FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 1, 1997
Cascade Financial Corporation
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(Exact name of registrant as specified in its charter)
Delaware 0-25286 91-0167790
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State or other jurisdiction Commission (I.R.S. Employer
of incorporation File Number Identification No.)
2828 Colby Avenue, Everett, Washington 98201
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number (including area code) (425) 339-5500
Not Applicable
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On August 1, 1997, Cascade Financial Corporation ("Corporation")
consummated the previously announced acquisition of AmFirst Bancorporation
("AmFirst") and its wholly-owned subsidiary American First National Bank,
Everett, Washington ("American First"). The acquisition was accomplished by the
merger of AmFirst into a wholly-owned subsidiary of the Corporation formed for
that purpose, which was subsequently merged into the Corporation. Thereafter,
American First was merged into the Corporation's wholly-owned subsidiary,
Cascade Bank. Pursuant to the terms of the merger agreement, each share of
AmFirst common stock was converted into the right to receive 2.412 shares
of the Corporation's common stock. The Corporation will issue approximately
803,485 shares in exchange for all of the outstanding shares of AmFirst common
stock. Based on the last reported sale price of the Corporation's common stock
on August 1, 1997, such shares had an aggregate value of approximately $10.0
million. Cash will be paid in lieu of fractional shares. AmFirst operated four
branches in the State of Washington and at June 30, 1997 had assets of $65
million, deposits of $60 million and stockholders' equity of $5 million.
Additional information concerning the acquisition is contained in the press
release issued by the Corporation on August 1, 1997, attached hereto as Exhibit
99 and incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Business Acquired
AmFirst's consolidated Balance Sheets as of December 31, 1996 and 1995 and
Consolidated Statements of Income, Stockholders' Equity and Cash Flows for the
years ended December 31, 1996 and 1995 are incorporated herein by reference to
Appendix D of the Prospectus/Joint Proxy Statement contained in the
Corporation's Registration Statement on Form S-4 (No. 333-24203).
AmFirst's unaudited Condensed Balance Sheet as of June 30, 1997, Condensed
Statements of Income for the six months ended June 30, 1997 and 1996 and
Condensed Statements of Cash Flows for the six months ended June 30, 1997 and
1996 will be filed by amendment to this Current Report on Form 8-K as soon as
practicable, but not later than 60 days after the date this report is required
to be filed, or October 15, 1997.
(b) Pro Forma Financial Information
Unaudited pro forma condensed combined financial statements reflecting
consummation of the acquisition will be filed by amendment to this Current
Report on Form 8-K as soon as practicable, but not later than 60 days after the
date this report is required to be filed, or October 15, 1997.
(c) Exhibits:
2 Agreement and Plan of Mergers dated as of February 6, 1997 by
and among Cascade Financial Corporation and Cascade Bank and
AmFirst Bancorporation and American First National Bank
(incorporated by reference to Exhibit 2 to the Corporation's Form
8-K filed February 14 1997).
99 Press Release dated August 1, 1997.
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.
CASCADE FINANCIAL CORPORATION
DATE: August 13, 1997 By: /s/ Russell E. Rosendal
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Russell E. Rosendal
Executive Vice President
(Chief Financial Officer)
Exhibit 99
NEWS RELEASE CASCADE BANK
August 1, 1997 FOR IMMEDIATE RELEASE
Contact: Russell E. Rosendal TELEPHONE: (425)339-5500
CASCADE FINANCIAL AND AMFIRST MERGER COMPLETED
Everett, WA - The merger of Cascade Financial Corporation, the parent
corporation of Cascade Bank, and AmFirst Bancorporation, the parent corporation
of American First National Bank closed August 1, 1997.
Cascade's Chairman, Frank McCord said, "We're happy to have the merger
finalized. We can now offer greater convenience and more services to customers
of both local banks."
Cascade Bank now has assets of $433 million. In the transaction, approximately
800,000 shares of Cascade common stock were issued to AmFirst shareholders.
They received 2.412 shares of Cascade common stock for each share of AmFirst
common stock.
Cascade Financial Corporation's stock is quoted on the NASDAQ system under the
symbol "CASB." Chartered in 1916, Cascade Bank is Snohomish County's oldest
financial institution. Cascade Bank now has three full service offices in
Everett, and full service offices in Mount Vernon, Arlington, Marysville,
Mukilteo, Snohomish, Lynnwood, Bellevue and Issaquah. There is also a Home Loan
Center in Bellingham.
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