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): September 14, 2004
AMERICAN COMMUNITY BANCORP, INC.
(Exact name of registrant as specified in its charter)
Indiana To Be Assigned 20 1541152
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(State or other jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
4424 Vogel Road
Evansville, Indiana 47715
(Address of principal executive offices)
Registrant's telephone number, including area code: (812) 962-2265
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
SECTION 8. OTHER EVENTS
ITEM 8.01. OTHER EVENTS
On September 14, 2004, pursuant to an Agreement and Plan of
Reorganization dated June 2, 2004 (the "Reorganization Agreement") among Bank of
Evansville, N.A., a national bank organized under the laws of the United States
(the "Bank"), American Community Bancorp, Inc., an Indiana corporation (the
"Holding Company"), and Interim Bank of Evansville, an Indiana interim bank and
a wholly-owned subsidiary of the Holding Company (the "Interim Bank"), approved
by the shareholders of the Bank at a special meeting of the shareholders held on
July 27, 2004, the Bank was merged with and into the Interim Bank (the
"Merger"). Pursuant to the Reorganization Agreement, each of the outstanding
shares of common stock, $5.00 par value, of the Bank was converted into the
right to receive one (1) share of the common stock, no par value, of the Holding
Company, except for shares of the Bank with respect to which dissenters rights
are exercised. All shares of capital stock of the Holding Company outstanding
immediately prior to the Merger were cancelled and upon the effectiveness of the
Merger the Interim Bank changed its name to Bank of Evansville. As a result of
the Merger, the Bank of Evansville has become a wholly-owned subsidiary of the
Holding Company.
As a result of the transaction described above, the Holding Company has
succeeded to the registration of the Bank under Section 12(g) of the Securities
Exchange Act of 1934, as amended (the "Act"), pursuant to the provisions of Rule
12g-3(a) promulgated under the Act. The Bank was registered, and filed reports,
under the Act with the Office of the Comptroller of the Currency (the "OCC") in
accordance with Section 12(i)(2) of the Act. Such reports and other information
filed by the Bank with the OCC may be viewed at the OCC public information room
located at 250 E Street, S.W., Washington D.C. 20219, and requests can be sent
via facsimile to 202-874-4448. The staff may be reached by calling 202-874-5043.
This Form 8-K is being filed by the Holding Company as the initial
report of the Holding Company to the Securities and Exchange Commission (the
"Commission") and as notice that it is the successor issuer to the Bank and
thereby subject to the information requirements of the Act, and the rules and
regulations promulgated thereunder, and in accordance therewith files reports
and other information with the Commission.
SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS\
(a) Financial statements of business acquired - not applicable
(b) Pro forma financial information - not applicable
(c) Exhibits
Exhibit No. Description
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2 Agreement and Plan of Reorganization
dated as of
2
June 2, 2004 among Bank
of Evansville, N.A., American
Community Bancorp, Inc., and Interim
Bank of Evansville
3.1 Articles of Incorporation of
American Community Bancorp, Inc.
3.2 Bylaws of American Community
Bancorp, Inc.
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.
AMERICAN COMMUNITY BANCORP, INC.
Date: September 20, 2004 By: /s/ Thomas L. Austerman
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Thomas L. Austerman
President and Chief Executive Officer
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INDEX TO EXHIBITS
Exhibit No. Exhibit Title
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2. Agreement and Plan of Reorganization dated as of June 2, 2004
among Bank of Evansville, N.A., American Community Bancorp,
Inc., and Interim Bank of Evansville
3.1 Articles of Incorporation of American Community Bancorp, Inc.
3.2 Bylaws of American Community Bancorp, Inc.
4