-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vq8rEpB6CvgisSmaE69Aj9cNoD5zxBNdcSJwYzOU+tvIHVlhOBlFVsadGSDcmoU9 b/s08xADo3t8AEH5aGAV1g== 0000909654-03-000395.txt : 20030325 0000909654-03-000395.hdr.sgml : 20030325 20030325121933 ACCESSION NUMBER: 0000909654-03-000395 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030320 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030325 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST CAPITAL INC CENTRAL INDEX KEY: 0001070296 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 352056949 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25023 FILM NUMBER: 03615311 BUSINESS ADDRESS: STREET 1: 220 FEDERAL DRIVE N W CITY: CORYDON STATE: IN ZIP: 47112 BUSINESS PHONE: 8127382198 MAIL ADDRESS: STREET 1: 220 FEDERAL DRIVE N W CITY: CORYDON STATE: IN ZIP: 47112 8-K 1 firstcapital8k3-03.txt 1 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): March 20, 2003 -------------- FIRST CAPITAL, INC. ------------------- (Exact name of registrant as specified in its charter) Indiana 0-25023 35-2056949 ------- ------------- ------------- (State or other Jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 220 Federal Drive N.W., Corydon, Indiana 47112 - ---------------------------------------- --------- (Address of principal executive offices) (Zip Code) (812) 738-2198 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (Former name or former address, if changed since last report.) 2 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. ------------------------------------ On March 20, 2003, First Capital, Inc. ("First Capital") consummated its acquisition of Hometown Bancshares, Inc. ("Hometown") pursuant to the Agreement and Plan of Merger, dated as of September 25, 2002, by and between First Capital and Hometown (the "Merger Agreement"). The merger was completed through the merger of Hometown with and into First Capital with First Capital being the surviving corporation in the merger. Pursuant to the terms of the Merger Agreement, Hometown stockholders who elected to receive First Capital stock received 2.487 shares of First Capital common stock and Hometown stockholders who elected to receive cash received $46.50 in cash for each share of Hometown common stock. Hometown stockholders who did not submit properly completed election forms within the required timeframe received 0.773 shares of First Capital common stock and $32.05 in cash for each share of Hometown stock. First Capital issued a total of approximately 285,445 shares and paid a total of approximately $5.3 million to the former Hometown stockholders. First Capital issued the stock consideration out of its authorized but unissued shares and received dividends from First Harrison Bank to pay the cash consideration. The press release issued by First Capital announcing the consummation of the merger is attached as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. ------------------------------------------------------------------ (a) The required financial statements will be filed by amendment to this report no later than June 3, 2003. (b) The required pro forma financial information will be filed by amendment to this report no later than June 3, 2003. (c) Exhibits: The following exhibits are filed as part of this report: Exhibit No. Description ----------- ----------- 2.1 Agreement and Plan of Merger, dated as of September 25, 2002, by and between First Capital, Inc. and Hometown Bancshares, Inc. (Incorporated by reference to First Capital's Current Report on Form 8-K filed on September 30, 2002.) 99.1 Press Release, dated March 20, 2003 2 3 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. FIRST CAPITAL, INC. Dated: March 24, 2003 By: /s/ William W. Harrod -------------------------------------- William W. Harrod President and Chief Executive Officer 3 EX-99 3 firstcapitalex99.txt EXHIBIT 99.1 PRESS RELEASE FIRST CAPITAL, INC. CONSUMMATES ACQUISITION OF HOMETOWN BANCSHARES, INC. CORYDON, Ind - March 20, 2003-- First Capital, Inc. (Nasdaq: FCAP-News), announced today that it has consummated its acquisition of Hometown Bancshares, Inc., New Albany, Indiana. First Capital will issue a total of approximately 285,445 shares and pay a total of approximately $5.3 million to the former Hometown stockholders. As a result of the acquisition, Hometown has been merged with and into First Capital and Hometown's wholly owned subsidiary, Hometown National Bank, has been merged with and into First Harrison Bank, a wholly owned subsidiary of First Capital. Hometown stockholders who elected to receive First Capital stock will receive 2.487 shares of First Capital common stock and Hometown stockholders who elected to receive cash will receive $46.50 in cash for each share of Hometown common stock they hold. Hometown stockholders who did not submit properly completed election forms within the required timeframe, will receive 0.773 shares of First Capital common stock and $32.05 in cash for each share of Hometown stock. Hometown stockholders who did not participate in the election process will be notified of the procedure for such stockholders to submit their Hometown stock certificates and to receive the merger consideration payable to them. First Capital is the holding company for First Harrison Bank. As a result of the merger, First Harrison now operates out of 11 offices. Contact: First Capital, Inc. William W. Harrod 812/ 738-2198 -----END PRIVACY-ENHANCED MESSAGE-----