UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q/A
Amendment #1
(Mark One)
x Quarterly report under Section 13 or 15 (d) of the Securities Exchange Act of 1934
For the quarterly period endedSeptember 30, 2002 or
¨ Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
For the transition period from to
Commission file number 000-18561
AMERICANWEST BANCORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Washington | | 91-1259511 |
(State or Other Jurisdiction of
Incorporation or Organization) | | (I.R.S. Employer
Identification No.) |
9506 North Newport Highway, Spokane, WA 99218-1200
(Address of Principal Executive Offices)
(509) 467-6949
(Registrant’s Telephone Number, Including Area Code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No ¨
The issuer has one class of capital stock, that being common stock. On November 19, 2002, there were 8,062,768 shares of such stock outstanding.
Explanatory Note: This Amendment #1 to the Form 10-Q of AmericanWest Bancorporation and its wholly owned subsidiaries (AWBC) for the period ended September 30, 2002 amends the Form 10-Q by correcting the tabular data presented in Note 4 to the Condensed Consolidated Financial Statements. Due to a clerical error, this table as originally presented contained only loan data by category for the AWBC’s larger subsidiary, AmericanWest Bank. Data for AWBC’s other banking subsidiary, Bank of Latah, was inadvertently omitted. The corrected Note 4 is presented in its entirety below:
Part 1 Financial Information
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 4. Loans
Loan detail by category as of September 30, 2002 and December 31, 2001 were as follows:
| | | September 30, 2002
| | | December 31, 2001
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| | | ($ in thousands) | |
| Commercial and industrial | | $ | 514,163 | | | $ | 411,197 | |
| Agricultural | | $ | 124,791 | | | | 88,121 | |
| Real estate mortgage | | $ | 50,557 | | | | 40,084 | |
| Real estate construction | | $ | 23,547 | | | | 17,201 | |
| Installment | | $ | 27,870 | | | | 26,311 | |
| Bank cards and other | | $ | 11,917 | | | | 5,062 | |
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| Total loans | | | 752,845 | | | | 587,976 | |
| Allowance for loan losses | | $ | ( 9,005 | ) | | | (6,624 | ) |
| Deferred loan fees, net of deferred costs | | $ | (388 | ) | | | (453 | ) |
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| Net loans | | $ | 743,452 | | | $ | 580,899 | |
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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 thereunto duly authorized on November 19, 2002
AMERICANWEST BANCORPORATION
/s/ Wes Colley
Wes Colley, President and
Chief Executive Officer
/s/ Dan Murray
Dan Murray, Senior Vice President and
Credit Administrator
/s/ Wade A. Griffith
Wade A. Griffith, Vice President and
Acting Chief Financial Officer
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Wes Colley, certify that:
| 1. I | | have reviewed this quarterly report on Form 10-Q of AmericanWest Bancorporation; |
| 2. | | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; |
| 3. | | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; |
| 4. | | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: |
| | a) | | designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; |
| | b) | | evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and |
| | c) | | presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; |
| 5. | | The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function): |
| | a) | | all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and |
| | b) | | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and |
| 6. | | The registrant’s other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. |
Date: November 19, 2002
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| By | | /s/ Wes Colley
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| | | Wes Colley President and Chief Executive Officer |
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Wade A. Griffith, certify that:
| 1. | | I have reviewed this quarterly report on Form 10-Q of AmericanWest Bancorporation; |
| 2. | | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; |
| 3. | | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; |
| 4. | | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: |
| | a) | | designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; |
| | b) | | evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and |
| | c) | | presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; |
| 5. | | The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function): |
| | a) | | all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and |
| | b) | | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and |
| 6. | | The registrant’s other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. |
Date: November 19, 2002
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| By | | /s/ Wade A. Griffith
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| | | Wade Griffith Vice President and Acting Chief Financial Officer |
