SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-29480
HERITAGE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Washington 91-1857900
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
201 Fifth Avenue SW, Olympia, WA 98501
(Address of principal executive office) (ZIP Code)
(360) 943-1500
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former
fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
As of May 6, 1999 there were outstanding 10,901,123 common shares, with no par
value, of the registrant.
Page 1
Note: This amendment is to correct a typographical error on the Registrant's
Consolidated Statements of Financial Condition on page 2.
HERITAGE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands)
December 31, March 31,
1998 1999
---------------------------------
Assets (Unaudited)
Cash on hand and in banks $ 13,793 12,702
Interest earning deposits 36,355 19,406
Federal funds sold 20,800 15,500
Investment securities available for sale 31,625 37,800
Investment securities held to maturity 15,897 11,217
Loans held for sale 7,618 3,131
Loans receivable 319,334 327,570
Less: Allowance for loan losses (3,957) (4,086)
---------------------------------
Loans, net 315,377 323,484
Real Estate Owned - 70
Premises and equipment, net 18,122 18,501
Federal Home Loan Bank stock 2,136 2,176
Accrued interest receivable 2,735 3,042
Prepaid expenses and other assets 3,041 1,884
Goodwill 8,372 8,228
---------------------------------
$475,871 457,141
=================================
Liabilities and Stockholders' Equity
Deposits 367,104 348,404
Advances from Federal Home Loan Bank 688 682
Other borrowings 17 15
Advance payments by borrowers for taxes and insurance 476 641
Accrued expenses and other liabilities 5,992 5,163
Deferred Federal income taxes 1,035 1,137
---------------------------------
375,312 356,042
Stockholders' equity:
Common stock, no par value per share,15,000,000 shares authorized;
10,844,916 shares and 10,857,794 outstanding, respectively 77,476 77,522
Unearned compensation ESOP and Other (1,242) (1,230)
Retained earnings, substantially restricted 24,199 24,709
Accumulated other comprehensive income 126 98
---------------------------------
Total stockholders' equity 100,559 101,099
Commitments and contingencies
---------------------------------
$475,871 457,141
=================================
See Notes to Condensed Consolidated Financial Statements
Page 2
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.
HERITAGE FINANCIAL CORPORATION
Date: May 24,1999 by /s/ Donald V. Rhodes
---------------------------------
Donald V. Rhodes
Chairman, President and Chief Executive Officer
(Duly Authorized Officer)
by /s/ James Hastings
----------------------------------
James Hastings
Vice President and Treasurer
(Principal Financial and Accounting Officer)
Page 3