Attached files

file filename
EX-99.1 - EXHIBIT 99.1 - PRIVATEBANCORP, INCpvtb03022017ex9911qdivpr.htm
EX-99.2 - EXHIBIT 99.2 - PRIVATEBANCORP, INCpvtb03062017ex992pr.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): March 6, 2017
PRIVATEBANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
____________________________
Delaware
001-34066
36-3681151
(State or other jurisdiction
of incorporation)
(Commission file number)
(I.R.S. employer
identification no.)
120 South LaSalle Street
Chicago, Illinois
 
60603 
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (312) 564-2000
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 (See General Instruction A.2 below):
[X]
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))






ITEM 7.01    REGULATION FD DISCLOSURE

On March 6, 2017, PrivateBancorp, Inc. ("PrivateBancorp") announced that its board of directors declared a quarterly cash dividend of $0.01 per share payable on March 31, 2017, to stockholders of record on March 17, 2017. Attached as Exhibit 99.1 is a copy of the press release relating to the announcement, which is incorporated herein by reference.

Note: the information in this item of this report (including the exhibit) is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, or 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 a filing. This report will not be deemed a determination or an admission as to the materiality of any information in the report that is required to be disclosed solely by Regulation FD.

ITEM 8.01    OTHER EVENTS

On March 6, 2017, PrivateBancorp issued a press release announcing that it has set a record date of March 31, 2017 for its special meeting of stockholders to consider and act upon the Agreement and Plan of Merger, dated June 29, 2016, by and among PrivateBancorp, Canadian Imperial Bank of Commerce (“CIBC”) and CIBC Holdco Inc., a wholly-owned subsidiary of CIBC. PrivateBancorp currently expects that the meeting will be held on or about May 4, 2017. A copy of the press release is filed with this Current Report on Form 8-K as Exhibit 99.2, and is incorporated herein by reference.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS

(d)
Exhibits.
Exhibit
Description
99.1
Press Release dated March 6, 2017 (furnished to the SEC as part of this Form 8-K)
99.2
Press Release dated March 6, 2017

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.
Date: March 6, 2017
PRIVATEBANCORP, INC.
 
 
By: /s/ Kevin M. Killips
 
 
Kevin M. Killips
 
 
Chief Financial Officer
 
 
 






INDEX TO EXHIBITS
Exhibit
Description
99.1
Press Release dated March 6, 2017 (furnished to the SEC as part of this Form 8-K)
99.2
Press Release dated March 6, 2017