Date of report (Date of earliest event reported): June 1, 2016 |
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| Horizon Bancorp |
(Exact Name of Registrant as Specified in Its Charter) |
| | | |
| Indiana | 000-10792 | 35-1562417 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | |
| 515 Franklin Square, Michigan City, Indiana | 46360 |
(Address of Principal Executive Offices) | (Zip Code) |
| |
| (219) 879-0211 |
(Registrant’s Telephone Number, Including Area Code) |
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| N/A |
| (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):
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.
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.
