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EX-99.1 - PRESS RELEASE ISSUED BY CASS INFORMATION SYSTEMS, INC. DATED OCTOBER 18, 2012 - CASS INFORMATION SYSTEMS INCd428059dex991.htm

 

 

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): October 18, 2012

 

 

CASS INFORMATION SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Missouri   000-20827   43-1265338

(State or other jurisdiction

of incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

13001 Hollenberg Drive

Bridgeton, Missouri

  63044
(Address of principal executive offices)   (Zip Code)

(314) 506-5500

(Registrant’s telephone number, including area code)

 

 

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.

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act.

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

 

 

 


Item 2.02. Results of Operations and Financial Condition.

On October 18, 2012, Cass Information Systems, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2012. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information reported under this Item 2.02 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Matters.

On October 15, 2012, the Company’s board of directors approved a 10% stock dividend payable on December 14, 2012 to shareholders of record on December 5, 2012. Shareholders will receive one additional share of the Company’s common stock for each 10 shares of the Company’s common stock owned. No fractional shares will be issued. Shareholders will receive cash for any fractional shares owned based on the share price reported by The Nasdaq Stock Market at the close of trading on December 5, 2012.

Also on October 15, 2012, the Company’s board of directors declared a fourth quarter cash dividend of $0.18 per share payable on December 14, 2012 to shareholders of record on December 5, 2012. The cash dividend will apply to all shares held after the 10% stock dividend is completed.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit Number

  

Description

99.1    Press release issued by Cass Information Systems, Inc. dated October 18, 2012.

 

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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.

Dated: October 18, 2012

 

CASS INFORMATION SYSTEMS, INC.
By:  

/s/ Eric H. Brunngraber

Name:   Eric H. Brunngraber
Title:   President and Chief Executive Officer
By:  

/s/ P. Stephen Appelbaum

Name:   P. Stephen Appelbaum
Title:   Chief Financial Officer

 

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