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): December 19, 2018
STOCK YARDS BANCORP, INC.
(Exact
name of registrant as specified in its charter)
Kentucky |
1-13661 |
61-1137529 |
(State or other jurisdiction of incorporation or organization) |
(Commission File Number)
|
(I.R.S. Employer Identification No.) |
1040 East Main Street, Louisville, Kentucky, 40206 |
(Address of principal executive offices) |
(502) 582-2571
(Registrant’s
telephone number, including area code)
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))
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the
Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ⃞ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ⃞
ITEM 8.01. OTHER EVENTS.
On December 19, 2018, Stock Yards Bancorp, Inc. (“Stock Yards”) announced the execution of a definitive Share Purchase Agreement (the “Purchase Agreement”), dated as of December 19, 2018, pursuant to which Stock Yards will acquire all of the outstanding common stock of privately held King Bancorp, Inc. (“King”).
King, headquartered in Louisville, Kentucky, is the holding company for King Southern Bank, which operates five branches – three in the greater Louisville area and two in Nelson County, Kentucky, approximately 60 miles southeast of Louisville. As of September 30, 2018, King had approximately $195 million in assets, $168 million in loans, $126 million in deposits and $16 million in tangible common equity.
The all-cash transaction, valued at $28 million, is expected to close during the second quarter of 2019, subject to customary regulatory approval and completion of closing conditions.
A copy of the press release announcing the execution of the Purchase Agreement is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Forward-Looking Statements
This Report contains
forward-looking statements under the Private Securities Litigation
Reform Act that involve risks and uncertainties. These forward-looking
statements include, but are not limited to, statements relating to the
expected timing and benefits of the proposed acquisition (the
"Acquisition") of King by Stock Yards, including future financial and
operating results, cost savings, enhanced revenues, and
accretion/dilution to reported earnings that may be realized from the
Acquisition as well as other statements of expectations regarding the
Acquisition, and other statements of Stock Yard’s goals, intentions and
expectations; statements regarding Stock Yard’s business plan and growth
strategies; statements regarding the asset quality of King’s loan and
investment portfolios; and estimates of King’s risks and future costs
and benefits, whether with respect to the Acquisition or otherwise.
Although Stock Yards’ management believes the assumptions underlying the
forward-looking statements contained herein are reasonable, any of these
assumptions could be inaccurate. Therefore, there can be no assurance
the forward-looking statements included herein will prove to be
accurate. Factors that could cause actual results to differ from those
discussed in forward-looking statements include, but are not limited to:
economic conditions both generally and more specifically in the markets
in which Stock Yards operates; competition for Stock Yards’ customers
from other providers of financial services; government legislation and
regulation, which change from time to time and over which Stock Yards
has no control; changes in interest rates; material unforeseen changes
in liquidity, results of operations, or financial condition of Stock
Yards’ customers; and other risks detailed in Stock Yards’ filings with
the Securities and Exchange Commission, all of which are difficult to
predict and many of which are beyond the control of Stock Yards. See
Risk Factors outlined in Stock Yards’ Form 10-K for the year ended
December 31, 2017.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
The following item is filed as an exhibit to this Current Report on Form 8-K:
Exhibit No. |
Description of Exhibit |
|
Stock Yards Bancorp, Inc. press release dated December 19, 2018. |
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.
Date: |
December 20, 2018 |
STOCK YARDS BANCORP, INC. |
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By: |
/s/ Nancy B. Davis |
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Nancy B. Davis, Executive Vice |
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President, Treasurer and Chief |
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Financial Officer |