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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):
October 6, 1997
United Security Bancorporation
(Exact Name of Registrant as Specified in Charter)
Washington 0-18561 91-1259511
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(State or other jurisdiction (Commission (IRS
Employer Identi-
of incorporation) File Number) fication
Number)
9506 North Newport Highway, Spokane, Washington 99218-
1200
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(Address of principal executive offices/Zip
Code)
Registrant's telephone number, including area code:
(509) 467-6949
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Item 5. Other Events
United Security Bancorporation announced that its Board of
Directors has jointly agreed with the Board of The Wheatland
Bank to terminate their proposed merger due primarily to the
strong appreciation in USBN's stock price in recent months.
The news release of October 6, 1997 is included as an
exhibit.
99. Press release dated October 6, 1997, issued by
United Security
Bancorporation.
1
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EXHIBIT INDEX
Exhibit No. Title
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99. Press release dated October 6,
1997,
issued by United Security
Bancorporation
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: October 7, 1997
UNITED SECURITY BANCORPORATION
By: /s/ Chad Galloway
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Name: Chad Galloway
Title: Vice President and
Chief Financial Officer
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Len Cereghino & Co. CLIENT: UNITED SECURITY
BANCORPORATION
CORPORATE INVESTOR RELATIONS CONTACT: William C. Dashiell
2605 WESTERN AVE. President & CEO
SEATTLE, WA 98121 (509) 467-6949
(206) 448-1996
NEWS RELEASE
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UNITED SECURITY AND THE WHEATLAND BANK TERMINATE
MERGER
SPOKANE, WA-October 6,1997-United Security Bancorporation
(NASDAQ:USBN)
today announced that its Board of Directors has jointly
agreed with the Board of The Wheatland Bank to terminate
their proposed merger due primarily to the strong
appreciation in USBN's stock price in recent months.
"On May 16, when we announced our agreement to exchange
approximately 2.5 shares of United Security's common stock
for each share of Wheatland stock, USBN was trading at less
than $13.00 per share, and the total consideration was
approximately $12.5 million, plus Wheatland's year-to-date
net profit and stock options to be exercised," noted William
C. Dashiell, President and Chief Executive Officer.
"USBN's stock price has since risen to nearly $19.00, far
exceeding the upper end of the collar in our agreement. As
a result of our price surge, certain changes have to be made
to the agreement, however, our Boards have been unable to
reach an appropriate compromise. We have been long-time
friends of Roger Underwood and others on Wheatland's Board,
and hope we might revisit these plans in the future,"
Dashiell said. "In addition, the original definitive
agreement called for a pooling of interests transaction in
order to make this merger economically viable.
Unfortunately, we have been advised that, due to a
technicality involving stock dividends on Wheatland's
shares, a pooling cannot be completed at this time.
"Our proposed acquisition of Bank of Pullman, meanwhile, is
proceeding right on schedule and is expected to close in mid-
October," he added. "We believe that with its approved
entry into the Idaho banking market, Pullman offers
exceptional potential growth and profit opportunities."
Under terms of the cash offer, announced August 27, seven-
branch Bank of Pullman will join United Security Bank and
Home Security Bank as the Bancorporation's third banking
subsidiary. USBN currently has a total of fifteen branch
offices. Following the Pullman acquisition, it will have 22
offices.
United Security Bancorporation is a multi-bank holding
company that currently owns two banks (United Security,
based in Spokane, and Home Security, based in Yakima Valley)
with locations in fifteen eastern Washington communities.
At June 30, 1997, USBN total assets were $233.2 million;
deposits were $197.6 million; and loans $183.1 million. In
addition the company owns USB Insurance, a full-line
insurance agency, USB Mortgage, a mortgage company, and USB
Leasing, a commercial leasing company.
Safe Harbor Statement under the Private Securities
Litigation Reform Act of 1995: Statements in this news
release looking forward in time involve risks and
uncertainties, including conditions which could re-activate
acquisition of The Wheatland Bank; as well as Bank of
Pullman shareholder and regulatory approval, completion of
the due diligence process, success of integrating newly-
acquired branches, additional expansion opportunities,
changes in the regulatory environment, and other risk
factors detailed in the company's Securities and Exchange
Commission filings.
NOTE: Transmitted on PR Newswire at 6:48 a.m. PDT, October
6, 1997.
