SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORTPursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 31, 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.Old Kent Financial Corporation ("Old Kent") acquired CFSB Bancorp, Inc. ("CFSB"), a holding company with headquarters in Lansing, Michigan, in a transaction that was effective as of July 9, 1999. All outstanding shares of CFSB were converted into Old Kent common stock, except for insignificant cash payments for fractional shares. Old Kent will account for the acquisition as a pooling-of-interests.
ASR 135, as interpreted by SAB 65, indicates that no affiliate of either combining company may reduce its risks relating to its common shareholder position during a period ending when financial results including at least 30 days of post-merger combined operations have been published. This Form 8-K is filed for the purpose of publishing combined operating results to satisfy this provision. The following is a combined, condensed unaudited statement of the results of operations of Old Kent Financial Corporation and its subsidiaries for the months ended July 31 and August 31, 1999.
Pre-tax income for July includes $10 million of one-time merger-related charges. These charges result in a $6.9 million negative impact to net income. Operating results for the one month period ended July 31 or August 31, 1999 are not necessarily indicative of the results that may be expected for the three-month or nine-month period ending September 30, 1999, or the year ending December 31, 1999.
The following statement does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, reference should be made to the consolidated financial statements and footnotes included in Old Kent Financial Corporation's annual report on Form 10-K for the year ended December 31, 1998, and its quarterly report on Form 10-Q for the quarter ended June 30, 1999.
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OLD KENT FINANCIAL CORPORATION
Condensed Combined Income Statement (Unaudited)
(In thousands of Dollars)
For the For the Month Ended Month Ended July 31, 1999 August 31, 1999
Interest Income $102,332 $103,123 Interest Expense 47,687 48,396 Net Interest Income 54,645 54,727 Provision for Loan Losses 452 3,209 Net Interest Income After Provision 54,193 51,518 Other Income: Mortgage Banking Revenues 14,646 16,586 Investment Management & Trust Revenues 6,103 6,000 Deposit Account Revenues 5,582 5,530 Other Income 6,865 8,015 Total Other Income 33,196 36,131 Other Expenses: Salary and Benefits Expense 29,549 27,525 Occupancy & Equipment 6,915 7,427 Other Expenses 28,378 18,284 Total Other Expenses 64,842 53,236 Income before Taxes 22,547 34,413 Income Taxes 8,112 12,291 Net income $ 14,435 $ 22,122
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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 thereunto duly authorized.
| Dated: September 17, 1999 | OLD KENT FINANCIAL CORPORATION |
| (Registrant) | |
| By: /s/ Janet S. Nisbett |
|
| Janet S. Nisbett | |
| Senior Vice President and Controller | |
