Attached files
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| EX-2.1 - EXHIBIT 2.1 - DNB FINANCIAL CORP /PA/ | ex2-1.htm |
| EX-99.1 - EXHIBIT 99.1 - DNB FINANCIAL CORP /PA/ | ex99-1.htm |
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
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Date of Report (Date of Earliest Event Reported):
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April 2, 2012
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__________________________________________
(Exact name of registrant as specified in its charter)
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Pennsylvania
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1-34242
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23-2222567
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_____________________
(State or other jurisdiction
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_____________
(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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4 Brandywine Avenue, Downingtown, Pennsylvania
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19335
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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:
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(610) 269-1040
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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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
On April 2, 2012, DNB First, National Association (the “Bank”), the wholly owned subsidiary of DNB Financial Corporation (the “Company”), entered into a Purchase and Assumption Agreement, dated as of April 2, 2012, with Capital Bank, N.A (“Capital Bank”) (the “Purchase and Assumption Agreement”) to acquire certain assets and assume certain liabilities of one full-service branch office of Capital Bank located at 3915 Chichester Avenue, Boothwyn, Pennsylvania (the “Branch Acquisition”).
Under the terms of the Agreement, the Bank will purchase specified assets of the branch, including real estate, furniture and equipment and approximately $17 million of total deposits. The Branch Acquisition includes the payment of a 0.82% premium on total deposits. Additionally, the Branch Acquisition is subject to customary closing conditions, including receipt of applicable regulatory approvals. The Bank intends to consummate the Branch Acquisition during the second quarter of 2012.
The foregoing summary of the Branch Acquisition is not complete and is qualified in its entirety by reference to the complete text of such document, which is filed as Exhibit 2.1 to this Form 8-K and which is incorporated herein by reference in its entirety. A copy of a press release dated April 4, 2012, announcing the Branch Acquisition is included as Exhibit 99.1 to this Form 8-K.
(c) Exhibits. The following exhibit is furnished herewith:
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Exhibit No.
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Description
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Purchase and Assumption Agreement, by and between the Bank and Capital Bank, dated as of April 2, 2012
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Press Release, dated April 4, 2012 of DNB Financial Corporation
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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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DNB Financial Corporation
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April 4, 2012
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By:
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/s/ Gerald F. Sopp
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Name: Gerald F. Sopp
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Title: Chief Financial Officer and Executive Vice President
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Exhibit No.
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Description
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Purchase and Assumption Agreement, by and between the Bank and Capital Bank, dated as of April 2, 2012
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Press Release, dated April 4, 2012 of DNB Financial Corporation
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