
<PAGE>
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.
Golden State Bancorp Inc.
------------------------------
(Registrant)
Date: May 5, 1998 By: /s/ John E. Haynes
--------------------- ------------------------------------
John E. Haynes
Chief Financial Officer
<PAGE>
<TABLE>
<CAPTION>
CENFED FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
DOLLARS IN THOUSANDS, EXCEPT SHARE AMOUNTS MARCH 31, 1998 DECEMBER 31, 1997
-------------- -----------------
<S> <C> <C>
ASSETS:
Cash and amounts due from banks $ 15,557 $ 24,947
Federal funds sold 8,000 2,000
---------- ----------
Cash and cash equivalents 23,557 26,947
---------- ----------
Other debt and equity securities available for sale, at fair value 103,760 166,885
Mortgage-backed securities available for sale, at fair value 363,362 417,393
Loans held for investment, net of allowance for loan losses 1,326,276 1,408,788
Loans held for sale, at lower of cost or fair value 112,104 116,770
Real estate held for sale or investment, net 204 204
Real estate acquired in settlement of loans ("REO") 4,158 4,004
Accrued interest receivable 13,409 15,700
Investment in capital stock of Federal Home Loan Bank, at cost 23,253 22,914
Premises and equipment, net 7,372 7,804
Mortgage servicing rights 4,843 5,206
Intangible assets, less of accumulated amortization 202 203
Deferred income taxes 3,558 3,558
Other assets 8,113 11,097
---------- ----------
$1,994,171 $2,207,473
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Customer deposit accounts $1,425,310 $1,551,240
Securities sold under agreements to repurchase 63,338 74,488
FHLB advances 338,000 413,500
Other borrowings 17,750 17,750
Other liabilities 10,045 14,889
Income tax payable 465 -
---------- ----------
Total liabilities 1,854,908 2,071,867
---------- ----------
Commitments and contingent liabilities
Common stock, $.01 par value
Authorized shares: 14,000,000 at March 31, 1998 and December 31, 1997
Outstanding shares: 6,138,966 at March 31, 1998
and 6,005,638 at December 31, 1997 62 61
Additional paid in capital 65,381 64,693
Treasury stock, at cost: 68,500 shares (2,055) (2,055)
Retained earnings - substantially restricted 72,856 70,623
Unrealized gain (loss) on securities available for sale, net of tax 3,019 2,527
Deferred compensation - retirement plans - (243)
---------- ----------
Total stockholders' equity 139,263 135,606
---------- ----------
$1,994,171 $2,207,473
========== ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CENFED FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31,
----------------------------
IN THOUSANDS, EXCEPT SHARE AMOUNTS 1998 1997
----------------------------
<S> <C> <C>
INTEREST AND DIVIDEND INCOME:
Loans $ 29,261 $ 29,684
Mortgage-backed securities 7,059 8,007
Investment securities and short-term investments 2,168 2,577
---------- ----------
Total interest and dividend income 38,488 40,268
---------- ----------
INTEREST EXPENSE:
Customer deposit accounts 18,496 19,519
Short-term borrowings 1,101 1,931
Other 5,896 5,582
---------- ----------
Total interest expense 25,493 27,032
---------- ----------
Net interest expense 12,995 13,236
PROVISIONS FOR LOAN LOSSES - 2,500
---------- ----------
Net interest income after provisions for loan losses 12,995 10,736
---------- ----------
OTHER INCOME:
Loan servicing income, net 589 734
Other fees and service charges 1,308 1,213
Gain (loss) on sale of loans - -
Gain on sale of mortgage-backed securities, net 541 1,131
Gain on sale of debt and equity securities 154 (59)
Other (128) 39
---------- ----------
Total non-interest income 2,464 3,058
---------- ----------
OTHER EXPENSES:
Compensation and employee benefits 3,901 4,443
Occupancy expense, net 925 889
Advertising and marketing 57 134
Regulatory insurance 246 246
Furniture, fixtures and equipment 378 501
Stationery, supplies and postage 245 234
Other general and administrative expenses 1,886 1,610
---------- ----------
Total general and administrative expenses 7,638 8,057
SAIF special assessment - -
Operations of real estate held for sale or investment 29 70
Operations of real estate acquired in settlement of loans 1,431 243
Merger costs 1,636 -
Intangible amortization 1 1
---------- ----------
Total other expenses 10,735 8,371
---------- ----------
Earnings before income taxes 4,724 5,423
INCOME TAX EXPENSE (BENEFIT) 1,944 1,887
---------- ----------
NET EARNINGS $ 2,780 $ 3,536
========== ==========
EARNINGS PER SHARE:
Basic $ 0.46 $ 0.62
Diluted 0.45 0.58
WEIGHTED AVERAGE SHARES OUTSTANDING:
Common shares 6,096,667 5,722,319
Common shares and dilutive potential shares 6,156,539 6,050,229
</TABLE>
See notes to consolidated financial statements.
<PAGE>
CENFED FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
IN THOUSANDS THREE MONTHS ENDED MARCH 31,
----------------------------
1998 1997
---------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Earnings $ 2,780 $ 3,536
Adjustments to reconcile net earnings to net cash provided:
Net amortization of fees, discounts and premiums 947 265
Depreciation and amortization 425 500
(Gain) loss on sale of loans - 1
Gain on sale of investment securities and MBS (688) (1,071)
Lower of cost or market adjustment for loans held for sale - -
Provisions for loan, and real estate losses 897 2,642
Deferred income taxes - -
Originations and purchases of loans held for sale (2,976) (8,597)
Repayments and prepayments of loans held for sale 7,481 3,334
Proceeds from sale of loans held for sale - 232
(Increase) decrease in accrued interest payable 2,291 (1,075)
Increase (decrease) in accrued interest payable (2,231) (59)
Change in other assets and other liabilities 1,347 5,787
FHLB stock dividends (339) (290)
Other, net (1) 4
------------ -----------
Net cash provided by operating activities 9,933 5,209
------------ -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of investment securities available for sale (143) (23,904)
Proceeds from sale of investment securities available for sale 38,650 8,013
Maturities of investment securities available for sale 25,000 10,000
Purchases of MBS available for sale - (29,875)
Proceeds from sale of MBS available for sale 33,398 16,689
Principal repayments on MBS available for sale 22,335 12,890
Loan originations and purchases held for investment (7,710) (110,895)
Proceeds from sale of loans held for investment - -
Loan repayments and prepayments 85,800 41,970
Purchases of premises and equipment - (121)
Sale of premises and equipment 8 -
Capital expenditures in REO and real estate held for development and sale (168) (262)
Sale of REO and real estate held for development and sale 1,945 5,283
------------ -----------
Net cash provided by (used in) investing activities 199,115 (70,212)
------------ -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in customer deposit accounts (125,930) 7,887
Net decrease in notes payable - -
Net increase (decrease) in short-term financings:
FHLB advances (75,500) (50,900)
Securities sold under agreements to repurchase (11,150) 31,026
Dividends paid to stockholders (548) (466)
Proceeds from long-term FHLB advances - 84,000
Proceeds from issuance of common stock 690 1,258
Treasury stock repurchased - (496)
------------ -----------
Net cash provided by (used in) financing activities (212,438) 72,309
------------ -----------
Net decrease in cash and cash equivalents (3,390) 7,306
Cash and cash equivalents, beginning of period 26,947 24,941
------------ -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 23,557 $ 32,247
------------ -----------
SUPPLEMENTARY INFORMATION
CASH PAID FOR:
Interest on interest-bearing liabilities $ 27,724 $ 27,072
Income tax payments (refunds), net $ 62 $ (2,550)
NON-CASH ITEMS:
Real estate acquired in settlement of loans $ 3,574 $ 8,296
Net change in unrealized gain (loss) on securities available for sale $ 492 $ (2,279)
Loans to faciliate the sale of REO $ - $ 2,034
</TABLE>
See notes to consolidated financial statements.
<PAGE>
CENFED FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1998, DECEMBER 31, 1997 AND
THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(1) BASIS OF PRESENTATION
The consolidated statement of financial condition as of March 31, 1998, and
the related consolidated statements of operations and cash flows for the three-
month periods ended March 31, 1998 and 1997, are unaudited. These statements
reflect, in the opinion of management, all material adjustments, consisting
solely of recurring accruals, necessary for a fair presentation of the financial
condition of CENFED Financial Corporation (the "Company") as of March 31, 1998,
and its results of operations and cash flows for the three-month periods ended
March 31, 1998 and 1997. The results of operations for the unaudited periods are
not necessarily indicative of the results of operations to be expected for the
entire year of 1998.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and, therefore, do
not include all information and footnotes normally included in financial
statements prepared in conformity with generally accepted accounting principles.
Accordingly, these consolidated financial statements should be read in
conjunction with the audited consolidated financial statements and notes thereto
included in the Company's Annual Report on Form 10-K for the year ended December
31, 1997.
(2) SUBSEQUENT EVENT
On April 21, 1998, the Company consummated its merger with Golden State
Bancorp Inc. ("Golden State"). The business combination is being recorded by
Golden State using the purchase method of accounting. Under the terms of the
merger, the Company's shareholders will receive 1.2 shares of Golden State
common stock for each share of the Company's common stock they hold.
(3) EARNINGS PER SHARE
The Company adopted Statement of Financial Accounting Standards No. 128,
"Earnings Per Share," effective December 31, 1997. Under this accounting
standard, the Company is required to report basic and diluted earnings per
share. Basic earnings per shared is computed by dividing net earnings by the
average number of shares of common stock outstanding during the period. Diluted
earnings per share is determined by dividing net earnings by the average number
of shares of common stock outstanding adjusted for the dilutive effect of common
stock equivalents. The Company uses the treasury stock method for converting
common stock equivalents to common stock. Earnings per share for the three-month
periods ended March 31, 1998 and 1997 conform to the provisions of this
accounting standard. In addition, earnings per share data was restated to give
retroactive recognition to a stock dividend declared in 1997.
(4) DERIVATIVE FINANCIAL INSTRUMENTS
In response to recent rule amendments of the Securities and Exchange
Commission, the following information is presented with respect to derivative
financial instruments. The Company has only limited involvement with derivative
financial instruments and does not use them for trading purposes.
<PAGE>
CENFED FINANCIAL CORPORATION
Notes to Consolidated Financial Statements
March 31, 1998, December 31, 1997 and the
Three Months Ended March 31, 1998 and 1997
The Company purchased interest rate cap contracts in 1996 as a component of
its interest rate risk program. The interest rate cap contracts were intended
to limit the adverse effects of lifetime interest rate maximums on certain
adjustable-rate loans in the Company's loan portfolio. The Company purchased
two interest rate cap contracts with notional amounts of $200 million and $75
million and respective strike rates of 7.50% and 7.00%. Under the interest rate
cap contracts, if the London Interbank Offered Rate ("LIBOR") exceeds 7%, then
the Company will receive a stream of interest payments representing the
difference between the actual LIBOR rate and 7% based upon a notional amount of
$75 million. If the LIBOR rate exceeds 7.5%, then the Company will receive, in
addition, a payment stream representing the difference between the actual LIBOR
rate and 7.5%, based upon a notional amount of $200 million.
The initial cost of the three-year interest rate cap contracts was $2.9
million, which is being charged to interest income on a pro rata basis over the
lives of the contracts. At March 31, 1998, the unamortized cost basis in the
interest rate caps was $1.2 million. The market value of the cap contracts at
that date was approximately $200,000.
(5) RECENT ACCOUNTING PRONOUNCEMENTS
In February 1997, the FASB issued SFAS No. 129, "Disclosure of Information
about Capital Structure" ("SFAS 129"). This statement was issued in connection
with SFAS 128 and lists the required disclosure about capital structure that had
been included in a number of previously existing separate statements and
opinions. Whereas SFAS 128 applies only to public entities, the guidance
relative to SFAS 129 is applicable to both public and non-public entities. SFAS
129 is effective for financial statements for periods ending after December 15,
1997. Implementation of SFAS 129 did not have a material adverse effect on the
Company's financial condition or results of operations.
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income" ("SFAS 130"). Comprehensive income represents the change in equity of
the Company during a period from transactions and other events and circumstances
from non-owner sources. It includes all changes in equity during a period
except those resulting from investments by owners and distributions to owners.
SFAS 130 establishes standards for reporting and displaying of comprehensive
income and its components in a full set of general purpose financial statements.
SFAS 130 requires that all components of comprehensive income, which are
required to be recognized under accounting standards, be reported in a financial
statement that is displayed in equal prominence with the other financial
statements. SFAS 130 does not require a specific presentation format but will
require the Company to display an amount representing total comprehensive income
for the period in the financial statements. SFAS 130 is effective for both
interim and annual periods beginning after December 15, 1997. Implementation of
SFAS 130 did not have a material adverse effect on the Company's financial
condition or results of operations.
In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information," ("SFAS 131"). SFAS 131 establishes
standards for the way public business enterprises are to report information
about operating segments in annual financial statements and requires those
enterprises to report selected information about operating segments in interim
financial reports issued to shareholders. It also establishes standards for
related disclosures about products and services, geographic areas and major
customers. SFAS 131 supersedes numerous requirements in a previously issued
statement -- SFAS No. 14, "Financial Reporting for Segments of a Business
Enterprise" -- but retains the requirement to report information about major
customers. SFAS 131 is effective for financial statements for periods beginning
after December 15, 1997. Due to its merger with Golden State, consummated
shortly after the end of the March 1998 quarter, the Company did not implement
SFAS 131.
<PAGE>
[LETTERHEAD OF GOLDEN STATE BANCORP NEWS]
EXHIBIT 99A
FOR INFORMATION CONTACT: Ken Preston (818) 409-4550
Jeff Misakian (818) 500-2824
FOR IMMEDIATE RELEASE
GOLDEN STATE BANCORP RECEIVES REGULATORY
APPROVAL TO ACQUIRE CENFED FINANCIAL CORP.
GLENDALE, CA, April 21, 1998--Golden State Bancorp Inc. (NYSE:GSB), parent
company of Glendale Federal Bank, today announced it has received approval from
the Office of Thrift Supervision to acquire CENFED Financial Corporation
(NASDAQ:CENF), parent company of CenFed Bank. The transaction is expected to
become effective as of the close of business today, April 21, 1998. The
acquisition will result in an increase in Golden State Bancorp's assets to
approximately $18 billion and total deposits to approximately $12 billion. D.
Tad Lowrey, president and chief executive officer of CENFED, has been elected to
Golden State Bancorp's Board of Directors.
Golden State Bancorp Chairman and Chief Executive Officer Stephen J.
Trafton said: "This is the first in a series of transactions that we believe
will lead to enhanced value for our shareholders. These transactions will
continue with the planned distribution of our Litigation Tracking Warrants/TM/
(LTW/TM/s), the acquisition of Redlands Federal Bank and, ultimately, in the
merger of Glendale Federal and California Federal Bank (Cal Fed) to form
California's largest community bank. The Cal Fed merger will create the fourth
largest depository institution in California, with a deposit market share of
over six percent, and the third largest thrift institution in the country."
"The energy behind the growth of Glendale Federal continues to build,"
Trafton explained. "Business and consumer banking have posted strong results in
the most recent period. Our employees are generating checking deposits and
earning assets at record rates. March 1998 was one of our strongest months, and
during that period we opened a record 12,800 checking accounts. Checking
account deposits grew 67 percent in the past twelve months and represented more
than 17.5 percent of total deposits as of the end of March 1998. The growth in
our checking account base has resulted in a decline in our cost of deposits, to
4.06 percent at the end of March 1998. We also achieved residential mortgage
loan volume of $160 million, our highest
-more-
<PAGE>
-2-
level in recent years. We believe this momentum will carry over to the new Cal
Fed and create shareholder value through a combined statewide franchise of 350
banking offices operating in the midst of a strong California economy."
Glendale Federal expects to convert the CenFed Bank offices and merge its
operations in early May. Information on Glendale Federal's locations, products
and services is being sent to CenFed customers to assure a smooth transition and
avoid the much publicized problems of other recent mergers, including the Wells
Fargo Bank/First Interstate Bank merger.
Golden State will reconvene its previously adjourned special shareholders'
meeting on Thursday, April 23, for shareholders to authorize amendments to the
company's Certificate of Incorporation necessary to distribute the LTW/TM/s.
When issued, the LTW/TM/s will represent the right to receive, upon exercise of
the LTW/TM/s, Golden State common stock equal in value to 85 percent of the net
after-tax proceeds, if any, from Glendale Federal's pending goodwill lawsuit
against the United States Government. The distribution is also subject to Board
action.
Following completion of the CenFed Bank merger and the distribution of the
LTW/TM/s, Glendale Federal expects to complete the acquisition of RedFed Bancorp
and its principal subsidiary, Redlands Federal Bank, in July. The acquisition
is subject to OTS and RedFed shareholder approval. Redlands Federal operates 14
branches in the Inland Empire and has assets of $1.0 billion.
Golden State's planned merger with First Nationwide (Parent) Holdings Inc.,
parent company of Cal Fed, is expected to close by September 30, 1998. The new
company will be named California Federal Bank at the operating level and Golden
State Bancorp at the holding company level and will have 350 banking offices and
$25 billion in deposits in California.
Glendale Federal Bank is California's leading community bank, serving the
business and consumer banking needs of Californians. With the addition of the
CenFed Bank branches, the bank has 191 banking offices and 26 loan offices.
Customers can reach the bank by calling 1-800-41FEDUP, or get information
through its Internet site at HTTP://WWW.GLENDALEFEDERAL.COM.
###
<PAGE>
[LETTERHEAD OF GOLDEN STATE BANCORP NEWS]
EXHIBIT 99B
FOR INFORMATION CONTACT: Ken Preston (818) 409-4550
Jeff Misakian (818) 500-2824
FOR IMMEDIATE RELEASE
GOLDEN STATE BANCORP DECLARES DISTRIBUTION
OF LITIGATION TRACKING WARRANTS/TM/
- -- Board establishes record date of May 7, 1998 and distribution date of May 29,
1998 --
-- LTW/TM/s to trade on NASDAQ National Market System --
GLENDALE, CA, April 23, 1998--Golden State Bancorp Inc. (NYSE:GSB), parent
company of Glendale Federal Bank, announced today that its Board of Directors
has declared a distribution of its Litigation Tracking Warrants (LTW/TM/s).
Certificates representing the LTW/TM/s are expected to be mailed on May 29,
1998 to common stockholders of record on May 7, 1998. The company has reserved
additional LTW/TM/s for distribution in connection with future conversions and
exercises of the Company's outstanding convertible preferred stock, warrants and
stock options. The distribution will be made on the basis of one LTW/TM/ for
each outstanding share of common stock.
Stephen J. Trafton, chairman and chief executive officer of Golden State
Bancorp, said: "The market will now be able to track the value of our goodwill
litigation separately from the franchise value of the Company. This will also
allow the marketplace to more accurately value both assets. It is the next step
forward in a series of corporate transactions, including our recently completed
acquisition of CENFED Financial Corporation and our pending acquisition of
RedFed Bancorp, that will culminate in our merger with First Nationwide (Parent)
Holdings Inc. and the merger of its principal subsidiary, California Federal
Bank FSB, with Glendale Federal."
At a special meeting held today Golden State shareholders authorized
amendments to the company's Certificate of Incorporation to facilitate the
distribution. The amendments were to increase the total number of authorized
shares of common stock and to clarify the application of certain provisions of
the Certificate of Designations for the company's Noncumulative Convertible
Preferred Stock, Series A.
-more-
<PAGE>
-2-
The company plans to distribute, or hold in reserve for future distribution,
to its securities holders approximately 85.8 million LTW/TM/s. As previously
reported, the LTW/TM/s will represent the right to receive, upon exercise,
Golden State common stock equal in value to 85 percent of the net after-tax
proceeds, if any, from Glendale Federal's pending goodwill lawsuit against the
United States Government. The LTW/TM/s will be the first goodwill lawsuit
security to be distributed on a tax-free basis for both securities holders and
the distributing institution.
The LTW/TM/s will trade on the NASDAQ National Market System under the
ticker symbol "GSBNZ" effective June 1, 1998 and will trade on a "when issued"
basis on the NASDAQ commencing May 5, 1998 under the ticker symbol "GSBZV."
Golden State Bancorp's common stock will continue to trade on the New York Stock
Exchange with "due bills," (reflecting the sellers' obligations to deliver
LTW/TM/s when received) from the May 7 record date until the "ex-distribution
date," which will be June 1, the first business day after the May 29
distribution date.
Golden State completed its acquisition of CENFED Financial Corporation on
April 21, 1998. Golden State expects to complete its acquisition of Inland
Empire-based RedFed Bancorp in July. The Company expects to have completed its
merger with First Nationwide (Parent) Holdings and California Federal Bank by
September 30, 1998.
"Our pending merger with California Federal Bank will combine two banks that
share the same philosophy of customer service and returning value to
shareholders," Trafton said. "With Cal Fed, we will combine the best of both
banks, including mortgage and business lending programs, marketing and bank
offices and delivery systems, to create an institution large enough to compete
with California's major banks, but focused on serving the individual customer."
Golden State Bancorp, with $18.0 billion in assets, is the parent company of
Glendale Federal Bank - California's leading community bank, serving the
business and consumer banking needs of Californians through 191 banking offices
and 26 loan offices. Customers can reach the bank by calling 1-800-41FEDUP, or
get information through its Internet site at HTTP://WWW.GLENDALEFEDERAL.COM.
###
