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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: October 1, 1999
Washington Mutual, Inc.
(Exact Name of Registrant as specified in its charter)
Washington 1-14667 91-1653725
(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification No.)
1201 Third Avenue, Seattle, Washington 98101
(Address of Principal Executive Offices) (Zip Code)
(206) 461-2000
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On October 1, 1999, Washington Mutual, Inc. issued a press release
announcing that the company has completed its merger with Long Beach
Financial Corp.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99 Press release dated October 1, 1999 announcing the completion of the
merger with Long Beach Financial Corp.
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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 : October 1, 1999 By: /s/Fay L. Chapman
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Fay L. Chapman
Senior Executive Vice President
and General Counsel
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EXHIBIT INDEX
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<S> <C>
Exhibit Description
- ------- -----------
99 Washington Mutual Press Release announcing the
completion of the merger with Long Beach Financial
Corp.
</TABLE>
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Media Contact: Libby Hutchinson
1-800-228-9268
(206) 461-2484
Investor Contact: Ruthanne King Oct. 1, 1999
(206) 461-6421 FOR IMMEDIATE RELEASE
WASHINGTON MUTUAL COMPLETES MERGER WITH LONG BEACH FINANCIAL CORP.
SEATTLE -- Washington Mutual, Inc. (NYSE: WM) today announced that the
company has completed its merger with Orange, Calif.-based Long Beach
Financial Corp., parent of Long Beach Mortgage Co. In connection with the
merger completion, Long Beach Financial Corp. was delisted by the NASDAQ on
Oct.1, 1999.
"We're pleased to welcome Long Beach Mortgage into the Washington
Mutual family of companies," said Craig Tall, vice chairman of Corporate
Development, Commercial Banking and Consumer Finance. "With the addition of
Long Beach's expertise in specialty finance, we can now offer the broadest
range of mortgage and other lending products to nearly any creditworthy
individual seeking a loan."
The merger agreement requires that no more than 48 percent of the total
merger consideration be paid in cash. Out of 22,616,868 total Long Beach
shares outstanding, 16,777,911 shares elected a cash preference.
Consequently, each share elected for cash will receive a pro rata
distribution of cash determined using a factor of .647 (22,616,868 x 48% =
10,856,097 / 16,777,911 = .647). Each shareholder expressing a preference
for cash will receive $10.03 (.647 x $15.50) in cash per share and the
remaining $5.47 in WM Common Stock.
The exchange ratio for shares for which there was no cash election is
.5389 shares of WM Common Stock for each share of Long Beach Financial Corp.
Common Stock.
Long Beach Mortgage Co. originates, purchases, sells and services
subprime residential home mortgage loans. These loans are generated through
the company's relationships with a nationwide network of mortgage brokers in
68 offices. Long Beach Mortgage will retain its name and operate as a
wholly owned subsidiary of Washington Mutual, Inc. At June 30, 1999, Long
Beach had $346.4 million in assets.
With a history dating back to 1889, Washington Mutual is a financial
services company that provides a diversified line of products and services
to consumers and small- to mid-sized businesses. At June 30, 1999,
Washington Mutual and its subsidiaries had consolidated assets of $175.04
billion. The company operates more than 1,800 offices throughout the
nation.
# # #
Editor's Note: Washington Mutual's press releases are available at no charge
through the company's News On Demand Plus System. For a menu of Washington
Mutual press releases or to retrieve a specific release, call 1-800-329-
6236. On the Internet, press releases may be accessed at
http://www.businesswire.com/cnn/wm.htm
