<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
Date of Report (Date of earliest event reported)
April 13, 1998
PERPETUAL MIDWEST FINANCIAL, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-23368 42-1415490
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification Number)
incorporation)
700 First Avenue, N.E., Cedar Rapids, Iowa 52401
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (319) 366-1851
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N/A
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(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS
1) Perpetual Midwest Financial, Inc. (the "Registrant") issued a press
release dated April 13, 1998, attached hereto as Exhibit 28.1, announcing
their earnings for the quarter ended March 31, 1998.
2) Perpetual Midwest Financial, Inc. (the "Registrant") issued a press
release dated April 13, 1998, attached hereto as Exhibit 28.2, announcing
their declaration of a cash dividend payable May 12, 1998 to shareholders
of record April 30, 1998.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
1) Exhibit 28.1 Press Release dated April 13,
1998-announcing earnings release for quarter
ended March 31, 1998.
2) Exhibit 28.2 Press Release dated April 13,
1998-declaration of cash dividend for
shareholders of record on April 30, 1998
and payable May 12, 1998.
2
<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.
PERPETUAL MIDWEST FINANCIAL, INC.
Date: April 16, 1998 By: /s/ Rick L. Brown
------------------ ------------------
Rick L. Brown
Exec. Vice President
3
<PAGE>
EXHIBIT 28.1 (5 PAGES)
PRESS RELEASE DATED APRIL 13, 1998 ANNOUNCING
EARNINGS FOR THE QUARTER ENDED MARCH 31, 1998
<PAGE>
PMFI PERPETUAL MIDWEST FINANCIAL, INC.
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE
DATE: April 13, 1998
CONTACT: Rick L. Brown, CFO
(319) 366-1851
PERPETUAL MIDWEST FINANCIAL, INC.
CEDAR RAPIDS, IOWA------
Perpetual Midwest Financial, Inc., parent of Perpetual Savings Bank,
FSB, announced that the company had all time record earnings for the third
quarter ended March 31, 1998 of $628,000. This was a 44.7% increase in
earnings over the $434,000 the company earned in the same quarter last year.
Earnings per share rose 41.7% to $0.34 in the quarter ended March 31, 1998
from $0.24 per share earned in the same quarter last year.
Net interest income, before provision for loan losses, for the three
months ended March 31, 1998 increased $275,000 to $3.0 million as compared to
the same period last year. Interest income increased $371,000 to $7.7 million
while interest expense increased $96,000 to $4.7 million for the three months
ended March 31, 1998, as compared to the three months ended March 31, 1997.
Earnings for the nine month period ended March 31, 1998 resulted in
net income of $1.6 million or $0.90 per share of common stock. This compared
to a net loss of $38,000 or ($0.02) per share of common stock for the nine
months ended March 31, 1997 or net income of $853,000 or $0.45 per share of
common stock before a special SAIF assessment.
The increase in earnings for the first nine months of fiscal 1998
compared to the same period last year was predominantly due to an increase of
$881,000 net interest income, a $273,000 decrease for provision for loan
losses, and a $1.5 million decrease in other expenses predominantly due to the
$1.5 million expense for a special assessment on SAIF-insured institutions in
order to recapitalize the SAIF insurance fund in 1997, offset by a $1.0
million increase in tax provision.
1
<PAGE>
Perpetual Midwest Financial, Inc. Press Release
April 13, 1998
Page 2 of 5
Net interest income, before provision for loan losses, for the nine
months ended March 31, 1998 increased $881,000 to $8.7 million as compared to
$7.8 million for the same period last year. Interest income increased $1.2
million to $23.1 million while interest expense increased $273,000 to $14.4
million for the nine months ended March 31, 1998 as compared to $22.0 million
and $14.1 million, respectively, for the nine months ended March 31, 1997.
Total consolidated assets at March 31, 1998 were $402.0 million as
compared to $397.2 million at June 30, 1997. The number of shares outstanding
at March 31, 1998 was 1,949,873 and book value per share at that date was
$18.54 compared to $17.71 at March 31, 1997.
On December 15, 1997, Perpetual Midwest Financial, Inc.
("Perpetual"), parent of Perpetual Savings Bank, FSB ("Perpetual Savings")
announced that it had signed a definitive agreement with Commercial Federal
Corporation ("Commercial"), headquartered in Omaha, Nebraska, pursuant to
which Perpetual would merge with Commercial and Perpetual Savings would merge
with Commercial Federal Bank, a wholly owned subsidiary of Commercial. The
Merger is expected to be completed in Mid 1998.
Commercial, parent company of Commercial Federal bank, has operations
in Nebraska, Kansas, Colorado, Oklahoma and Iowa. Perpetual Savings Bank, FSB,
headquartered in downtown Cedar Rapids, Iowa, has four full service branch
offices including; Cedar Rapids West, Cedar Rapids East, Cedar Rapids
Northeast, and Iowa City, Iowa.
Perpetual Midwest Financial, Inc's common stock is traded on the
NASDAQ National Market under the symbol "PMFI" and Commercial's common stock
is traded on the New York Stock Exchange under the symbol "CFB".
A consolidated financial summary follows (3 pages).
#####
2
<PAGE>
Perpetual Midwest Financial, Inc. Press Release
April 13, 1998
Page 3 of 5
PMFI PERPETUAL MIDWEST FINANCIAL, INC.
- --------------------------------------------------------------------------------
Summary of Financial Highlights
- Consolidated Statements of Income-
<TABLE>
<CAPTION>
For the 3 mos. ended March 31,
-----------------------------------------
<S> <C> <C>
1998 1997
(Dollars in Thousands except Per Share Data) (unaudited) (unaudited)
-------------------------------------------------------------------------------------------------
Interest Income $ 7,719 $ 7,348
Interest Expense 4,739 4,643
----------------- -------------
Net Interest Income 2,980 2,705
Provision for loan losses 280 271
----------------- -------------
Net Interest Income after
Provision for Loan Losses 2,700 2,434
Other Income 519 465
Other Expenses 2,228 2,186
Income Before Income Taxes 991 713
Income tax provision 363 279
----------------- -------------
Net Income $ 628 $ 434
================= =============
Earnings per share $0.34 $0.24
================= =============
Earnings per share assuming dilution
Net Income $0.34 $0.24
================= =============
</TABLE>
700 First Avenue NE, Cedar Rapids, Iowa 52401
P.O. Box 1302, Cedar Rapids, Iowa 52406-1302
Phone: (319) 366-1851; Fax: (319) 369-5653
<PAGE>
Perpetual Midwest Financial, Inc. Press Release
April 13, 1998
Page 4 of 5
PFMI Perpetual Midwest Financial, Inc.
- --------------------------------------------------------------------------------
Press Release
Summary of Financial Highlights
- Consolidated Statements of Income-
<TABLE>
<CAPTION>
For the 9 mos. ended March 31,
------------------------------------------
<S> <C> <C>
1998 1997
(Dollars in Thousands except Per Share Data) (unaudited) (unaudited)
--------------------------------------------------------------------------------------------------
Interest Income $ 23,108 $ 21,954
Interest Expense 14,383 14,110
---------------- ---------------
Net Interest Income 8,725 7,844
Provision for loan losses 775 1,048
---------------- ---------------
Net Interest Income after
Provision for Loan Losses 7,950 6,796
Other Income 1,412 1,376
Other Expenses 6,717 6,731
Special SAIF assessment -- 1,485
---------------- ---------------
Total Other Expenses 6,717 8,216
Income Before Income Taxes 2,645 (44)
Income tax provision 1,024 (6)
---------------- ---------------
Net Income $ 1,621 $ (38)
================ ===============
Earnings per share $0.90 ($0.02)
================ ===============
Earnings per share assuming dilution
Net Income $0.87 ($0.02)
================ ===============
</TABLE>
700 First Avenue NE, Cedar Rapids, Iowa 52401
P.O. Box 1302, Cedar Rapids, Iowa 52406-1302
Phone: (319) 366-1851; Fax: (319) 369-5653
<PAGE>
Perpetual Midwest Financial, Inc. Press Release
April 13, 1998
Page 5 of 5
PFMI Perpetual Midwest Financial, Inc.
- --------------------------------------------------------------------------------
Summary of Financial Highlights
- Consolidated Balance Sheets -
<TABLE>
<CAPTION>
March 31, June 30,
1998 1997
(unaudited) (audited)
-------------------------------------------------- ----------------- -----------------
<S> <C> <C>
Assets
Cash and due from financial institutions $ 8,155,633 $ 6,066,803
Interest-bearing balances in financial inst. 5,650,389 20,933,322
----------------- -----------------
Cash and cash equivalents 13,806,022 27,000,125
Securities:
Trading portfolio 346,075 756,625
Available-for-sale 22,603,496 41,143,033
FHLB stock 4,640,900 4,640,900
Loans held for sale 469,640 889,367
Loans receivable, net 348,857,197 310,522,161
Accrued interest and dividend receivable 2,452,073 2,589,365
Premises and equipment, net 6,888,020 7,203,686
Other assets 1,887,779 2,484,211
----------------- -----------------
Total Assets $ 401,951,202 $ 397,229,473
================= =================
Liabilities
Deposits $ 320,634,910 $ 305,165,267
Borrowed funds 40,120,077 52,203,351
Advances from borrowers for taxes & ins. 377,816 828,198
Accrued interest payable 2,436,505 3,021,590
Other liabilities 2,233,343 2,121,405
----------------- -----------------
Total Liabilities $ 365,802,651 $ 363,339,811
Stockholders' Equity
Common stock (2,123,984 shares) $ 21,240 $ 21,240
Additional paid in capital 20,337,820 20,712,302
Retained earnings-substantially restricted 19,416,383 18,367,609
Unrealized holding gains/losses-available-for-sale (151) (129,204)
Less: Common stock acquired (2,930,707) (4,039,766)
Employee stock ownership plan (558,034) (610,542)
Unearned compensation (138,000) (431,977)
----------------- -----------------
Total Stockholders' Equity $ 36,148,551 $ 33,889,662
Total Liabilities and
Stockholders' Equity $ 401,951,202 $ 397,229,473
================= =================
</TABLE>
700 First Avenue NE, Cedar Rapids, Iowa 52401
P.O. Box 1302, Cedar Rapids, Iowa 52406-1302
Phone: (319) 366-1851; Fax: (319) 369-5653
<PAGE>
EXHIBIT 28.2 (1 PAGE)
PRESS RELEASE DATED APRIL 13 1998 ANNOUNCING
DECLARATION OF A CASH DIVIDEND PAYABLE
MAY 12, 1998 TO SHAREHOLDERS OF RECORD
APRIL 30, 1998
<PAGE>
PFMI PERPETUAL MIDWEST FINANCIAL, INC
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE
DATE: April 13, 1998
CONTACT: Rick L. Brown, CFO
at (319) 366-1851
PERPETUAL MIDWEST FINANCIAL, INC
CEDAR RAPIDS, IOWA ------
Perpetual Midwest Financial, Inc., parent company of Perpetual Savings Bank,
FSB, announced that the Corporation will pay a cash dividend of $0.075 (seven
and one-half cents) per share of outstanding common stock. The dividend will
be payable on May 12, 1998 to shareholders of record on April 30, 1998.
Perpetual Savings Bank, FSB serves Linn and Johnson counties through its four
full service offices in Cedar Rapids and one office located in Iowa City,
Iowa.
The Corporation's stock is traded on the NASDAQ National Market under the
symbol "PMFI".
#####
