-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Eyh0wNOwmmz6juTEHgjYaAsL5xkF6qHBAcY8UsP7zY2bR9ie65EY8s7lqQL/bfQy PD2TaCB0jjoauYewyiRj1A== 0000950172-97-000490.txt : 19970522 0000950172-97-000490.hdr.sgml : 19970522 ACCESSION NUMBER: 0000950172-97-000490 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970521 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREAT WESTERN FINANCIAL CORP CENTRAL INDEX KEY: 0000043512 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 951913457 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-04075 FILM NUMBER: 97612334 BUSINESS ADDRESS: STREET 1: 9200 OAKDALE AVENUE CITY: CHATSWORTH STATE: CA ZIP: 91311 BUSINESS PHONE: 8187753411 MAIL ADDRESS: STREET 1: 9200 OAKDALE AVENUE CITY: CHATSWORTH STATE: CA ZIP: 91311 DEFA14A 1 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant {X} Filed by a Party other than the Registrant {_} Check the appropriate box: {_} Preliminary Proxy Statement {_} Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) {_} Definitive Proxy Statement {X} Definitive Additional Materials { } Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 GREAT WESTERN FINANCIAL CORPORATION ----------------------------------------- (Name of Registrant as Specified in Its Charter) ----------------------------------------- (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): {X} No fee required. {_} Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): _____ (4) Proposed maximum aggregate value of transactions: ______________ (5) Total fee paid. -------- {_} Fee paid previously with preliminary materials. {_} Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: _________________________________________ (2) Form, Schedule or Registration Statement No.: ___________________ (3) Filing Party: ___________________________________________________ (4) Date Filed: _____________________________________________________ [Newspaper Advertisement] TO GREAT WESTERN STOCKHOLDERS: CHECK IT OUT . . . [CHECKMARK] GREAT WESTERN/WASHINGTON MUTUAL -- THE SUPERIOR COMBINATION IN EVERY WAY H. F. AHMANSON WASHINGTON MUTUAL ------------------------- ------------------------- [Graphic: Box] STOCKHOLDER RETURN(1) [Graphic: Box with checkmark] * Ahmanson's total * Washington Mutual has stockholder return in a superior record of the 1990s has been only financial performance and 165%. of delivering value. Its cumulative TOTAL RETURN TO STOCKHOLDERS IN THE 1990S HAS BEEN OVER 600% -- more than 31/2 times that of Ahmanson. [Graphic: Box] DIVIDEND HISTORY [Graphic: Box with checkmark] * Ahmanson has not * Washington Mutual has increased its dividend increased its dividend since 1987. over the past seven consecutive quarters and every year since 1990. DURING THE PAST FIVE YEARS, WASHINGTON MUTUAL HAS INCREASED ITS DIVIDENDS AN AVERAGE OF 29% PER YEAR.(2) [Graphic: Box] CAPITAL STRENGTH [Graphic: Box Tangible common with checkmark] * At December 31, equity ratio (the * At December 31, 1996, 1996, Ahmanson's 3.31% higher the better) Washington Mutual had a consolidated tangible ratio of tangible common common equity ratio was equity to tangible assets one of the lowest among of 4.83%--A STRONGER major savings and loan CAPITAL POSITION--that holding companies. will allow Washington Mutual to take advantage * Ahmanson's $3.2 of future growth billion planned share opportunities. Washington repurchases plus common Mutual's financial stock dividends from strategy is predicated on the beginning of the capital retention and fourth quarter of 1997 growth. through 1999 total nearly 180% of cumulative net income to common stock during the same period.(3) As a result, Ahmanson's pro forma capital position would continue to be weak. [Graphic: Box] INTEGRATION RISK [Graphic: Box with checkmark] * An Ahmanson/Great * Washington Mutual Western combination shares common information would mean a difficult systems with Great and time consuming Western, which should integration process. greatly facilitate the Ahmanson uses an integration of the two information system companies' operations which is outdated, and and the achievement of not compatible with cost savings and Great Western's. This operating efficiencies could increase the at a minimal cost and difficulty and cost of on a timely basis. implementing the technology conversion in a reasonable time. [Graphic: Box] TRACK RECORD [Graphic: Box with checkmark] * Ahmanson's current * Washington Mutual's management team, many management has a proven members of which have record of achieving cost been hired by Ahmanson savings, operating only within the past efficiencies and revenue several years, has enhancements in connection limited its focus to with the integration of branch acquisitions and acquired companies. divestitures. Washington Mutual's current management team has consummated more than 20 acquisitions, including both in-market and out-of-market acquisitions of banks and thrifts of varying size. [Graphic: Box] TIMING [Graphic: Box with checkmark] * By asking the Court * Washington Mutual and to artificially delay Great Western have a the vote on the definitive merger Washington Mutual agreement. With merger until six weeks stockholders voting on after the vote at the June 13 and regulatory June 13 Annual Meeting approvals expected by is certified, Ahmanson late June or early July, is effectively seeking THE MERGER COULD CLOSE to delay your LESS THAN 2 MONTHS FROM opportunity to vote on NOW. the merger until late summer, and maybe until after Labor Day.
- ------------------ 1 Source: Bloomberg Financial Markets. Total stockholder return assumes reinvestment of dividends. Applicable period is through March 31, 1997. 2 For the period December 31, 1991 through December 31, 1996. 3 Calculated by Great Western, based on data publicly disclosed by Ahmanson on March 25, 1997. [Great Western Logo] May 21, 1997 PROTECT YOUR INVESTMENT. VOTE THE GREEN AND GOLD PROXY CARDS TODAY! IMPORTANT If you have any questions, please call our solicitor, GEORGESON & COMPANY INC. Call toll free: 800-223-2064. Banks and brokers call: 212-440-8800. -----END PRIVACY-ENHANCED MESSAGE-----