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 and Exchange Act of 1934
Date of Report (Date of earliest event reported) June 2, 2001
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COMMISSION FILE NUMBER 0-28292
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BANK PLUS CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 95-4571410
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(State or Other Jurisdiction (IRS Employer
of Incorporation) Identification No.)
4565 Colorado Boulevard, Los Angeles, California 90039
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (818) 549-3116
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Not applicable.
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS
On June 4, 2001, Bank Plus Corporation (the "Company") announced that
it had entered into an Agreement and Plan of Merger with FBOP Corporation, an
Illinois corporation ("FBOP"), dated as of June 2, 2001 (the "Agreement," a copy
of which is attached hereto as Exhibit 2.1), pursuant to which a wholly-owned
subsidiary of FBOP would merge with and into the Company (the "Merger"). The
Agreement provides, among other things, that as a result of the Merger, each
outstanding share of common stock of the Company will be converted into the
right to receive $7.25 in cash. Consummation of the Merger is subject to a
number of conditions, including the approval of the Company's stockholders and
various regulatory authorities.
The press release issued by the Company announcing the execution of
the Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by
reference in its entirety.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) The following exhibits are included with this Report:
Exhibit 2.1 Agreement and Plan of Merger, dated as of June 2,
2001.
Exhibit 99.1 Press Release, dated June 4, 2001.
SIGNATURES
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.
Date: June 5, 2001
BANK PLUS CORPORATION
By: /s/ Mark Mason
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Name: Mark Mason
Its: Chief Executive Officer
EXHIBIT INDEX
Exhibit
Number Description
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Exhibit 2.1 Agreement and Plan of Merger, dated as of June 2, 2001.
Exhibit 99.1 Press Release, dated June 4, 2001.