SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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): July 15, 1999
LAKELAND BANCORP, INC.
(Exact name of registrant as specified in its charter)
New Jersey
(State or other jurisdiction of incorporation)
33-27312 22-2953275
(Commission File Number) (IRS Employer Identification No.)
250 Oak Ridge Road, Oak Ridge, New Jersey 07438
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 973-697-2000
Not Applicable
(Former name of former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On July 15, 1999, Lakeland Bancorp, Inc. ("Lakeland") completed its
acquisition of High Point Financial Corp. ("High Point"). The acquisition was
effectuated by merging High Point into Lakeland. As a result of the merger,
Lakeland acquired High Point's subsidiary, The National Bank of Sussex County.
The merger will be accounted for as a pooling of interests.
Pursuant to the Agreement and Plan of Merger, dated as of December 7,
1998, between Lakeland and High Point, High Point stockholders will be entitled
to receive 1.2 shares of Lakeland common stock in exchange for each share of
High Point common stock which they own on the effective date of the merger. Cash
will be paid in lieu of fractional shares of Lakeland common stock.
Lakeland is a bank holding company whose principal operating
subsidiaries prior to the merger were Lakeland Bank and Metropolitan State Bank,
each New Jersey chartered banking associations. Following the merger, Lakeland's
principal operating subsidiaries will be Lakeland Bank, Metropolitan State Bank
and The National Bank of Sussex County. The corporate headquarters of Lakeland
and Lakeland Bank are located in Oak Ridge, New Jersey and the main office of
Metropolitan State Bank is located in Montville, New Jersey. The main office of
The National Bank of Sussex County is located in Branchville, New Jersey.
Item 7. Financial Statements and Exhibits
The historical consolidated financial statements of High Point and the
pro forma financial data of Lakeland required by this Item 7 are not required to
be presented in this Current Report on Form 8-K pursuant to General Instruction
B.3. of Form 8-K. That information has been previously reported by Lakeland in
its Joint Proxy Statement/Prospectus, dated June 8, 1999, which forms a part of
Lakeland's Registration Statement on Form S-4 (File No. 333-79907).
The following exhibit is incorporated by reference in this Current
Report on Form 8-K:
2.1 Agreement and Plan of Merger, dated as of December 7,
1998, between Lakeland and High Point is incorporated
by reference to Appendix A to the Joint Proxy
Statement/Prospectus, dated June 8, 1999, contained
in Lakeland's Registration
Statement on Form S-4 (No. 333-79907).
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.
LAKELAND BANCORP, INC.
/s/ Arthur L. Zande
Arthur L. Zande, Vice President
Dated: July 19, 1999