UNITED STATES
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) September 1, 2005
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PENNFED FINANCIAL SERVICES, INC.
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(Exact name of registrant as specified in its charter)
Maryland 0-24040 22-3297339
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(State or other (Commission File No.) (IRS Employer
jurisdiction of incorporation) Identification Number)
622 Eagle Rock Avenue, West Orange, New Jersey 07052-2989
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (973) 669-7366
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N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related
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Audit Report or Completed Interim Review
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On September 1, 2005, the Audit Committee of the Board of Directors of
PennFed Financial Services, Inc. (the "Company"), in consultation with the
Company's management, determined that the Company's previously issued
consolidated statements of cash flows for the fiscal years ended June 30, 2004
and 2003 appearing in the Company's Annual Report on Form 10-K for the fiscal
year ended June 30, 2004 should be restated and, accordingly, such statements of
cash flows and the related audit report thereon by the Company's former
independent registered public accounting firm, Deloitte & Touche LLP, should no
longer be relied upon. The restatement will have no effect on the Company's
consolidated statements of financial condition or consolidated statements of
income.
In these previously issued statements of cash flows, the Company had
accounted for all loan sale activity as operating activities. In connection with
its review of the Company's consolidated financial statements for the quarter
ended September 30, 2004, KPMG LLP, the Company's new independent registered
public accounting firm, discussed with the Company's management the
applicability of Statement of Financial Accounting Standards ("SFAS") No. 102,
Statement of Cash Flows, Exemption of Certain Enterprises and Classification of
Cash Flows from Certain Securities Acquired for Resale. SFAS No. 102 provides
that sales of loans initially originated by the Company for retention in its
portfolio (as opposed to loans originated for the purpose of resale) must be
accounted for in the statements of cash flows as investing activities. Beginning
with its consolidated financial statements for the quarter ended September 30,
2004, the Company has accounted for its loan sale activities in the statements
of cash flows in the manner required by SFAS No. 102 and corrected the
classification in prior period statements to be consistent with this
presentation.
The Company's restated consolidated statements of cash flows for fiscal
years 2004 and 2003 will appear in the Company's fiscal 2005 Form 10-K. The
restatement will cause net cash provided by operating activities to decrease,
and net cash provided by (used in) investing activities to increase, dollar for
dollar, by the following amounts: 2004: $81,813,000; and 2003: $166,112,000. The
restatement will have no effect on net cash provided by (used in) financing
activities or the net change in cash and cash equivalents for those years. Prior
to the Audit Committee's making its decision to restate the 2004 and 2003
consolidated statements of cash flows, the Company's management discussed this
matter with both KPMG LLP and Deloitte & Touche LLP.
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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.
PENNFED FINANCIAL SERVICES, INC.
Date: September 7, 2005 By: /s/Claire M.Chadwick
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Claire M. Chadwick
Executive Vice President and
Chief Financial Officer
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