INTERWEST BANCORP INC
8-K, 1999-11-18
SAVINGS INSTITUTION, FEDERALLY CHARTERED
Previous: CLEAN DIESEL TECHNOLOGIES INC, 10-Q, 1999-11-18
Next: MILLENNIUM PHARMACEUTICALS INC, S-4/A, 1999-11-18



<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):
                                November 15, 1999

                             INTERWEST BANCORP, INC.

             (Exact name of registrant as specified in its charter)

                                   WASHINGTON
                 (State or other jurisdiction of incorporation)

                0-26632                            91-1691216
         -----------------------         -------------------------------
         (Commission File Number)        IRS Employer Identification No.

                              275 S.E. Pioneer Way
                              Oak Harbor, WA 98227
               (Address of principal executive offices) (zip code)

       Registrant's telephone number, including area code: (360) 679-4181


<PAGE>

ITEM 5 - OTHER EVENTS

         On November 15, 1999, InterWest Bancorp, Inc. a Washington
corporation ("Company"), announced the completion of the sale of $40.0
million in 9.875% capital securities representing preferred beneficial
interests in InterWest Capital Trust I, a Delaware business trust (the
"Trust") formed by the Company for the purpose of facilitating the offering.

         The Trust issued the capital securities in an underwritten offering
to qualified institutional buyers and accredited investors at a an offering
price of $1,000 per security.

         Net proceeds to the Company from the offering will be used for
general corporate purposes, such as the repurchase of the Company's common
stock and capital contributions to the Company's banking subsidiaries.

ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS

         (a)   Financial statements - not applicable.

         (b)   Pro forma financial information - not applicable.

         (c)   Exhibits:

               99   Press Release issued by InterWest, dated November 15, 1999

                                       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 hereunto duly authorized.

         Dated:   November 17, 1999

                                      INTERWEST BANCORP, INC.

                                      By       /S/ H. GLENN MOUW
                                        --------------------------------------
                                               H. Glenn Mouw
                                               Executive Vice President

                                       3

<PAGE>

FOR IMMEDIATE RELEASE
FOR MORE INFORMATION CONTACT:
H. Glenn Mouw, Executive Vice President - (360) 679-4181

                   INTERWEST BANCORP, INC. ISSUES $40 MILLION
                          OF TRUST PREFERRED SECURITIES

         OAK HARBOR, WA - NOVEMBER 15, 1999 - InterWest Bancorp, Inc.
(InterWest Bancorp) (Nasdaq: IWBK), announced today that it has issued 9.875
percent trust preferred securities in the aggregate amount of $40 million
through InterWest Capital Trust I, its trust affiliate formed for the purpose
of the offering. The securities issued in the offering were sold in a private
transaction pursuant to an applicable exemption from registration under the
Securities Act of 1933, as amended (the "Act") and have not been registered
under the Act. Sandler O'Neill & Partners, L.P. acted as lead manager for the
offering and was co-managed by Keefe, Bruyette & Woods, Inc. The securities
may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. The securities have an
offering price of $1,000 per security and will receive distributions at a
fixed rate of interest of 9.875 percent per annum.

         InterWest Capital Trust I intends to use the proceeds from the sale
of the trust preferred securities to purchase 9.875 percent Junior
Subordinated Debentures due November 14, 2029 of InterWest Bancorp. InterWest
Bancorp intends to use the net proceeds from the sale of the Junior
Subordinated Debentures, which are estimated to be about $38 million, for
general corporate purposes, such as the repurchase of its common stock and
capital contributions to its banking subsidiaries.

         "We believe the issuance of trust preferred securities will
supplement our capital position," said Stephen M. Walden, President and Chief
Executive Officer. "Increasing capital will facilitate our plans for
commercial banking growth and expansion," Walden added.

         This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of these
securities in any state in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the securities law of
any such state.

         InterWest Bancorp conducts its financial service business through
the 56 branch offices of its banking subsidiaries: InterWest Bank, Pacific
Northwest Bank, Kittitas Valley Bank, N.A. and National Bank of Tukwila. A
full range of non-traditional financial products are available through
InterWest Financial Services Inc. and insurance products are provided through
InterWest Insurance Agency, Inc., which are subsidiaries of InterWest Bank.
As of September 30, 1999, InterWest Bancorp had total consolidated assets of
approximately $2.6 billion.

<PAGE>

         This release may contain certain forward-looking statements and may
be identified by the use of such words as "believe," "expect," "anticipate,"
"should," "planned," "estimated," and "potential." Examples of forward
looking statements include, but are not limited to, estimates with respect to
our financial condition, results of operations and business that are subject
to various factors which could cause actual results to differ materially from
these estimates. These factors include, but are not limited to, general
economic conditions, changes in interest rates, deposit flows, loan demand,
real estate values, and competition; changes in accounting principles,
policies, or guidelines; changes in legislation or regulation; and other
economic, competitive, governmental, regulatory, and technological factors
affecting our operations, pricing, products, and services. These factors
should be considered in evaluating forward-looking statements and undue
reliance should not be placed on such statements.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission