-----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, RX+4tBhdp3LqK9meQjBplwGLIs5DBmA2LT0wEToCzkjYK+vdWq+tNe7bspnVwP71 YLmJneWKCL3w2pwGElt9aQ== 0000946275-96-000460.txt : 19970102 0000946275-96-000460.hdr.sgml : 19970102 ACCESSION NUMBER: 0000946275-96-000460 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961230 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961231 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: REDWOOD FINANCIAL INC /MN/ CENTRAL INDEX KEY: 0000942895 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 411807233 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25884 FILM NUMBER: 96688774 BUSINESS ADDRESS: STREET 1: 301 S WASHINGTON ST STREET 2: P O BOX 317 CITY: REDWOOD FALLS STATE: MN ZIP: 56283 BUSINESS PHONE: 5076378730 MAIL ADDRESS: STREET 1: 301 S WASHINGTON ST STREET 2: PO BOX 317 CITY: REDWOOD FALLS STATE: MN ZIP: 56283 8-K 1 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): December 30,1996 ---------------- REDWOOD FINANCIAL, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its Charter) Minnesota 0-25884 41-1807233 - ---------------------------- ------------------------ ------------------ (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 301 S. Washington Street, P.O. Box 317, Redwood Falls, Minnesota 56283 - ---------------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (507) 637-8730 --------------- Not Applicable ------------------------------------------------------------- (Former name or former address, if changed since last Report) Item 5. Other Events - --------------------- The Registrant issued a press release on December 30, 1996, announcing that the letter of intent ("Letter") with Olivia Bancorporation, Inc. ("Olivia") and American State Bank of Olivia (the "Bank") dated November 1, 1996 and executed November 4, 1996 for the acquisition of Olivia and the Bank by the Registrant terminated. Consummation of the proposed acquisition was subject to several conditions, including the completion of satisfactory due diligence by the Registrant. Upon completion of due diligence, the Registrant decided that it could not offer the consideration disclosed in the Letter. After further negotiations, the parties could not reach agreement on a revised price for the proposed acquisition. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - --------------------------------------------------------------------------- (c) Exhibits: Exhibit 99 - Press Release dated December 30, 1996 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. REDWOOD FINANCIAL, INC. Date: December 30, 1996 By: /s/ Paul W. Pryor ----------------- Paul W. Pryor President EX-99 2 EXHIBIT 99 EXHIBIT 99 Press Release PRESS RELEASE Contact: Paul W. Pryor, Chief Executive Officer Redwood Financial, Inc. (507) 637-8730 For Immediate Release December 30, 1996 LETTER OF INTENT BY AND AMONG OLIVIA BANCORPORATION, INC., AMERICAN STATE BANK OF OLIVIA AND REDWOOD FINANCIAL, INC. TERMINATED Redwood Falls, Minnesota -- December 30, 1996 -- Redwood Financial, Inc. ("Redwood"), Redwood Falls, Minnesota, the holding company of Redwood Falls Federal Savings and Loan Association (the "Association") announced today that the letter of intent dated November 1, 1996 (the "Letter of Intent") by and among Redwood, American State Bank of Olivia (the "Bank") and Olivia Bancorporation, Inc. ("Olivia") which owns 97.6% of the outstanding stock of the Bank providing for the proposed acquisition of Olivia and the Bank by Redwood, terminated and no further negotiations between the parties will be conducted in the foreseeable future. The transaction was subject to, among other things, the completion of a due diligence examination by Redwood. Upon completion of the due diligence examination, the Board of Directors of Redwood decided that Redwood could not offer the consideration disclosed in the Letter of Intent. After further negotiations the parties could not agree upon a revised price for the proposed acquisition. The Association is a federally chartered stock savings and loan association headquartered in Redwood Falls, Minnesota. The Association has two full service offices located in Redwood and Renville Counties, Minnesota. The Association's deposits are federally insured by the FDIC. The Association is a community oriented, full service retail savings and loan association offering traditional mortgage loan products. At September 30, 1996, Redwood, on a consolidated basis, had total assets and stockholders' equity of $51.0 million and $13.2 million, respectively. The common stock of Redwood (trading symbol "REDW") is listed on the OTC Bulletin Board of Nasdaq. -----END PRIVACY-ENHANCED MESSAGE-----