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): February 5, 2010
FIRST INTERSTATE BANCSYSTEM, INC.
(Exact name of registrant as specified in its charter)
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| Montana
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000-49733
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81-0331430 |
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(State or other jurisdiction of
incorporation or organization)
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(Commission
File No.)
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(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))
Item 7.01 Regulation FD Disclosure.
The information provided under Item 8.01 is also being furnished under this
Item 7.01.
Item 8.01 Other Events.
On February 5, 2010, First Interstate BancSystem, Inc. (the “Registrant”) issued a
letter to shareholders announcing the minority appraised value of its common stock
as of December 31, 2009, as determined by the Registrant’s independent appraiser
and delivered to the Registrant on February 5, 2010, and providing information
regarding share repurchases by the Registrant and other information.
Forward-Looking and Cautionary Statements
The February 5, 2010 shareholder letter contains information related to our
optimism regarding long-term performance in spite of uncertain economic times.
These statements are “forward-looking statements” within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and
Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6
promulgated thereunder. These statements involve inherent risks, uncertainties,
assumptions, estimates and other important factors that could cause actual results
to differ materially from any results, performance or events expressed or implied
by such statements. All forward-looking statements are qualified in their entirety
be reference to the factors discussed in our Annual Report on Form 10-K for the
year ended December 31, 2008 and subsequent Quarterly Reports on Form 10-Q filed
with the SEC, including risk factors regarding (i) credit risk; (ii) concentrations
of real estate loans; (iii) commercial loan risk; (iv) economic conditions in
Montana, Wyoming and South Dakota; (v) adequacy of the allowance for loan losses;
(vi) changes in interest rates; (vii) inability to meet liquidity requirements;
(viii) inability of our subsidiaries to pay dividends; (ix) failure to meet debt
covenants; (x) changes in or noncompliance with governmental regulations; (xi)
capital required to support our bank subsidiaries; and (xii) other risk factors
discussed therein, including investment risks affecting holders of our common
stock. Forward-looking statements speak only as of the date of which they are
made, and we undertake no obligation to update any forward-looking statement to
reflect events or circumstances after the date on which such statement is made or
to reflect the occurrence of future events or developments.
The February 5, 2010 shareholder letter is attached as Exhibit 99 to this Current
Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibit 99 — February 5, 2010 Shareholder Letter