Attached files
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| EX-99.1 - PRESS RELEASE ISSUED JUNE 1, 2016 - HORIZON BANCORP INC /IN/ | hb_8k0601ex.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 1, 2016
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Horizon Bancorp
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(Exact Name of Registrant as Specified in Its Charter)
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Indiana
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000-10792
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35-1562417
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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515 Franklin Square, Michigan City, Indiana
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46360
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(Address of Principal Executive Offices)
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(Zip Code)
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(219) 879-0211
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(Registrant’s Telephone Number, Including Area Code)
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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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 (see General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events
On June 1, 2016, Horizon Bancorp (“Horizon”) completed its previously announced acquisition of Kosciusko Financial, Inc., an Indiana corporation (“Kosciusko”), pursuant to an Agreement and Plan of Merger dated February 4, 2016 (the “Merger Agreement”) between Horizon and Kosciusko. The shareholders of Kosciusko approved the Merger at a special shareholder meeting on May 25, 2016. Pursuant to the Merger Agreement, Kosciusko merged with and into Horizon, with Horizon surviving the merger (the “Merger”), and Farmers State Bank, an Indiana state chartered bank and wholly owned subsidiary of Kosciusko, merged with and into Horizon Bank, National Association, the wholly owned national bank subsidiary of Horizon (“Horizon Bank”), with Horizon Bank as the surviving bank.
Shareholders of Kosciusko received consideration for the Merger in the form of cash and/or shares of Horizon’s common stock in exchange for their shares of Kosciusko’s common stock, as described more fully in the Merger Agreement, a copy of which appears as Appendix A to the Registration Statement on Form S-4 filed by Horizon with the Securities and Exchange Commission on March 16, 2016.
On June 1, 2016, Horizon and Kosciusko issued a joint press release announcing the closing of the Merger. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
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(d) Exhibits
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Exhibit No.
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Description
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99.1
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Press Release issued June 1, 2016
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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 hereto duly authorized.
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Date: June 1, 2016
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HORIZON BANCORP
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By:
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/s/ Craig M. Dwight | |
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Craig M. Dwight,
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Chairman and Chief Executive Officer
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EXHIBIT INDEX
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Exhibit No.
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Description
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Location
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99.1
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Press Release issued June 1, 2016
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Attached
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