Securities and Exchange Commission
Washington, D.C. 20579
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) - September 30, 1999
MAHASKA INVESTMENT COMPANY
(Exact name of registrant as specified in its charter)
Iowa 0-24630 42-1003699
(State of other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
222 First Avenue East, Oskaloosa, Iowa 52577
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 673-8448
Item 2. Acquisition or Disposition of Assets
Effective September 30, 1999, Mahaska Investment Company (the Company) completed
its acquisition of Midwest Bancshares, Inc. (Midwest). Midwest is a $165,000,000
thrift holding company headquartered in Burlington, Iowa and is the parent
company of Midwest Federal Savings and Loan Association of Eastern Iowa (Midwest
Federal). Under the terms of the transaction, Midwest shareholders received
1,105,348 shares of the Company's common stock in a tax-free exchange accounted
for as a purchase transaction. Midwest Federal became a wholly- owned subsidiary
of the Company and will retain the Midwest Federal name.
The terms of the Agreement and Plan of Merger (the Merger) dated February 2,
1999, are incorporated by reference to the information contained in the
Registration Statement No. 333- 79291 on Form S-4, as filed in connection with
the Merger.
Item 7. Financial Statements and Exhibits
(a) Financial Statements
The Company hereby incorporates by reference to Midwest's Annual Report on
Form 10-KSB for the year ended December 31, 1998 the Consolidated Balance Sheets
of Midwest as of December 31, 1998 and 1997 and Midwest's Consolidated Statement
of Operations, Consolidated Statement of Stockholders' Equity and Comprehensive
Income, and Consolidated Statement of Cash Flows for each of the years in the
three-year period ended December 31, 1998.
(b) Pro forma Financial Information
The following pro forma financial information giving effect to the Merger
is submitted herewith and is attached as Exhibit 99.1 to this Current Report on
Form 8-K.
(i) Pro forma Condensed Consolidated Statement of Financial Condition as
of June 30, 1999.
(ii) Pro forma Condensed Consolidated Statements of Income for the six
months ended June 30, 1999 and 1998.
(iii)Pro forma Condensed Consolidated Statement of Income for the year
ended December 31, 1998.
(c) Exhibits
Exhibit No. Exhibit
(23) Consent of Independent Auditors KPMG LLP.
(99.1) Pro Forma Financial Information.
SIGNATURE
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.
Mahaska Investment Company
By: /s/ David A. Meinert
Name: David A. Meinert
Title: Executive Vice President
and Chief Financial Officer
Date: October 14, 1999