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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): December 21, 1998
Frontier Financial Corporation
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(Exact Name of Registrant as Specified in Charter)
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<S> <C> <C>
Washington 0-15540 91-1223535
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(State or other jurisdiction (Commission (IRS Employer Identi-
of incorporation) File Number) fication Number)
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332 SW Everett Mall Way, Everett, Washington 98204
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(Address of principal executive offices/Zip Code)
Registrant's telephone number, including area code: (425) 514-0700
ITEM 5. Other Events
Effective December 21, 1998, Frontier Financial Corporation, Everett,
Washington ("Frontier") completed its acquisition of Valley Bancorporation,
Sumner, Washington ("Valley"). The Acquisition was accomplished pursuant to an
Agreement and Plan of Mergers dated as of July 31, 1998 (the "Merger
Agreement").
The Merger Agreement was included as Appendix A to the Proxy
Statement/Prospectus dated October 9, 1998, previously filed by Frontier as part
of its Registration Statement on Form S-4 with the Securities and Exchange
Commission.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial statements - not applicable.
(b) Pro forma financial information - not applicable.
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(c) Exhibits:
99 Press Release
SIGNATURES
Pursuant to the requirements of the security Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: December 30, 1998
FRONTIER FINANCIAL CORPORATION
By: /s/ ROBERT J. DICKSON
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Robert J. Dickson
Chief Executive Officer
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PRESS RELEASE
FRONTIER FINANCIAL CORPORATION COMPLETES
MERGER WITH THE BANK OF SUMNER
Everett, Washington - December 21, 1998. Frontier Financial Corporation,
(NASDAQ, FTBK) today announced that its merger with Valley Bancorporation,
headquartered in Sumner, Washington and whose principal subsidiary is the Bank
of Sumner, has been completed with an effective date of December 21, 1998.
As part of this transaction, the Bank of Sumner was merged into Frontier
Bank, the subsidiary of Frontier Financial Corporation, assuming the name of
Frontier Bank. The merger will result in the addition of four Frontier Bank
branch offices located in Sumner, Orting, Puyallup and Buckley, Washington.
These offices will continue to offer financial services to meet the needs of
consumers, professionals and small-to-medium size businesses with a continued
"high touch" philosophy of customer service. Following the transaction, Frontier
Bank will have assets exceeding $1.1 billion and 23 offices located in Skagit,
Snohomish, King and Pierce counties. .
Linda Dryden, President and CEO of the Bank of Sumner, will join
Frontier Bank as Senior Vice President and Manager of the Pierce County offices.
All other officers and employees of the Bank of Sumner will stay on with
Frontier and continue to provide the personal service that the Bank of Sumner
has been providing since its inception in 1975.
The shareholders of Valley Bancorporation will receive .8625 shares of
Frontier Financial Corporation stock for each share of Valley Bancorporation
stock. The merger will be accounted for as a pooling of interests, and is
expected to be accretive to income in 1999.
Information herein contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, which can be
identified by words such as "may", "expected", "anticipate", "estimate",
"continue" or comparable words. In addition, all statements other than
statements of historical facts that address activities that Frontier expects or
anticipates will or may occur in the future are forward-looking statements.
Readers are encouraged to read the SEC reports of Frontier particularly its Form
10-K for the Fiscal Year Ended December 31, 1997, for meaningful cautionary
language discussing why actual results may vary materially from those
anticipated by management.
