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| CIK | 1041753 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Northway Financial, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 9, 2024 |
NWYF / Northway Financial, Inc. / BANC FUNDS CO LLC - NONE Passive Investment SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NORTHWAY FINANCIAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 667270201 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 7, 2023 |
NWYF / Northway Financial, Inc. / BANC FUNDS CO LLC - NONE Passive Investment SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NORTHWAY FINANCIAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 667270201 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 9, 2022 |
NWYF / Northway Financial, Inc. / BANC FUNDS CO LLC - NONE Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NORTHWAY FINANCIAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 667270201 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| February 12, 2021 |
SC 13G 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* NORTHWAY FINANCIAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 667270201 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 14, 2011 |
SECURITIES AND EXCHANGE COMMISSION SC 13G 1 p11-0452sc13g.htm NORTHWAY FINANCIAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) Northway Financial, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 667270201 (CUSIP Numb |
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| September 21, 2007 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5) Northway Financial, Inc. (Name of Issuer) Northway Financial, Inc. (Name of Person(s) Filing Statement) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 667270102 (CUSIP Number of Class of Securi |
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| September 21, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 15-12G 1 northwayfinancialincform15.htm NORTHWAY FINANCIAL, INC. FORM 15 SEPTEMBER 21, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commiss |
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| September 14, 2007 |
EX-3.1 2 ex3-1articlesofamendment1.htm EX 3.1 NORTHWAY FINANCIAL INC. ARTICLES OF AMENDMENT 1, FILED WITH THE NEW HAMPSHIRE SECRETARY OF STATE ON SEPTEMBER 11, 2007 Exhibit 3.1 State of New Hampshire Filing fee: $35.00 Form No.14 Use black print or type. RSA 293-A:10.06 Form must be single-sided, on 8 ½ x11” paper; double sided copies will not be accepted. ARTICLES OF AMENDMENT TO THE ARTICLES OF |
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| September 14, 2007 |
Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE Berlin, NH, September 11, 2007. Northway Financial, Inc. (the “Company” or “Northway”) (NASDAQ: NWFI) filed amendments to its Articles of Incorporation, as amended, with the New Hampshire Secretary of State |
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| September 14, 2007 |
EX-3.2 3 ex3-2articlesofamendment2.htm EX 3.2 NORTHWAY FINANCIAL INC. ARTICLES OF AMENDMENT 2, FILED WITH THE NEW HAMPSHIRE SECRETARY OF STATE ON SEPTEMBER 11, 2007 Exhibit 3.2 State of New Hampshire Filing fee: $35.00 Form No.14 Use black print or type. RSA 293-A:10.06 Form must be single-sided, on 8 ½ x11” paper; double sided copies will not be accepted. ARTICLES OF AMENDMENT TO THE ARTICLES OF |
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| September 14, 2007 |
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): September 11, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file n |
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| September 11, 2007 |
OMB APPROVAL OMB Number: 3235-0080 Expires: February 28, 2009 Estimated average burden hours per response: 1. |
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| August 29, 2007 |
Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES REVERSE AND FORWARD STOCK SPLITS AND ITS INTENTION TO VOLUNTARILY DELIST FROM NASDAQ Berlin, NH, August 28, 2007. At the Annual Meeting of Stockholders, the stockholders of |
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| August 29, 2007 |
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): August 28, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numb |
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| August 8, 2007 |
Three Months Ended June 30, 2007 EX-11 2 ex11earningspershare.htm EX-11 EARNINGS PER SHARE Exhibit 11. Statement re computation of per Share Earnings Three Months Ended June 30, 2007 Basic Earnings Per Share: Net Income $815,467.98 = $0.54 Weighted Average Number of Common Shares 1,494,174 Diluted Earnings Per Share: Net Income $815,467.98 = $815,467.98 = $0.54 Weighted Average Number of Common Shares Adjusted for Effect of Outst |
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| August 8, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| August 1, 2007 |
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): August 1, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numbe |
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| August 1, 2007 |
NORTHWAY FINANCIAL, INC. ANNOUNCES SECOND QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES SECOND QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, August 1, 2007. Northway Financial, Inc. (the “Company”) (NASDAQ: NWFI) reported net income for the quart |
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| July 13, 2007 |
The Advantages and Disadvantages of Going Private Presented to: Prepared by: October 9, 2006 Exhibit 99.4 The Advantages and Disadvantages of Going Private Presented to: Prepared by: October 9, 2006 Northeast Capital & Advisory, Inc. Contents Advantages of Going Private § Less disclosure and reporting. A publicly traded company is subject to a much higher degree of ongoing disclosure and reporting than that of a private company. As such, companies that regain private status will immediate |
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| July 13, 2007 |
Exhibit 99.12 |
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| July 13, 2007 |
Exhibit 99.10 |
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| July 13, 2007 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3) Northway Financial, Inc. (Name of Issuer) Northway Financial, Inc. (Name of Person(s) Filing Statement) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 667270102 (CUSIP Number of Class of Securi |
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| July 13, 2007 |
EX-99.7 9 ex997nec12207.htm EX-99.7 NEC 01/22/07 IMPACT OF A REVERSE SPLIT 125 SHARES Exhibit 99.7 Data as of March 31, 2006 Shares Shareholders Total Shares 1,731,969 Treasury 240,795 CEDE 802,496 NOBOs 335,424 OBOs 467,072 Individual SHs1& NOBOs 1,024,102 1,221 To estimate the cash outlay of a 1 for 125 reverse split and then a 125 for 1 forward split, we first identified the approximate amount |
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| July 13, 2007 |
Typical Community Bank Shareholder Profile vs. NWFI Exhibit 99.2 Typical Community Bank Shareholder Profile vs. NWFI Institutional Holders Retail Holders Insiders2 New England Banks & Thrifts1 23.6% 60.2% 11.3% Peer Group1 13.8% 72.5% 11.6% NWFI 18.9% 64.1% 17.0% 1 - Median values for each group are shown above. 2 - Includes stock options. Average Daily Trading Volume (over 1 year) New England Banks & Thrifts Peer Group NWFI Shares 9,569 2,428 508 |
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| July 13, 2007 |
Exhbit 99.11 |
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| July 13, 2007 |
Exhibit 99.9 Data as of March 31, 2006 Shares Shareholders Total Shares 1,731,969 Treasury 240,795 CEDE 802,496 NOBOs 335,424 OBOs 467,072 Individual SHs1& NOBOs 1,024,102 1,221 To estimate the cash outlay of a 1 for 350 reverse split and then a 350 for 1 forward split, we first identified the approximate amount for individual shareholders and NOBOs: § Purchase approximately 95,515 shares at $39.0 |
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| July 13, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definit |
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| July 13, 2007 |
Exhibit 99.3 Summary of Key Findings Report/ Analysis Date Conclusions Investor Relations Analysis 06/21/06 § The top 50 shareholders own 747,372 shares (or 50.12% of shares outstanding), while the bottom 100 shareholders own 1,451 shares (or 0.10% of shares outstanding). § Excluding objecting owners, 616 shareholders (or 50.45% of total) live within a 60 mile radius of Berlin, NH and hold approxi |
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| July 13, 2007 |
Transactions Over the Last Two Years Exhibit 99.6 Transactions Over the Last Two Years Cost Saves (Estimates) Company Name Ticker Proxy Date Date Splits Completed Assets ($000s) Splits Annual Recurring - Personnel Annual Recurring - Other Non-Recurring Total Shares(Prior to Splits) Shares Eliminated (Estimates) Reason 1 Home Loan Financial Corporation HLFN 7/13/2005 8/26/2005 160,342 1 for 600/ 600 for 1 65,000 200,000 34,200 1,699,9 |
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| July 13, 2007 |
EX-99.8 10 ex998nec13007.htm EX-99.8 NEC 01/30/07 ENCHANCING SHAREHOLDER VALUE THROUGH A REVERSE STOCK SPLIT Exhibit 99.8 |
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| July 13, 2007 |
Cost-Benefit Analysis: Reverse Stock Split Presented to: Prepared by: August 2, 2006 < /font> Exhibit 99.1 Cost-Benefit Analysis: Reverse Stock Split Presented to: Prepared by: August 2, 2006 Contents SUMMARY OF FINDINGS 1 REVERSE STOCK SPLIT 2 ADVANTAGES 2 DISADVANTAGES 3 PRO FORMAS 3 OTHER CONSIDERATIONS 6 Northeast Capital & Advisory, Inc. Cost-Benefit Analysis Summary of Findings As of March 31, 2006, Northway Financial had approximately 1,491,174 shares of common stock outsta |
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| July 13, 2007 |
Exhibit 99.14 WHENEVER CONFIDENTIAL INFORMATION IS OMITTED HEREIN (SUCH OMISSIONS ARE DENOTED BY TEST THAT IS GRAYED OUT), SUCH CONFIDENTIAL INFORMATION HAS BEEN SUBMITTED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. |
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| July 13, 2007 |
Exhibit 99.5 Discussion Agenda I. Near Term Outlook for New England Banks § Interest rate environment § Demographic situation § Peer group performance comparison § Stock price implications II. Shareholder Strategies § Do nothing. § Forward split § Reverse split - To 500 shareholders (One share for approximately 300 shares)* § Reverse split - To 300 shareholders (One share for approximately 550 sha |
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| July 13, 2007 |
Investor Relations Analysis Presented to: Prepared by: June 21, 2006 EX-99.13 15 ex9913nec062106.htm EX-99.13 NEC 06/21/06 INVESTOR RELATIONS ANALYSIS Exhibit 99.13 WHENEVER CONFIDENTIAL INFORMATION IS OMITTED HEREIN (SUCH OMISSIONS ARE DENOTED BY TEXT THAT IS BLACKED OUT), SUCH CONFIDENTIAL INFORMATION HAS BEEN SUBMITTED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. Investor Relations Analysis Presented to: |
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| July 12, 2007 |
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 12, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file number |
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| June 20, 2007 |
Exhibit 99.5 Discussion Agenda I. Near Term Outlook for New England Banks § Interest rate environment § Demographic situation § Peer group performance comparison § Stock price implications II. Shareholder Strategies § Do nothing. § Forward split § Reverse split - To 500 shareholders (One share for approximately 300 shares)* § Reverse split - To 300 shareholders (One share for approximately 550 sha |
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| June 20, 2007 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) Northway Financial, Inc. (Name of Issuer) Northway Financial, Inc. (Name of Person(s) Filing Statement) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 667270102 (CUSIP Number of Class of Securi |
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| June 20, 2007 |
Investor Relations Analysis Presented to: Prepared by: June 21, 2006 Exhibit 99.13 WHENEVER CONFIDENTIAL INFORMATION IS OMITTED HEREIN (SUCH OMISSIONS ARE DENOTED BY TEXT THAT IS BLACKED OUT), SUCH CONFIDENTIAL INFORMATION HAS BEEN SUBMITTED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. Investor Relations Analysis Presented to: Prepared by: June 21, 2006 Discussion Agenda Review Of Findings SECTION 1 Sharehol |
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| June 20, 2007 |
Exhibit 99.12 |
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| June 20, 2007 |
EX-99.8 10 ex998nec13007.htm EX-99.8 NEC 01/30/07 ENCHANCING SHAREHOLDER VALUE THROUGH A REVERSE STOCK SPLIT Exhibit 99.8 |
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| June 20, 2007 |
Exhibit 99.14 WHENEVER CONFIDENTIAL INFORMATION IS OMITTED HEREIN (SUCH OMISSIONS ARE DENOTED BY TEST THAT IS GRAYED OUT), SUCH CONFIDENTIAL INFORMATION HAS BEEN SUBMITTED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. |
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| June 20, 2007 |
Exhibit 99.9 Data as of March 31, 2006 Shares Shareholders Total Shares 1,731,969 Treasury 240,795 CEDE 802,496 NOBOs 335,424 OBOs 467,072 Individual SHs1& NOBOs 1,024,102 1,221 To estimate the cash outlay of a 1 for 350 reverse split and then a 350 for 1 forward split, we first identified the approximate amount for individual shareholders and NOBOs: § Purchase approximately 95,515 shares at $39.0 |
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| June 20, 2007 |
EX-99.3 5 ex993nec100506.htm EX-99.3 NEC 10/05/06 SUMMARY OF KEY FINDINGS Exhibit 99.3 Summary of Key Findings Report/ Analysis Date Conclusions Investor Relations Analysis 06/21/06 § The top 50 shareholders own 747,372 shares (or 50.12% of shares outstanding), while the bottom 100 shareholders own 1,451 shares (or 0.10% of shares outstanding). § Excluding objecting owners, 616 shareholders (or 50 |
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| June 20, 2007 |
Typical Community Bank Shareholder Profile vs. NWFI Exhibit 99.2 Typical Community Bank Shareholder Profile vs. NWFI Institutional Holders Retail Holders Insiders2 New England Banks & Thrifts1 23.6% 60.2% 11.3% Peer Group1 13.8% 72.5% 11.6% NWFI 18.9% 64.1% 17.0% 1 - Median values for each group are shown above. 2 - Includes stock options. Average Daily Trading Volume (over 1 year) New England Banks & Thrifts Peer Group NWFI Shares 9,569 2,428 508 |
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| June 20, 2007 |
NORTHWAY FINANCIAL, INC. JUNIOR SUBORDINATED DEBT SECURITY DUE 2037 Exhibit 99.6 NORTHWAY FINANCIAL, INC. JUNIOR SUBORDINATED DEBT SECURITY DUE 2037 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS OR ANY OTHER APPLICABLE SECURITIES LAWS. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE |
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| June 20, 2007 |
Preliminary Copy UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permi |
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| June 20, 2007 |
Exhibit 99.5 CAPITAL SECURITY CERTIFICATE THIS CAPITAL SECURITY IS A GLOBAL CAPITAL SECURITY WITHIN THE MEANING OF THE DECLARATION HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITORY TRUST COMPANY (“DTC”) OR A NOMINEE OF DTC. THIS CAPITAL SECURITY IS EXCHANGEABLE FOR CAPITAL SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMST |
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| June 20, 2007 |
Exhibit 99.2 AMENDED AND RESTATED DECLARATION OF TRUST NORTHWAY CAPITAL TRUST IV Dated as of June 15, 2007 TABLE OF CONTENTS ARTICLE I INTERPRETATION AND DEFINITIONS SECTION 1.1. Definitions 1 ARTICLE II ORGANIZATION SECTION 2.1. Name 9 SECTION 2.2. Office 9 SECTION 2.3. Purpose 9 SECTION 2.4. Authority 9 SECTION 2.5. Title to Property of the Trust 10 SECTION 2.6. Powers and Duties of the Trustees |
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| June 20, 2007 |
Exhibit 99.1 NORTHWAY FINANCIAL, INC. as Issuer INDENTURE Dated as of June 15, 2007 WELLS FARGO BANK, NATIONAL ASSOCIATION As Trustee JUNIOR SUBORDINATED DEBT SECURITIES Due June 15, 2037 TABLE OF CONTENTS ARTICLE I DEFINITIONS SECTION 1.01. Definitions 1 ARTICLE II DEBT SECURITIES SECTION 2.01. Authentication and Dating 8 SECTION 2.02. Form of Trustee's Certificate of Authentication 9 SECTION 2.0 |
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| June 20, 2007 |
GUARANTEE AGREEMENT NORTHWAY FINANCIAL, INC. Dated as of June 15, 2007 TABLE OF CONTENTS Exhibit 99.3 GUARANTEE AGREEMENT NORTHWAY FINANCIAL, INC. Dated as of June 15, 2007 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1. Definitions and Interpretation 1 ARTICLE II POWERS, DUTIES AND RIGHTS OF THE GUARANTEE TRUSTEE SECTION 2.1. Powers and Duties of the Guarantee Trustee 4 SECTION 2.2. Certain Rights of the Guarantee Trustee 5 SECTION 2.3. Not Responsible for Rec |
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| June 20, 2007 |
EX-99.10 12 ex9910necmmdd07.htm EX-99.10 NEC 03/05/07 POTENTIAL IMPACT OF A REVERSE SPLIT 350 SHARES REVISED Exhibit 99.10 |
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| June 20, 2007 |
Exhibit 99.4 COMMON SECURITY CERTIFICATE THIS COMMON SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS OR ANY OTHER APPLICABLE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EXEMPTION FROM REGISTRATION. EXCEPT AS SET FORTH IN SECTION 8.1 (b) OF THE DECLARATION (AS DEFINED BELOW), THIS SE |
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| June 20, 2007 |
Exhibit 99.7 Data as of March 31, 2006 Shares Shareholders Total Shares 1,731,969 Treasury 240,795 CEDE 802,496 NOBOs 335,424 OBOs 467,072 Individual SHs1& NOBOs 1,024,102 1,221 To estimate the cash outlay of a 1 for 125 reverse split and then a 125 for 1 forward split, we first identified the approximate amount for individual shareholders and NOBOs: § Purchase approximately 28,851 shares at $39.0 |
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| June 20, 2007 |
Cost-Benefit Analysis: Reverse Stock Split Presented to: Prepared by: August 2, 2006 < /font> Exhibit 99.1 Cost-Benefit Analysis: Reverse Stock Split Presented to: Prepared by: August 2, 2006 Contents SUMMARY OF FINDINGS 1 REVERSE STOCK SPLIT 2 ADVANTAGES 2 DISADVANTAGES 3 PRO FORMAS 3 OTHER CONSIDERATIONS 6 Northeast Capital & Advisory, Inc. Cost-Benefit Analysis Summary of Findings As of March 31, 2006, Northway Financial had approximately 1,491,174 shares of common stock outsta |
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| June 20, 2007 |
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): June 15, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file number |
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| June 20, 2007 |
The Advantages and Disadvantages of Going Private Presented to: Prepared by: October 9, 2006 EX-99.4 6 ex994nec100906.htm EX-99.4 NEC 10/09/06 THE ADVANTAGES AND DISADVANTAGES OF GOING PRIVATE Exhibit 99.4 The Advantages and Disadvantages of Going Private Presented to: Prepared by: October 9, 2006 Northeast Capital & Advisory, Inc. Contents Advantages of Going Private § Less disclosure and reporting. A publicly traded company is subject to a much higher degree of ongoing disclosure and re |
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| June 20, 2007 |
Exhbit 99.11 |
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| June 20, 2007 |
Transactions Over the Last Two Years Exhibit 99.6 Transactions Over the Last Two Years Cost Saves (Estimates) Company Name Ticker Proxy Date Date Splits Completed Assets ($000s) Splits Annual Recurring - Personnel Annual Recurring - Other Non-Recurring Total Shares(Prior to Splits) Shares Eliminated (Estimates) Reason 1 Home Loan Financial Corporation HLFN 7/13/2005 8/26/2005 160,342 1 for 600/ 600 for 1 65,000 200,000 34,200 1,699,9 |
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| June 19, 2007 |
June 19, 2007 Jessica Livingston Senior Attorney U.S. Securities and Exchange 100 F Street, Mail Stop 4561 Washington, DC 20549 Re: Northway Financial, Inc. Amendment No. 2 to Schedule 13E-3 filed May 24, 2007 Amendment No. 1 to Preliminary Proxy Statement on Schedule 14A filed on May 24, 2007 Dear Ms. Livingston: This letter is submitted on behalf of Northway Financial, Inc. (the “Company”) in re |
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| May 24, 2007 |
Typical Community Bank Shareholder Profile vs. NWFI Exhibit 99.2 Typical Community Bank Shareholder Profile vs. NWFI Institutional Holders Retail Holders Insiders2 New England Banks & Thrifts1 23.6% 60.2% 11.3% Peer Group1 13.8% 72.5% 11.6% NWFI 18.9% 64.1% 17.0% 1 - Median values for each group are shown above. 2 - Includes stock options. Average Daily Trading Volume (over 1 year) New England Banks & Thrifts Peer Group NWFI Shares 9,569 2,428 508 |
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| May 24, 2007 |
Transactions Over the Last Two Years Exhibit 99.6 Transactions Over the Last Two Years Cost Saves (Estimates) Company Name Ticker Proxy Date Date Splits Completed Assets ($000s) Splits Annual Recurring - Personnel Annual Recurring - Other Non-Recurring Total Shares(Prior to Splits) Shares Eliminated (Estimates) Reason 1 Home Loan Financial Corporation HLFN 7/13/2005 8/26/2005 160,342 1 for 600/ 600 for 1 65,000 200,000 34,200 1,699,9 |
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| May 24, 2007 |
Exhbit 99.11 |
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| May 24, 2007 |
9 Main Street, Berlin NH 03570 May 24, 2007 VIA EDGAR AND VIA FEDERAL EXPRESS Jessica Livingston, Senior Attorney Securities and Exchange Commission Division of Corporation Finance One Station Place Mail Stop 4561 100 F Street, N. |
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| May 24, 2007 |
Exhibit 99.7 Data as of March 31, 2006 Shares Shareholders Total Shares 1,731,969 Treasury 240,795 CEDE 802,496 NOBOs 335,424 OBOs 467,072 Individual SHs1& NOBOs 1,024,102 1,221 To estimate the cash outlay of a 1 for 125 reverse split and then a 125 for 1 forward split, we first identified the approximate amount for individual shareholders and NOBOs: § Purchase approximately 28,851 shares at $39.0 |
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| May 24, 2007 |
Cost-Benefit Analysis: Reverse Stock Split Presented to: Prepared by: August 2, 2006 < /font> Exhibit 99.1 Cost-Benefit Analysis: Reverse Stock Split Presented to: Prepared by: August 2, 2006 Contents SUMMARY OF FINDINGS 1 REVERSE STOCK SPLIT 2 ADVANTAGES 2 DISADVANTAGES 3 PRO FORMAS 3 OTHER CONSIDERATIONS 6 Northeast Capital & Advisory, Inc. Cost-Benefit Analysis Summary of Findings As of March 31, 2006, Northway Financial had approximately 1,491,174 shares of common stock outsta |
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| May 24, 2007 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) Northway Financial, Inc. (Name of Issuer) Northway Financial, Inc. (Name of Person(s) Filing Statement) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 667270102 (CUSIP Number of Class of Securi |
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| May 24, 2007 |
Exhibit 99.3 Summary of Key Findings Report/ Analysis Date Conclusions Investor Relations Analysis 06/21/06 § The top 50 shareholders own 747,372 shares (or 50.12% of shares outstanding), while the bottom 100 shareholders own 1,451 shares (or 0.10% of shares outstanding). § Excluding objecting owners, 616 shareholders (or 50.45% of total) live within a 60 mile radius of Berlin, NH and hold approxi |
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| May 24, 2007 |
Exhibit 99.5 Discussion Agenda I. Near Term Outlook for New England Banks § Interest rate environment § Demographic situation § Peer group performance comparison § Stock price implications II. Shareholder Strategies § Do nothing. § Forward split § Reverse split - To 500 shareholders (One share for approximately 300 shares)* § Reverse split - To 300 shareholders (One share for approximately 550 sha |
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| May 24, 2007 |
Preliminary Copy UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permi |
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| May 24, 2007 |
The Advantages and Disadvantages of Going Private Presented to: Prepared by: October 9, 2006 Exhibit 99.4 The Advantages and Disadvantages of Going Private Presented to: Prepared by: October 9, 2006 Northeast Capital & Advisory, Inc. Contents Advantages of Going Private § Less disclosure and reporting. A publicly traded company is subject to a much higher degree of ongoing disclosure and reporting than that of a private company. As such, companies that regain private status will immediate |
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| May 24, 2007 |
Exhibit 99.8 |
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| May 24, 2007 |
Exhibit 99.10 |
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| May 24, 2007 |
Exhibit 99.9 Data as of March 31, 2006 Shares Shareholders Total Shares 1,731,969 Treasury 240,795 CEDE 802,496 NOBOs 335,424 OBOs 467,072 Individual SHs1& NOBOs 1,024,102 1,221 To estimate the cash outlay of a 1 for 350 reverse split and then a 350 for 1 forward split, we first identified the approximate amount for individual shareholders and NOBOs: § Purchase approximately 95,515 shares at $39.0 |
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| May 24, 2007 |
EX-99.12 14 ex9912nec41007.htm EX-99.12 NEC 04/10/07 POTENTIAL IMPACT OF A REVERSE SPLIT 400 SHARES Exhibit 99.12 |
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| May 7, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| May 7, 2007 |
Statement re computation of per Share Earnings. Exhibit 11. Statement re computation of per Share Earnings Three Months Ended March 31, 2007 Basic Earnings Per Share: Net Income $846,138.14 = $0.57 Weighted Average Number of Common Shares 1,491,407 Diluted Earnings Per Share: Net Income $846,138.14 = $846,138.14 = $0.57 Weighted Average Number of Common Shares Adjusted for Effect of Outstanding Options 1,491,407 + 7,410 1,498,817 |
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| April 26, 2007 |
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): April 26, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numbe |
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| April 25, 2007 |
NORTHWAY FINANCIAL, INC. ANNOUNCES FIRST QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES FIRST QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, April 25, 2007…Northway Financial, Inc. (the “Company”) (NASDAQ: NWFI) reported net income for the quarter |
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| April 25, 2007 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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): March 31, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numbe |
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| April 16, 2007 |
June 21, 2007 Dear Stockholder: You are cordially invited to attend the Annual Meeting of Stockholders of Northway Financial, Inc. |
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| April 16, 2007 |
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): April 13, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numbe |
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| April 16, 2007 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Northway Financial, Inc. (Name of Issuer) Northway Financial, Inc. (Name of Person(s) Filing Statement) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 667270102 (CUSIP Number of Class of Securities) Richard P. O |
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| April 16, 2007 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Northway Financial, Inc. (Name of Issuer) Northway Financial, Inc. (Name of Person(s) Filing Statement) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 667270102 (CUSIP Number of Class of Securities) Richard P. O |
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| March 29, 2007 |
Exhibit 21 List of Subsidiaries Northway Financial, Inc. 2006 Annual report on Form 10-K Subsidiaries of the Registrant Name of Significant Subsidiary % Owned Jurisdiction of Incorporation Northway Bank 100 New Hampshire Northway Capital Trust I 100 Delaware Northway Capital Trust II 100 Delaware |
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| March 29, 2007 |
Exhibit 14 ORGANIZATIONAL FUNCTIONAL AREA: Executive POLICY FOR: Ethics and Conflict of Interest NORTHWAY FINANCIAL INC. |
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| March 29, 2007 |
Statement re: Computation of Per Share Earnings(1) Exhibit 11 Statement Re Computation of per share earnings Twelve Months Ended December 31, 2006 Basic Earnings Per Share: Net Income $3,214,738. |
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| March 29, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K T Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| March 27, 2007 |
Exhibit 99.1 NORTHWAY FINANCIAL, INC., as Issuer INDENTURE Dated as of March 22, 2007 WILMINGTON TRUST COMPANY, as Trustee FLOATING RATE JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURES DUE 2037 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 1 Section 1.1. Definitions. 1 ARTICLE II. DEBENTURES 8 Section 2.1. Authentication and Dating. 8 Section 2.2. Form of Trustee’s Certificate of Authentication |
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| March 27, 2007 |
March 22, 2007 Certificate Evidencing Floating Rate Common Securities Northway Capital Trust III Exhibit 99.4 Certificate Number C-1310 Common Securities THIS COMMON SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EXEMPTION FROM REGISTRATION. THIS CERTIFICATE IS NOT TRANSFERABLE EXCEPT IN COMPLIANCE WITH SECTION 8.1 OF THE DECLARATION. March 22, 2007 Certificate Evidencing Float |
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| March 27, 2007 |
Exhibit 99.3 GUARANTEE AGREEMENT by and between NORTHWAY FINANCIAL, INC. and WILMINGTON TRUST COMPANY Dated as of March 22, 2007 GUARANTEE AGREEMENT This GUARANTEE AGREEMENT (this “Guarantee”), dated as of March 22, 2007, is executed and delivered by Northway Financial, Inc., a New Hampshire corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (th |
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| March 27, 2007 |
Exhibit 99.5 Certificate Number P-110,000 Capital Securities cusip no. 6672709A2 This security has not been registered under the securities act of 1933, as amended (the “securities act”), any state securities laws or any other applicable securities law. Neither this security nor any interest or participation herein may be reoffered, sold, assigned, transferred, pledged, encumbered or otherwise dis |
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| March 27, 2007 |
Exhibit 99.2 AMENDED AND RESTATED DECLARATION OF TRUST by and among WILMINGTON TRUST COMPANY, as Delaware Trustee, WILMINGTON TRUST COMPANY, as Institutional Trustee, NORTHWAY FINANCIAL, INC., as Sponsor, and WILLIAM J. WOODWARD and RICHARD P. ORSILLO, as Administrators, Dated as of March 22, 2007 TABLE OF CONTENTS Page ARTICLE I INTERPRETATION AND DEFINITIONS 1 Section 1.1. Definitions. 1 ARTICLE |
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| March 27, 2007 |
FLOATING RATE JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURE Exhibit 99.6 FLOATING RATE JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURE THIS SECURITY IS NOT A SAVINGS ACCOUNT OR DEPOSIT AND IT IS NOT INSURED BY THE UNITED STATES OR ANY AGENCY OR FUND OF THE UNITED STATES, INCLUDING THE FEDERAL DEPOSIT INSURANCE CORPORATION. THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), ANY STATE SECURITIES LAWS |
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| March 27, 2007 |
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): March 22, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numbe |
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| March 2, 2007 |
LIMITED POWER OF ATTORNEY JEFFREY D. SMITH SECTION 16(A) FILINGS EXHIBIT 24 LIMITED POWER OF ATTORNEY FOR JEFFREY D. SMITH SECTION 16(A) FILINGS Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan L. Goupil and Deborah A. Hodgdon, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s individual capacity, Forms 3, 4, and 5 and amendm |
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| February 1, 2007 |
NORTHWAY FINANCIAL, INC. ANNOUNCES FOURTH QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES FOURTH QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, January 31, 2007…Northway Financial, Inc. (the “Company”) (NASDAQ: NWFI) reported net income for the quar |
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| February 1, 2007 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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): January 31, 2007 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file num |
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| December 29, 2006 |
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): December 27, 2006 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file nu |
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| November 13, 2006 |
Statement re computation of per Share Earnings. Northway Financial, Inc. Form 10-Q September 30, 2006 Exhibit 11 Statement re computation of per Share Earnings Three Months Ended September 30, 2006 Basic Earnings Per Share: Net Income $853,928.04 = $ 0.57 Weighted Average Number of Common Shares 1,493,174 Diluted Earnings Per Share: Net Income $853,928.04 = $853,928.04 = $ 0.57 Weighted Average Number of Common Shares Adjusted for Effect of Out |
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| November 13, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| November 13, 2006 |
Northway Financial, Inc. Form 10-Q September 30, 2006 Exhibit 19 Company’s quantitative and qualitative disclosure about market risk as discussed in the Company’s Annual Report of Form 10-K for the fiscal year ended December 31, 2005 MARKET RISK Market risk is the risk of loss in a financial instrument arising from adverse changes in market rates and prices, such as interest rates, foreign currenc |
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| November 3, 2006 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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): November 1, 2006 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file num |
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| November 3, 2006 |
NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES THIRD QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, November 1, 2006…Northway Financial, Inc. (the “Company”) (NASDAQ: NWFI) reported net income for the quart |
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| August 9, 2006 |
Statement re computation of per Share Earnings. Exhibit 11 Statement re computation of per Share Earnings Three Months Ended June 30, 2006 Basic Earnings Per Share: Net Income $ 755,789. |
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| August 9, 2006 |
Exhibit 19 Company’s quantitative and qualitative disclosure about market risk as discussed in the Company’s Annual Report of Form 10-K for the fiscal year ended December 31, 2005 MARKET RISK Market risk is the risk of loss in a financial instrument arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates, commodity prices and equity prices. |
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| August 9, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| July 28, 2006 |
NORTHWAY FINANCIAL, INC. ANNOUNCES SECOND QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES SECOND QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, July 26, 2006…Northway Financial, Inc. (the “Company”) (NASDAQ: NWFI) reported net income for the quarter |
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| July 28, 2006 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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 26, 2006 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file number |
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| May 12, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| May 12, 2006 |
Company’s quantitative and qualitative disclosure about market risk Exhibit 19 Company’s quantitative and qualitative disclosure about market risk as discussed in the Company’s Annual Report of Form 10-K for the fiscal year ended December 31, 2005 MARKET RISK Market risk is the risk of loss in a financial instrument arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates, commodity prices and equity prices. |
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| May 12, 2006 |
EX-11 2 ex11pershareearnings.htm NORTHWAY FINANCIAL INC EX 11 PER SHARE EARNINGS Exhibit 11 Statement re computation of per Share Earnings Three Months Ended March 31, 2006 Basic Earnings Per Share: Net Income $1,079,901.31 = $0.72 Weighted Average Number of Common Shares 1,491,174 Diluted Earnings Per Share: Net Income $1,079,901.31 = $1,079,901.31 = $0.72 Weighted Average Number of Common Shares |
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| April 28, 2006 |
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): April 26, 2006 NORTHWAY FINANCIAL, INC. (Exact name of registrant as specified in its charter) New Hampshire 000-23129 04-3368579 (State or other jurisdiction of Commission file numbe |
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| April 28, 2006 |
NORTHWAY FINANCIAL, INC. ANNOUNCES FIRST QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES FIRST QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, April 25, 2006…Northway Financial, Inc. (the “Company”) (NASDAQ: NWFI) reported net income for the quarter |
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| April 25, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K Amendment No.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K Amendment No. |
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| April 12, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by registrant x Filed by a Party other that the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) x Definitiv |
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| March 29, 2006 |
ETHICS AND CONFLICT OF INTEREST POLICY NORTHWAY FINANCIAL, INC. AND SUBSIDIARIES Exhibit 14 ETHICS AND CONFLICT OF INTEREST POLICY NORTHWAY FINANCIAL, INC. AND SUBSIDIARIES TABLE OF CONTENTS I. INTRODUCTION 2 II. CONFLICTS OF INTEREST 2 III. CERTAIN CONFLICT OF INTEREST SITUATIONS 4 IV. CONFIDENTIALITY 5 V. COMPLIANCE WITH LAWS, RULES AND REGULATIONS 6 VI. ACCURACY OF RECORDS; QUALITY OF PUBLIC DISCLOSURES 6 VII. ELECTRONIC COMMUNICATIONS, VOICE MAIL AND COMPUTER SYSTEMS 6 VII |
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| March 29, 2006 |
Statement Re Computation of per share earnings EX-11 6 ex11.htm EXHIBIT 11 Exhibit 11 Statement Re Computation of per share earnings Twelve Months Ended December 31, 2005 Basic Earnings Per Share: Net Income $2,672,796 = $1.78 Weighted Average Number of Common Shares 1,502,121 Diluted Earnings Per Share: Net Income $2,672,796 = $2,672,796 = $1.77 Weighted Average Number of Common Shares 1,502,121+9,231 1,511,352 Adjusted for Effect of Outstand |
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| March 29, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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| March 29, 2006 |
AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.3 4 ex103.htm EXHIBIT 10.3 Exhibit 10.3 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (“Amendment”) is entered into by and among Northway Financial, Inc., a New Hampshire chartered corporation (“Northway”), The Berlin City Bank, a New Hampshire chartered bank and wholly owned subsidiary of Northway with its principal office located in New Hampshire (Northway and Th |
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| March 29, 2006 |
Northway Financial, Inc 2005 Annual report on Form 10-K Subsidiaries of the Registrant Exhibit 21 List of Subsidiaries Northway Financial, Inc 2005 Annual report on Form 10-K Subsidiaries of the Registrant Name of Significant Subsidiary % Owned Jurisdiction of Incorporation Northway Bank 100 New Hampshire Northway Capital Trust I 100 Delaware Northway Capital Trust II 100 Delaware |
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| March 29, 2006 |
NORTHWAY FINANCIAL, INC. ARTICLE I EX-3.2 2 ex32.htm EXHIBIT 3.2 Exhibit 3.2 BY-LAWS OF NORTHWAY FINANCIAL, INC. ARTICLE I Shareholders SECTION 1. Annual Meeting. The annual meeting of shareholders shall be held at the hour, date and place within or without the United States which is fixed by the majority of the Board of Directors, the Chairman of the Board, if one is elected, or the President, which time, date and place may subseq |
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| March 29, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by registrant x Filed by a Party other that the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) x Definitiv |
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| March 29, 2006 |
FORM OF KEY EMPLOYEE AGREEMENT EX-10.7 5 ex107.htm EXHIBIT 10.7 Exhibit 10.7 FORM OF KEY EMPLOYEE AGREEMENT THIS AGREEMENT is made as of the day of , by and among The Berlin City Bank, a New Hampshire bank with its main office in Berlin, New Hampshire (the "Subsidiary"), Northway Financial, Inc. a New Hampshire corporation ("Northway") (Northway and the Subsidiary shall be hereinafter collectively referred to as the "Company"), |
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| March 29, 2006 |
EX-10.1 3 ex101.htm EXHIBIT 10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This AGREEMENT (the "Agreement") is made as of September 30, 1997 (the "Effective Date"), by and between Northway Financial, Inc., a New Hampshire chartered corporation ("Northway"), The Berlin City Bank, a New Hampshire chartered bank and wholly owned subsidiary of Northway with its principal offices located in Berlin, New Hampshi |
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| March 28, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Northway Financial, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 667270102 (CUSIP Number) October 17, 2000 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| November 9, 2001 |
NORTHWAY FIN. FORM 10-Q 09/30/2001 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
