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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): April 7, 2008
WASHINGTON MUTUAL, INC.
(Exact name of Registrant as specified in its charter)
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Washington
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1-14667
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91-1653725 |
(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
1301 SECOND AVENUE
SEATTLE, WASHINGTON 98101
(Address of principal executive offices and Zip Code)
Registrants telephone number, including area code: (206) 461-2000
(Former name or former address, if changed since last report)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
þ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02
Results of Operations and Financial Condition
On
April 8, 2008, the Company issued a press release that included
abbreviated preliminary financial information
for the quarter ended March 31, 2008.
The press release is included as Exhibit 99.1 to
this report. The information included in the press release is
considered to be furnished under the Securities Exchange
Act of 1934. As indicated in the press release, the Company expects to announce full first quarter
earnings results on April 15, 2008.
SECTION 8 OTHER EVENTS
Item 8.01 Other Events
Furnished pursuant to this Current Report on Form 8-K as Exhibit 99.1 is a press release
issued by the Company on April 8, 2008 to announce the
Companys equity financing and other information.
CAUTIONARY STATEMENTS
This document (including the exhibits furnished herewith) contains forward-looking
statements, which are not historical facts and pertain to future operating results. These
forward-looking statements are within the meaning of the Private Securities Litigation Reform Act
of 1995. These forward-looking statements include, but are not limited to, statements about our
plans, objectives, expectations and intentions and other statements contained in this document that
are not historical facts. When used in this presentation, the words expects, anticipates,
intends, plans, believes, seeks, estimates, or words of similar meaning, or future or
conditional verbs, such as will, would, should, could, or may are generally intended to
identify forward-looking statements. These forward-looking statements are inherently subject to
significant business, economic and competitive uncertainties and contingencies, many of which are
beyond our control. In addition, these forward-looking statements are subject to assumptions with
respect to future business strategies and decisions that are subject to change. Actual results may
differ materially from the results discussed in these forward-looking statements for the reasons,
among others, discussed under the heading Factors That May Affect Future Results in Washington
Mutuals 2007 Annual Report on Form 10-K which include:
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Economic conditions that negatively affect housing prices and the job market that
have resulted, and may continue to result, in a deterioration in credit quality of the
Companys loan portfolio. |
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Access to market-based liquidity sources that may be negatively impacted if market
conditions persist or if further ratings downgrades occur and could lead to increased
funding costs and reduced gain on sale. |
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The need to raise additional capital due to significant additional losses which
could have a dilutive effect on existing shareholders and could affect the ability to
pay dividends. |
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Changes in interest rates. |
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Features of certain of the Companys loan products that may result in increased
credit risk. |
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Estimates used by the Company to determine the fair value of certain of our assets
that may prove to be imprecise and result in significant changes in valuation. |
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Risks related to the Companys credit card operations that could adversely affect
the credit card portfolio and our ability to continue growing the credit card
business. |
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Operational risk which may result in incurring financial and reputational losses. |
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Failure to comply with laws and regulations. |
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Changes in the regulation of financial services companies, housing
government-sponsored enterprises and credit card lenders. |
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General business, economic and market conditions and continued deterioration in
these conditions. |
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Damage to the Companys professional reputation and business as a result of
allegations and negative public opinion as well as pending and threatened litigation. |
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Significant competition from banking and nonbanking companies. |
There are other factors not described in the Companys 2007 Form 10-K which are beyond the
Companys ability to anticipate or control that could cause results to differ.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 |
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Washington Mutual, Inc. Press Release dated April 8, 2008 |
SIGNATURE
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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Date: April 8, 2008 |
WASHINGTON MUTUAL, INC.
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By: |
/s/ Stewart M. Landefeld
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Stewart M. Landefeld |
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Executive Vice President |
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Exhibit Index
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Exhibit |
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No. |
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Description |
99.1
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Washington Mutual, Inc. Press Release dated April 8, 2008 |