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: July 15, 1997
Washington Mutual, Inc.
(Exact Name of Registrant as specified in its charter)
Washington
0-25188 91-1653725
Commission File Number IRS Identification No.
1201 Third Avenue, Seattle, Washington 98101
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Address of Principal Executive Office Postal Code
206-461-2000
Registrant's telephone number including area code
Item 2. Acquisition or Disposition of Assets
Pursuant to an Agreement and Plan of Merger dated March 5,
1997 by and among the Registrant, Great Western Financial Corporation ("GWFC"),
and New American Capital, Inc. ("NACI"), a wholly owned subsidiary of the
Registrant, GWFC merged with and into NACI at the close of business on July 1,
1997 (the "Merger").
As consideration for the Merger, holders of GWFC common stock
received in exchange for each share of GWFC common stock held the right to
receive 0.9 shares of the Registrant's common stock, with cash being paid in
lieu of fractional shares. Holders of GWFC's 8.30% Cumulative Preferred Stock
(the "GWFC Preferred Stock") received in exchange for each share of GWFC
Preferred Stock one share of the Registrant's 8.30% Cumulative Preferred Stock,
Series F (the "Series F Preferred Stock). The terms of the Series F Preferred
Stock are substantially the same as the terms of the GWFC Preferred Stock. As a
result of the Merger, the Registrant issued 139,619,435 shares of its common
stock and 660,000 shares of the Series F Preferred Stock.
GWFC, with consolidated assets of approximately $42.9 billion
at December 31, 1996, is a savings and loan holding company organized in 1955
under the laws of the state of Delaware. The principal assets of GWFC are the
capital stock of Great Western Bank, a Federal Savings Bank ("GWB"), and
Aristar, Inc. ("Aristar"). GWB conducts retail banking operations through 416
offices located in California and Florida. Real estate lending operations are
conducted directly by GWB through more than 200 offices in 27 states with
concentrations in California, Florida, Texas and Washington. Aristar conducts
consumer finance operations through 502 offices in 23 states, most of which
operate principally under the names Blazer Financial Services or City Finance
Company and provides direct installment loans and related credit insurance
services and purchase retail installment contracts.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of business acquired.
The financial statements required by this item are
incorporated herein by reference to Item 8 of GWFC's Annual
Report for the year ended December 31, 1996 on Form 10K/A
dated April 30, 1997 (File No. 001-04075), and to Item 1 of
GWFC's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1997 (File No. 0-25188).
(b) Pro forma financial information.
The pro forma financial information required by this item is
incorporated herein by reference to Registrant's Current
Report on Form 8-K dated May 20, 1997 (File No. 0-25188).
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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 hereunto duly authorized.
WASHINGTON MUTUAL, INC.
Date: July 15, 1997 By: /s/ Marc R. Kittner
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Marc R. Kittner
Senior Vice President and
Corporate Counsel
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