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) May 4, 2010
AnchorBanCorp Wisconsin Inc.
(Exact name of registrant as specified in its charter)
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| Wisconsin | | 000-20006 | | 39-1726871 |
| (State or other jurisdiction | | (Commission File Number) | | (IRS Employer Identification No.) |
| of incorporation) | | | | |
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25 West Main Street, Madison, Wisconsin
(Address of principal executive offices) | | 53703
(Zip Code) |
Registrant’s telephone number, including area code:608-252-8982
(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:
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| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On May 4, 2010, AnchorBank, fsb (the “Bank”), a wholly owned subsidiary of Anchor BanCorp Wisconsin, Inc. (the “Company”), entered into a Branch Sale Agreement for the sale of four AnchorBank branches in the Green Bay, Wisconsin area to Nicolet National Bank (Nicolet) of Green Bay, Wisconsin, whereby Nicolet will assume approximately $116 million in deposits and receive a corresponding amount in loans, real estate and other assets. The transaction is subject to regulatory approval and customary closing conditions. The transaction is expected to be completed in July 2010.
The Bank and Nicolet made customary representations, warranties, covenants and agreements in the Branch Sale Agreement. The parties have also agreed to indemnify each other (subject to customary limitations) with respect to breaches of representations and warranties, breaches of covenants and agreements, assets not retained or purchased, liabilities not retained or assumed, and ownership or operation of the branches, assets or liabilities during certain time periods.
The Branch Sale Agreement provides for an additional 15-day due diligence period, from the date the agreement was executed. Within three business days following the end of the 15-day due diligence period, Nicolet will inform the Bank whether it wishes to terminate the agreement or proceed to closing.
On May 5, 2010, the Bank issued a press release announcing the transaction. The press release is attached to this Form 8-K as Exhibit 99.1.
Item 8.01. Other Events. Financial Statements and Exhibits.
On May 5, 2010, the Company issued a press release announcing the above-referenced agreement with Nicolet. A copy of the press releases is attached hereto as Exhibit 99.1. The information in the press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), 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.
Item 9.01. Financial Statements and Exhibits.
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| EXHIBIT # | | DESCRIPTION |
| 99.1 | | 99.1 Press Release of Anchor BanCorp Wisconsin Inc. dated May 5, 2010. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | | AnchorBanCorp Wisconsin Inc. (Registrant) | | |
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May 10, 2010 | | | | /s/ DALE C. RINGGENBERG | | |
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| (Date) | | | | Dale C. Ringgenberg | | |
| | | | | Senior Vice President, Chief Financial Officer | | |
Exhibit Index
| | 99.1 | | Press release dated May 5, 2010. |
