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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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):
June 16, 1995
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BancorpSouth, Inc.
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(Exact name of registrant as specified in its charter)
Mississippi 0-10826 64-0659571
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(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification
Incorporation) Number)
One Mississippi Plaza
Tupelo, Mississippi 38801
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(Address of principal executive offices) (Zip Code)
(601) 680-2000
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
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Page 1 of 4 pages
Exhibit Index located on Page 4
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ITEM 5. OTHER EVENTS.
On June 16, 1995, the Registrant and Wes-Tenn Bancorp, Inc., a
Tennessee corporation ("Wes-Tenn"), entered into an Agreement and Plan of
Merger providing for the merger of Wes-Tenn with and into the Registrant, with
the Registrant being the surviving corporation (the "Merger"). Simultaneously
with the Merger, Tennessee Community Bank, a Tennessee banking corporation and
wholly-owned subsidiary of Wes-Tenn, will be merged with and into Volunteer
Bank, the Registrant's Tennessee banking subsidiary ("Volunteer"), with
Volunteer being the surviving bank.
Each holder of Wes-Tenn common stock will be entitled to receive
0.6296 of a share of the Registrant's common stock (subject to appropriate
adjustment in the event of certain occurrences) in exchange for each
outstanding share of Wes-Tenn common stock.
The closing of the Merger is subject to certain conditions, including
the approval of the shareholders of Wes-Tenn and the Registrant (if required),
and the receipt of applicable regulatory approvals or consents, including those
of the Federal Reserve Board and the Tennessee Department of Financial
Institutions. The parties anticipate closing the Merger on or around
December 31, 1995.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS.
2. Agreement and Plan of Merger, dated as of June 16, 1995,
by and between the Registrant and Wes-Tenn
99.1 Press Release of the Registrant, dated June 16, 1995,
announcing the execution of the Agreement and Plan of
Merger
99.2 Press Release of Wes-Tenn, dated June 16, 1995,
announcing the execution of the Agreement and Plan of
Merger
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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.
BANCORPSOUTH, INC.
By: /s/ Cathy M. Robertson
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Cathy M. Robertson, First Vice
President and Corporate
Secretary
Date: June 21, 1995
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EXHIBIT INDEX
EXHIBIT PAGE
NUMBER DESCRIPTION OF EXHIBITS NUMBER
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2 Agreement and Plan of Merger, dated as of
June 16, 1995, by and between the Registrant
and Wes-Tenn
99.1 Press Release of the Registrant, dated
June 16, 1995, announcing the execution
of the Agreement and Plan of Merger
99.2 Press Release of Wes-Tenn, dated
June 16, 1995, announcing the execution
of the Agreement and Plan of Merger
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