FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 1, 1998
First Savings Bank of Washington Bancorp, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-26584 91-1691604
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State or other jurisdiction Commission (I.R.S. Employer
File Number Identification No.)
10 S. First Avenue, Walla Walla, Washington 99362
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number (including area code): (509) 527-3636
Not Applicable
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(Former name of former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
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On April 1, 1998, First Savings Bank of Washington Bancorp, Inc.
("Corporation") consummated the previously announced acquisition of Towne
Bancorp, Inc. ("Towne") and its wholly-owned subsidiary Towne Bank. The
acquisition was accomplished by the merger of Towne with and into the
Corporation. Towne Bank will continue to operate as a subsidiary of the
Corporation. Pursuant to the terms of the merger agreement, each share of
Towne common stock was converted into the right to receive either 3.355 shares
of the Corporation's common stock plus $11.78 in cash or $91.62 in cash,
depending on the election of the holder. The Corporation will issue
approximately 786,310 shares and pay approximately $7,840,000 in exchange for
all of the outstanding shares of Towne common stock. Based on the last
reported sale price of the Corporation's common stock on April 1, 1998, such
shares had an aggregate value of approximately $20,149,000. Cash will be paid
in lieu of fractional shares. In addition, the Corporation assumed Towne
Bank's unexercised stock options which converted to options of approximately
111,900 shares of Corporation's common stock. Towne Bank operates four
offices in the State of Washington and at December 31, 1997 had assets of $135
million.
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SIGNATURES
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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.
FIRST SAVINGS BANK OF WASHINGTON BANCORP, INC.
DATE: April 3, 1998 By: /s/ Gary L. Sirmon
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Gary L. Sirmon
President
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