SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 3, 1997
First Mutual Bancorp, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0 -26184 37-1339075
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(State or other (Commission File No.) (I.R.S. Employer
jurisdiction of Identification No.)
Registrant's telephone number, including area code:
(217) 429-2306
Not Applicable
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On January 3, 1997, First Mutual Bancorp, Inc. (the
"Registrant"), the holding company for First Mutual Bank, S.B.
(the "Bank"), completed the Bank's acquisition of three branch
offices from First of America Bank-Illinois, N.A. ("FOA"). The
Registrant reported on such acquisition in a Current Report on
Form 8-K dated January 17, 1997. Pro forma financial information
related to such acquisition which was unavailable to the
Registrant at the time of the filing of the Form 8-K was filed on
Form 8-K/A on March 19, 1997. This amendment corrects an error
contained in that previously filed pro forma financial
information.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
The following Exhibit is filed as part of this report:
Exhibit 99 Pro Forma Financial Information relative to
the acquisition and prepared in accordance
with Article 11 of Regulation S-X (as
corrected).
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Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this amendment to this
current report to be signed on its behalf by the undersigned,
hereunto duly authorized.
FIRST MUTUAL BANCORP, INC.
DATE: March 24, 1997 By: /s/ Paul K. Reynolds
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Paul K. Reynolds, President
and Chief Executive Officer
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FIRST MUTUAL BANCORP, INC.
PRO FORMA COMBINED BALANCE SHEET
(in thousands)
The following First Mutual Bancorp, Inc. Pro Forma Combined
Balance Sheet combines the historical Consolidated Balance Sheet
of First Mutual Bancorp, Inc. and the assets acquired and the
liabilities assumed giving effect to the transaction, as if it
had been effective on December 31, 1996. The transaction will be
accounted for as a purchase, and the assets acquired and
liabilities assumed will be recorded at their estimated fair
market values, with the excess of the purchase price over the net
fair market value recorded as goodwill. The pro forma balance
sheet does not give effect to any revenue enhancements or
operating efficiencies that First Mutual Bancorp, Inc.'s
management believes may result from the transaction. The pro
forma balance sheet is not indicative of the actual financial
position that would have occurred had the transaction been
consummated on December 31, 1996 or that may be obtained in the
future.
PAGE
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FIRST MUTUAL BANCORP, INC.
PRO FORMA COMBINED BALANCE SHEET
(in thousands)
At December 31, 1996
Assets
First Acquired &
Mutual Liabilities
Bancorp, Inc. Assumed Pro forma Pro forma
Historical Historical Adjustments Combined
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<S> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ 4,350 $135,108 $(13,826)(1) $125,632
Interest-bearing deposits with
financial institutions 6,730 -- -- 6,370
Securities, including FHLB stock 26,207 -- -- 26,207
Loans receivable, net 283,169 9,997 (55)(1) 293,111
Premises and equipment, net 4,119 2,175 547(1) 6,841
Goodwill -- -- 11,688(1) 11,688
Deposit intangible -- -- 2,130(1) 2,130
Interest receivable and other assets 7,201 59 -- 7,260
-------- -------- ----------- --------
Total assets $331,776 $147,339 $ 484 $479,599
-------- -------- ----------- --------
-------- -------- ----------- --------
Liabilities
Deposits $202,923 $145,697 $ 484(1) $349,104
Advances from Federal Home
Loan Bank 62,800 -- -- 62,800
Other liabilities 3,836 1,642 -- 5,478
-------- -------- ----------- --------
Total liabilities 269,559 147,339 484 417,382
-------- -------- ----------- --------
Stockholders' equity
Common stock 470 -- -- 470
Additional paid-in capital 45,104 -- -- 45,104
Unearned ESOP shares (3,196) -- -- (3,196)
Unearned stock awards (1,504) -- -- (1,504)
Retained earnings 29,578 -- -- 29,578
Treasury stock (8,231) -- -- (8,231)
Net unrealized loss on
securities available-for-sale (4) -- -- (4)
-------- -------- ----------- --------
Total stockholders' equity 62,217 -- -- 62,217
-------- -------- ----------- --------
Total liabilities and
stockholders' equity $331,776 $147,339 $ 484 $479,599
-------- -------- ----------- --------
-------- -------- ----------- --------
</TABLE>
PAGE
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NOTE TO FIRST MUTUAL BANCORP, INC.
PRO FORMA COMBINED BALANCE SHEET
1. Reflects excess of estimated net fair value of assets
acquired and liabilities assumed in the transaction as
follows:
<TABLE>
<S> <C>
Cash received $121,283
Net book value of assets acquired and
liabilities assumed 107,457
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Excess value over book value 13,826
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Adjustments to reflect fair value
Loans, net (55)
Premises and equipment 547
Deposits (484)
Core deposit intangible 2,130
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Total fair value adjustments 2,138
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Total good will $ 11,688
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--------
The purchase accounting adjustments are based on preliminary
estimates of fair values. Actual fair values will be
determined at the date of the transaction.
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