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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: June 13, 1997
(Date of earliest event reported)
Shoreline Financial Corporation
(Exact name of registrant as
specified in its charter)
Michigan 0-12216 38-2758932
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification no.)
incorporation)
823 Riverview Drive
Benton Harbor, Michigan 49022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (616) 927-2251
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Pursusant to an Agreement and Plan of Merger, dated as of
November 6, 1996, between Shoreline Financial Corporation, a Michigan
corporation ("Shoreline"), SJS Acquisition Corporation, a Michigan
corporation ("MergerSub"), and SJS Bancorp, Inc., a Delaware corporation
("SJS Bancorp") (the "Plan of Merger"), MergerSub (a wholly owned
subsidiary of Shoreline) merged with and into SJS Bancorp, with SJS Bancorp
surviving the merger (the "Merger"). The merger was effective as of 11:58
p.m. on June 13, 1997. Following the Merger, SJS Bancorp's lead
subsidiary, SJS Federal Savings Bank, was consolidated with and into
Shoreline Bank, the lead subsidiary of Shoreline Financial Corporation,
with Shoreline Bank surviving the consolidation. The consolidation was
effective as of 11:59 p.m. on June 13, 1997.
Under the Plan of Merger, each share of SJS common stock, $0.01
par value ("SJS Common Stock"), that was outstanding immediately prior to
the effective time of the Merger was converted into the right to receive
$27 in cash (the "Merger Consideration") from Shoreline. The nature and
amount of the Merger Consideration was negotiated by Shoreline Financial
Corporation's board of directors and SJS Bancorp's board of directors on an
arm's-length basis. Shoreline funded the Merger with available cash
reserves and investments. All assets acquired in connection with the
Merger are anticipated to continue to be used in substantially the same
manner as they were used by SJS Bancorp and its subsidiaries prior to the
Merger (the operation of a bank and its branches), except for the South
Haven Branch of SJS Federal Savings Bank, which has been closed. The South
Haven branch facility will be sold.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(a) Financial Statements of Business Acquired. As of the date
of the filing of this Current Report on Form 8-K, it is impracticable
for the registrant to provide the financial statements for SJS
Bancorp. In accordance with Item 7(a)(4) of Form 8-K, these financial
statements will be filed by amendment to this Form 8-K as soon as
practicable, but no later than 60 days after the date that this
Current Report, on Form 8-K.
(b) Pro Forma Financial Information. As of the date of the
filing of this Current Report on Form 8-K, it is impracticable for the
registrant to provide interim pro forma financial statements for the
registrant. In accordance with Item 7(a)(4) of Form 8-K, these
financial statements will be filed by amendment to this Form 8-K as
soon as practicable, but no later than 60 days after the date that
this Current Report, on Form 8-K.
(c) Exhibit. The following exhibit is furnished with or
incorporated by reference into this Current Report:
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EXHIBIT NO. DOCUMENT
2.1 Agreement and Plan of Merger, dated as of
November 6, 1996, between Shoreline Financial
Corporation, SJS Acquisition Corporation, and
SJS Bancorp, Inc.
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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: June 26, 1997 SHORELINE FINANCIAL CORPORATION
(Registrant)
By: /S/Dan L. Smith
Dan L. Smith
Chairman of the Board, President
and Chief Executive Officer
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EXHIBIT INDEX
Exhibit Number Document
2.1 Agreement and Plan of Merger, dated as of November 6,
1996, between Shoreline Financial Corporation, SJS
Acquisition Corporation, and SJS Bancorp, Inc.