UNITED STATES
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): July 27, 2005
FIRST INTERSTATE BANCSYSTEM, INC.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Montana
|
|
000-49733
|
|
81-0331430 |
|
|
|
|
|
|
(State or other jurisdiction of
incorporation or organization)
|
|
(Commission
File No.)
|
|
(IRS Employer
Identification No.) |
| |
|
|
|
|
401 North 31st Street, Billings, MT 59116
|
| |
(Address of principal executive offices, including zip code)
|
| |
|
|
|
|
(406) 255-5390
|
| |
(Registrant’s telephone number, including area code)
|
| |
|
|
|
|
Not Applicable
|
| |
(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) |
| |
|
|
| o |
|
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 July 27, 2005, First Interstate BancSystem, Inc. (the “Registrant”) issued its
second quarter 2005 performance report and shareholders’ letter (the “Shareholders’
Letter”) to holders of common stock of the Company as of that date.
Certain statements contained in the Shareholders’ Letter constitute
“forward-looking statements” that involve risk and uncertainties. The Registrant
desires to caution readers that the following factors, among others, may cause the
actual results, performance or achievements of the Registrant to be materially
different from any future results, performance or achievements expressed or implied
by such forward-looking statements. Such factors include general economic and
business conditions in those areas in which the Registrant operates, credit
quality, demographic changes, competition, fluctuations in interest rates, changes
in business strategy or development plans and changes in governmental regulations.
These and other risk factors are set forth in the Registrant’s Annual Report on
Form 10-K filed with the Securities and Exchange Commission.
The Shareholders’ Letter is attached as Exhibit 99 to this Current Report on
Form 8-K.
In the Shareholders’ Letter under the heading “Selected Ratios,” the
Registrant included the ratio “Return on average common equity excluding market
adjustment of securities,” which constitutes a non-GAAP financial measure (the
“non-GAAP ratio”). The most directly comparable financial measure presented in
accordance with GAAP is the ratio “Return on average common equity” which appears
immediately prior to the non-GAAP ratio. A reconciliation between the two ratios
is derived by including mark-to-market adjustment of securities as required under
GAAP. The Registrant’s management believes the presentation of the non-GAAP ratio
provides useful information to investors because the ratio does not take into
account the mark-to-market adjustment of only a portion of the Company’s balance
sheet.
Item 7.01 Regulation FD Disclosure.
The information furnished under Item 2.02 is also being furnished under this
Item 7.01.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibit 99 — Second Quarter 2005 Shareholders’ Letter