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UNITED STATES
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): AUGUST 17, 1998
MAF BANCORP, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 0-18121 36-3664868
(State or other jurisdiction (Commission file number) (I.R.S. employer
of incorporation) identification no.)
55TH STREET & HOLMES AVENUE 60514
CLARENDON HILLS, ILLINOIS (Zip Code)
(Address of principal executive
offices)
Registrant's telephone number, including area code: (630) 325-7300
NOT APPLICABLE
(Former name or former address, if changed since last year)
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ITEM 5. OTHER EVENTS.
This Form 8-K/A is being filed to amend the Form 8-K filed by MAF Bancorp,
Inc. on August 17, 1998, in order to reflect an amendment to the definitive
merger agreement that was described in the original report.
On September 1, 1998, MAF Bancorp, Inc. announced that it has agreed with
Westco Bancorp, Inc. to amend the terms of the previously announced merger
agreement pursuant to which MAF Bancorp, Inc. is to acquire Westco Bancorp, Inc.
The amendment reflects a change in accounting treatment for the merger which
will be accounted for as a purchase transaction rather than as a pooling of
interests. A copy of the press release is filed as Exhibit 99.1 to this Form
8-K/A and is incorporated herein by reference.
MAF Bancorp also announced that its Board of Directors approved a stock
repurchase plan under which the company is authorized to repurchase up to
1,250,000 shares of its common stock.
Forward-Looking Information
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Statements contained in or incorporated by reference in this report that are not
historical facts may constitute forward-looking statements (within the meaning
of Section 21E of the Securities Exchange Act of 1934) which involve significant
risks and uncertainties. Actual results may differ materially from the results
discussed in these forward-looking statements. Factors that might cause such a
difference include, but are not limited to: (1) inability to realize cost
savings from the merger to the full extent expected or within the expected time
frame; (2) lower than expected revenues following the merger; (3) inability of
MAF or Westco to complete the announced stock repurchase programs within the
contemplated timeframe or stock price ranges; (4) significant increases in
competitive pressures among depository institutions; (5) higher than expected
costs or difficulties related to the integration of the business of Westco;
(6) changes in the interest rate environment that result in reduced interest
rate margins; (7) deterioration of general economic conditions, either
nationally or in the Company's market area; and (8) adoption of legislation or
regulatory changes that adversely affect the business of the combined company.
ITEM 7(C). EXHIBITS.
Exhibit 99.1 Press Release dated September 1, 1998.
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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.
MAF BANCORP, INC.
Date: September 1, 1998 By: /s/ ALLEN H. KORANDA
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Allen H. Koranda
Chairman of the Board and Chief
Executive Officer
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INDEX TO EXHIBITS
Exhibit
99.1 Press Release dated September 1, 1998
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