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 6, 2011
FIRST NIAGARA FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
| | | | | |
| Delaware | | 000-23975 | | 42-1556195 |
| (State or other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | |
726 Exchange Street, Suite 618, Buffalo, NY
| | 14210 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(716) 819-5500
| |
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:
þ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01Other Events
On April 6, 2011, First Niagara Financial Group, Inc. (“First Niagara”) and NewAlliance Bancshares, Inc. (“NewAlliance”) issued a press release announcing the preliminary results of elections made by NewAlliance stockholders as to the form of merger consideration to be received in the pending acquisition of NewAlliance by First Niagara.
The proposed acquisition of NewAlliance by First Niagara is expected to be completed when all of the conditions to completion contained in the merger agreement are satisfied or waived.
A copy of the press release announcing the preliminary results of the election process is being filed herewith as Exhibit 99.1.
Item 9.01Financial Statements and Exhibits
| | | |
| Exhibit No. | | Description |
| 99.1 | | Press Release dated April 6, 2011 |
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SIGNATURE
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.
FIRST NIAGARA FINANCIAL GROUP, INC.
By:/s/ Gregory W. Norwood
Gregory W. Norwood
Chief Financial Officer
(Duly authorized representative)
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Exhibit Index
| | | |
| Exhibit No. | | Description |
| 99.1 | | Press Release dated April 6, 2011 |
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