UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the Fiscal Year Ended December 31, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission File Number: 0-14209
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
FirstBank Northwest 401 (k) Profit Sharing Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
FirstBank NW Corp.
920 Main Street
Lewiston, Idaho 83501
Financial Statements and Exhibits
- ---------------------------------
(a) Financial Statements
The FirstBank Northwest 401 (k) Plan became effective as of January 1,
1994. Filed as a part of this report on Form 11-K are the audited
financial statements of the Plan as of and for the years ended December
31, 2002 and 2001.
(b) Exhibit 23 Consent of Independent Auditors
SIGNATURES
The Plan. Pursuant to the requirement of the Securities and Exchange
Act of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
/s/ DONNA SHEETS
------------------------------------------
Trustee, FirstBank Northwest 401 (k) Plan
By: /s/ DONNA SHEETS
--------------------------------------
Donna Sheets
Human Resources Manager
FirstBank Northwest
Date: June 27, 2003
FIRSTBANK NORTHWEST 401(K) PLAN
INDEPENDENT AUDITOR'S REPORT
AND
FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
TABLE OF CONTENTS
================================================================================
Independent auditor's report 1
Financial statements
Statement of net assets available for benefits 2
Statement of changes in net assets available for benefits 3
Notes to financial statements 4-8
Supplemental information
Schedule of assets (held at end of year) 9
Schedule of reportable transactions 10
INDEPENDENT AUDITOR'S REPORT
To the Board of Trustees
FirstBank Northwest 401(k) Plan
Lewiston, Idaho
We have audited the accompanying statements of net assets available for Plan
benefits of FirstBank Northwest 401(k) Plan as of December 31, 2002 and 2001,
and the related statements of changes in net assets available for Plan benefits
for the year ended December 31, 2002 and 2001. These financial statements are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for Plan benefits of the
FirstBank Northwest 401(k) Plan as of December 31, 2002 and 2001, and the
changes in net assets available for Plan benefits for the years ended December
31, 2002 and 2001, in conformity with accounting principles generally accepted
in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes at year end is presented for purposes of additional
analysis, and is not a required part of the basic financial statements but is
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule has been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ MOSS ADAMS, LLP
Spokane, Washington
May 9, 2003
FIRSTBANK NORTHWEST 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
================================================================================
ASSETS
December 31,
-------------------------
2002 2001
---------- ----------
Cash $ 39,741 $ 25,735
---------- ----------
Investment, at fair value:
Common stock 2,638,473 1,961,554
Mutual funds 893,395 685,099
Participant loans -- 7,195
---------- ----------
3,531,868 2,653,848
---------- ----------
Receivables:
Participant contributions 14,691 7,394
Employer matching contribution 1,947 1,618
Employer discretionary contribution 34,984 36,062
---------- ----------
51,622 45,074
---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $3,623,231 $2,724,657
========== ==========
2
FIRSTBANK NORTHWEST 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
================================================================================
Year Ended December 31,
-----------------------
2002 2001
---------- ----------
ADDITIONS TO NET ASSETS
Investment income:
Interest and dividends $ 63,927 $ 52,439
Net appreciation in fair value of investments 364,941 413,335
---------- ----------
428,868 465,774
---------- ----------
Contributions:
Participants 438,678 275,797
Employer matching 78,426 70,108
Employer discretionary 26,992 43,326
---------- ----------
544,096 389,231
---------- ----------
Total additions 972,964 855,005
---------- ----------
DEDUCTIONS FROM NET ASSETS
Benefits paid to participants 74,390 80,049
---------- ----------
Total deductions 74,390 80,049
---------- ----------
NET INCREASE 898,574 774,956
NET ASSETS AVAILABLE FOR BENEFITS
Beginning of year 2,724,657 1,949,701
---------- ----------
End of year $3,623,231 $2,724,657
========== ==========
See accompanying notes. 3
FIRSTBANK NORTHWEST 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
================================================================================
Note 1 - Summary of Accounting Policies
Basis of accounting:
The accompanying financial statements have been prepared under the accrual
method of accounting.
Investment valuation and income recognition:
Investments are stated at fair value based upon quoted market prices, except for
participant loans that are stated at cost that approximates their fair value.
Net appreciation or depreciation in the fair value of investments presented in
the statement of changes in net assets available for benefits consists of both
realized and unrealized gains and losses on those investments.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
Allowance for loss on receivables:
There has not been recognition of an allowance for loss on receivables as all
receivables are deemed to be 100% collectible or adequately secured as of the
date of this report.
Payment of benefits:
Benefits are recorded when paid.
Income tax status:
The Plan obtained its latest determination letter on January 22, 2003, in which
the Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue Code.
Use of estimates:
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of additions to and deductions
from net assets available for benefits during the reporting period. Actual
results could differ from those estimates.
Risks and uncertainties:
The Plan provides for various investment options in any combination of common
stock and mutual funds. Investment securities of these types are exposed to
various risks, such as interest rate, market, and credit. Due to the level of
risk associated with certain investment securities, it is at least reasonably
possible that changes in the values of investment securities will occur in the
near-term, and that such changes could materially affect participants' account
balances and the amounts reported in the financial statements.
4
FIRSTBANK NORTHWEST 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
================================================================================
Note 2 - Plan Description
General:
The following description of the FirstBank Northwest 401(k) Plan (the Plan) is
provided for general information purposes only. Participants should refer to the
Plan agreement for more complete information.
The Plan is a defined contribution plan qualifying as a salary reduction plan as
defined in Section 401(k) of the Internal Revenue Code. The Plan covers
substantially all employees of FirstBank Northwest (the Company). The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
Amendments:
The Plan was restated during 2002 to conform with recent legislative acts
relating to employee benefit plans. The Plan was also amended to adopt a
five-year graded vesting schedule that was effective January 1, 2002.
Trustee:
The Plan changed Trustees November 1, 2002, from American Skandia to American
Funds.
Eligibility:
An employee with at least one hour of service is eligible to participate in the
Plan. An employee may begin contributing to the Plan on the first day of any
month after completion of the eligibility requirements. Employees who are
members of a collective bargaining unit operating within the Company are not
eligible to participate in this Plan.
Contributions:
Participants can voluntarily elect to contribute up to 100% of their annual
compensation to the Plan, subject to IRS limitations. Participants may also
contribute amounts representing distributions from other qualified, defined
benefit or contribution plans. The contributions are invested in various
investment options as directed by the participant.
Matching or discretionary contributions are made at the discretion of the
Company's Board of Directors. The Company elected to make a matching
contribution of $78,426 and $70,108 and a discretionary contribution of $30,899
and $43,326 during the years ended December 31, 2002 and 2001, respectively.
Vesting:
Participants are immediately vested in their voluntary contributions and any
income or loss thereon. Vesting in the Company's matching or discretionary
contribution portion of their accounts plus actual earnings or losses thereon is
based on years of service. Participants become fully vested when five or more
years of service is completed, depending on the date of hire. Prior to the
completion of five years of service, the participant is vested on a graduated
scale depending on date of hire. A participant may also become 100% vested after
the attainment of normal retirement age, death, or disability.
5
FIRSTBANK NORTHWEST 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
================================================================================
Note 2 - Plan Description (Continued)
Participant's accounts
Each participant's account is credited or debited with the participant's and the
Company's contributions and an allocation of net plan earnings and/or losses.
Earning and loss allocations are based on participant investment balances. The
benefit, to which a participant is entitled, is the benefit that can be provided
from the participant's vested balance.
Forfeitures:
In the event of termination of employment prior to the completion of five years
of vested service for any reason other than death or disability, a participant
forfeits the nonvested portion in their account balance.
Forfeited balances of terminated participants' nonvested accounts are considered
a reduction of the employer matching and discretionary contributions.
Forfeitures of $3,907 and $11,616 were used to reduce the Company contributions
during the years ended December 31, 2002 and 2001, respectively.
Payment of benefits:
Benefits will be paid to participants when they reach normal retirement age,
terminate service with the employer, death, or disability. Distributions equal
to the value of the participant's vested interest in his or her account can be
made in a lump-sum payment or in installments not to exceed the participant's
life expectancy.
Plan termination:
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants would become 100% vested in their accounts and any unallocated
forfeitures would be remitted to the Company.
Participant loans:
Participants may be allowed to borrow from their account up to the lesser of 50%
of their vested account balance or $50,000. Loan terms range from zero to five
years. The loans are secured by the balance in the participant's account and
bear interest at a rate not less than 1.0% above the commercial prime rate of
the Company's prime lending facility at the date of the loan. Principal and
interest is paid through regular after-tax payroll deductions.
Administrative expenses:
Certain administrative expenses of the Plan are paid directly by the Company.
6
FIRSTBANK NORTHWEST 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
================================================================================
Note 3 - Investments
The following table presents the fair values of investments. Investments that
represent 5% or more of the Plan's net assets are separately identified.
2002 2001
---------- ----------
Mutual Funds:
JPM Money Market $ -- $ 131,778
Growth Fund of America 225,484 --
U.S. Treasury Money Fund of America 204,538 --
Other mutual funds 463,373 553,321
---------- ----------
Total mutual funds 893,395 685,099
---------- ----------
Common Stocks:
FirstBank NW Corp. 2,638,473 1,961,554
---------- ----------
Participant loans -- 7,195
---------- ----------
$3,531,868 $2,653,848
========== ==========
During 2002 and 2001, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated
(depreciated) in value as follows:
2002 2001
---------- ----------
Mutual funds $ (158,487) $ (99,456)
Common stock 523,428 512,791
---------- ----------
$ 364,941 $ 413,335
========== ==========
Note 4 - Parties in Interest
Certain Plan investments are shares in FirstBank NW Corp. common stock. These
transactions represent investments in the Company and, therefore, qualify as
parties in interest.
Certain Plan investments are shares of mutual funds managed by American Funds.
American Funds is the trustee as defined by the Plan and, therefore, these
transactions qualify as party-in-interest transactions.
7
FIRSTBANK NORTHWEST 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
================================================================================
Note 5 - Reconciliation of the Financial Statements to Form 5500
Net assets available for benefits per the Form 5500 reconcile to the financial
statements.
8
FIRSTBANK NORTHWEST 401(k) PLAN
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
================================================================================
Plan's Sponsor EIN: 82-0138812
Plan Number: 002
December 31, 2002
---------------------------------------------------
Description of
Investment, including
Maturity Date, Rate of
Identity of Issue, Borrower, Lessor, Interest, Collateral,
or Similar Party Par, or Maturity Value Cost Current Value
- ------------------------------------------------- ------------------------ ------ --------------
*American Funds:
Washington Mutual Investors Fund *** ** $ 29,144
AMCAP Fund *** ** 82,691
American Mutual Fund *** ** 12,925
Investment Company of America *** ** 90,955
Growth Fund of America *** ** 225,484
Bond Fund of America *** ** 33,744
American Balanced Fund *** ** 25,605
Capital Income Builder *** ** 13,164
New Economy Fund *** ** 73,979
Intermediate Bond Fund of America *** ** 33,686
World Growth and Income Fund *** ** 67,480
U.S. Treasury Money Fund of America *** ** 204,538
Common stock:
*FirstBank NW Corp. 128,706 shares ** 2,638,473
--------------
$ 3,531,868
==============
* - A party in interest as defined by ERISA.
** - The cost of participant-directed investments is not required to be
disclosed.
*** - Share information is not available from the Plan trustee.
9
FIRSTBANK NORTHWEST 401(k) PLAN
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
================================================================================
Plan's Sponsor EIN: 82-0138812
Plan Number: 002
There were no reportable transactions for 2002.
10