Attached files
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| EX-99.1 - EXHIBIT 99.1 - HORIZON FINANCIAL CORP | pr10810.htm |
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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
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CURRENT
REPORT
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Pursuant
to Section 13 or 15 (d) of the Securities Exchange Act of
1934
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Date
of Report (Date of earliest event reported): January 8,
2010
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HORIZON
FINANCIAL CORP.
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(Exact
name of registrant as specified in its charter)
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Washington
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0-27062
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91-1695422
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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c/o
Thomas A. Sterken
Keller
Rohrback L.L.P.
Registered
Agent of Horizon Financial Corp.
1201
Third Avenue, Suite 3200
Seattle,
Washington
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98101
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number (including area code): (206)
224-7585
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Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions.
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G
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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G
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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G
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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G
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 1.03
Bankruptcy or Receivership
On Friday, January 8, 2010, Horizon
Bank (the “Bank”), the wholly-owned subsidiary and principal asset of Horizon
Financial Corp. (the “Company”), was closed by the State of Washington,
Department of Financial Institutions, Division of Banks (the “DFI”) and the
Federal Deposit Insurance Corporation (the “FDIC”) was appointed as receiver of
the Bank.
In connection with the closure of
Horizon Bank, the FDIC issued a press release, dated January 8, 2010, announcing
the following:
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The
FDIC entered into a purchase and assumption agreement with Washington
Federal Savings and Loan Association, Seattle, Washington (“Washington
Federal”), to assume all of the deposits of Horizon
Bank.
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•
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Horizon
Bank’s 18 full service offices will reopen on January 9, 2010, as branches
of Washington Federal. Depositors of Horizon Bank will
automatically become depositors of Washington Federal. Deposits will
continue to be insured by the FDIC, up to the applicable limits
established by law.
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•
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In
addition to assuming Horizon Bank’s deposits, Washington Federal agreed to
purchase essentially all of the assets of Horizon Bank.
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Customers
who have questions about the foregoing matters, or who would like more
information about the closure of Horizon Bank, can visit the FDIC’s
Internet website located at http://www.fdic.gov/bank/individual/failed/horizon-wa.html
, or call the FDIC toll-free at
1-800-430-6165.
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A complete copy of the FDIC’s press
release can be found on the Internet at http://www.fdic.gov/news/news/press/2010/pr10004.html
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Item 5.02
Departure of Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers
On January 8, 2010, immediately
following the closure of the Bank, all of its directors resigned from the board
of directors of Horizon Bank: Robert C. Diehl, V. Lawrence Evans, Gary E.
Goodman, Richard P. Jacobson, Robert C. Tauscher, and James A. Strengholt. In
addition, Mr. Richard P. Jacobson resigned as President and Chief Executive
Officer and from the Board of Directors of Horizon Financial Corp., and Mr. V.
Lawrence Evans, Chairman of the Board, agreed to serve as President and Chief
Executive Officer of the Company, replacing Mr. Jacobson in that role.
Mr. Evans will serve without an employment contract and without
compensation.
The Company’s shares of Horizon Bank
were its principal asset. The Company does not expect to receive anything from
FDIC or the purchaser of the Bank, for the Company’s interest in the Bank.
Accordingly, as a result of the Company’s current financial condition, the board
of directors of the Company has retained special counsel to evaluate the
Company’s options for winding down the affairs of the Company. The alternatives
under consideration include the dissolution and winding up of the Company by its
board of directors, pursuant to the Washington Business Corporation Act, or
filing a voluntary petition seeking relief under Chapter 7 of Title 11 of
the United States Code.
A copy of the Company’s press release
regarding the foregoing event is filed as Exhibit 99.1 to this current
report on Form 8-K.
Item 9.01
Financial Statements and Exhibits
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(d)
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Exhibits
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The
following exhibit is being filed herewith and this list shall constitute
the exhibit index.
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99.1
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Press
release dated January 8, 2010.
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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, hereunto duly
authorized.
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HORIZON
FINANCIAL CORP.
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Date:
January 8, 2010
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By:
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/s/ V. Lawrence Evans |
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V.
Lawrence Evans
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Chief
Executive Officer and President
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3
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