WESTERN BANCORP
8-K, 1999-10-07
STATE COMMERCIAL BANKS
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<PAGE>

                                  UNITED STATES
                       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

                               SEPTEMBER 29, 1999
                               ------------------
                Date of Report (Date of Earliest Event Reported)

                                 WESTERN BANCORP
                                 ---------------
             (Exact Name of Registrant As Specified In Its Charter)

                                   CALIFORNIA
                                   ----------
                 (State or Other Jurisdiction of Incorporation)

                0-13551                               95-3863296
                -------                               ----------
        (Commission File Number)           (IRS Employer Identification No.)

                          4100 NEWPORT PLACE, SUITE 900
                         NEWPORT BEACH, CALIFORNIA 92660
                        -------------------------------
               (Address of Principal Executive Offices)(Zip Code)

                                 (949) 863-2444
                                 --------------
              (Registrant's Telephone Number, including Area Code)


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ITEM 5.  Other Events.

         On September 29, 1999 Western Bancorp (the "Company") announced that
its shareholders approved the merger of the Company with and into U.S. Bancorp.
A copy of the press release making such announcement is attached hereto as
Exhibit 99.1 and is incorporated herein in its entirety by this reference.

ITEM 7.  Financial Statements and Exhibits.

         (c)  Exhibits.

         The following exhibit is filed with this Current Report on Form 8-K:

Exhibit
Number                              Description
- ------                              -----------
99.1      Press Release of Western Bancorp dated September 29, 1999.


                                       2

<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

Dated:  October 6, 1999

                                        WESTERN BANCORP

                                        By:    /s/ Arnold C. Hahn
                                              ------------------------------
                                        Name:  Arnold C. Hahn
                                        Title: Executive Vice President
                                                and Chief Financial Officer


                                       3

<PAGE>

                                  EXHIBIT INDEX

Exhibit
Number                              Description
- ------                              -----------

99.1      Press Release of Western Bancorp dated September 29, 1999.


                                        4

<PAGE>

                                  EXHIBIT 99.1

                                     [LOGO]

                                 WESTERN BANCORP

- --------------------------------------------------------------------------------
PRESS RELEASE
- --------------------------------------------------------------------------------

Western Bancorp (NASDAQ: WEBC)
4100 Newport Place, Suite 900
Newport Beach, California 92660
Contacts:      Matthew P. Wagner                  Arnold C. Hahn
               President &                        Chief Financial Officer
               Chief Executive Officer
Phone:         310-208-6610                       949-863-2351
Fax:           310-208-7639                       949-757-5844

FOR IMMEDIATE RELEASE

            WESTERN BANCORP ANNOUNCES SHAREHOLDER APPROVAL OF MERGER
                                WITH U.S. BANCORP

September 29, 1999

Newport Beach, California . . . Western Bancorp ("Western") today announced
that on September 29, 1999 the shareholders of Western approved the merger of
Western with and into U.S. Bancorp. The merger will be consummated upon
satisfaction of all remaining conditions to closing, including the receipt of
approval from the Office of the Comptroller of the Currency and the
expiration of the waiting period thereafter. The transaction is currently
expected to close in late October or in November. At the same meeting, the
shareholders also elected each of Western's incumbent directors to continue
to serve on the Board of Directors until the consummation of the merger.

This press release includes forward-looking statements that involve inherent
risks and uncertainties. Western Bancorp cautions readers that a number of
important factors could cause actual results to differ materially from those in
the forward-looking statements. These factors include the determinations of the
regulatory authorities with respect to approvals necessary to complete Western's
acquisition by U.S. Bancorp and the satisfaction of other remaining conditions
to closing, as well as economic conditions and competition in the geographic and
business areas in which Western Bancorp and its subsidiaries operate, inflation
or deflation, fluctuations in interest rates, legislation and governmental
regulation, and the progress of integrating Santa Monica Bank, Western Bank,
Southern California Bank, the Bank of Los Angeles and Pacific National Bank.


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