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
Date of Report: July 9, 1999
Old Kent Financial Corporation
(Exact name of registrant as
specified in its charter)
Michigan |
0-14591 |
38-1986608 |
(State or other |
(Commission |
(IRS Employer |
jurisdiction of |
File Number) |
Identification no.) |
incorporation) |
|
|
|
|
|
111 Lyon Street, N.W. |
|
|
Grand Rapids, Michigan |
|
49503 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant's telephone number,
including area code: (616) 771-5000
Item 5. Other Events.
On July 9, 1999, Old Kent Financial Corporation, a Michigan corporation ("Old
Kent"), completed its acquisition of CFSB Bancorp, Inc., a Delaware corporation ("CFSB"),
pursuant to the terms of an Agreement and Plan of Merger dated as of February 24, 1999. As
a result of the Merger, each outstanding share of CFSB's common stock, par value $0.01 per
share, is to be converted into the right to receive .5939 shares of common stock of Old Kent, par
value $1 per share. It is intended that the Merger will be treated as a pooling-of-interests for
accounting and financial reporting purposes.
A copy of a Press Release, dated July 9, 1999, issued by Old Kent relating to the
merger is attached as Exhibit 99.1 and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information, and Exhibits.
(c) Exhibits:
|
2.1 |
Agreement and Plan of Merger by and between CFSB Bancorp, Inc., Old
Kent Financial Corporation and OKFC Acquisition Corporation, dated as of
February 24, 1999. Previously filed as Exhibit 2.1 to Old Kent's Form S-4/A
Registration Statement, Registration No. 333-75653 filed April 27, 1999.
Here incorporated by reference. |
|
|
|
|
99.1 |
Old Kent Press Release dated July 9, 1999. |
- -2-
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 thereunto duly authorized.
Dated: July 9, 1999 |
OLD KENT FINANCIAL CORPORATION |
|
(Registrant) |
|
|
|
|
|
By /s/ Albert T. Potas |
|
Albert T. Potas |
|
Senior Vice President |
- -3-
EXHIBIT INDEX
Exhibit Number Description
2.1 |
|
Agreement and Plan of Merger by and between CFSB Bancorp, Inc., Old
Kent Financial Corporation and OKFC Acquisition Corporation, dated as of
February 24, 1999. Previously filed as Exhibit 2.1 to Old Kent's Form S-4/A
Registration Statement, Registration No. 333-75653 filed April 27, 1999.
Here incorporated by reference. |
|
|
|
99.1 |
|
Old Kent Press Release dated July 9, 1999. |
- -1-