-----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, WAcCUb3s/VIdCG8kgum45gtfkzo59+jHeOaSfpmreQqlyiSKJN/encq1svNHSRO4 uclkzDM8c/I1Bq0ScWKzlw== 0001144204-08-040874.txt : 20080721 0001144204-08-040874.hdr.sgml : 20080721 20080721151531 ACCESSION NUMBER: 0001144204-08-040874 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080718 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080721 DATE AS OF CHANGE: 20080721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MUTUALFIRST FINANCIAL INC CENTRAL INDEX KEY: 0001094810 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 371392810 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27905 FILM NUMBER: 08961190 BUSINESS ADDRESS: STREET 1: 110 E CHARLES STREET CITY: MUNCIE STATE: IN ZIP: 47305 BUSINESS PHONE: 7657472800 MAIL ADDRESS: STREET 1: 110 E CHARLES STREET CITY: MUNCIE STATE: IN ZIP: 47305 FORMER COMPANY: FORMER CONFORMED NAME: MFS FINANCIAL INC DATE OF NAME CHANGE: 19990910 8-K 1 v120384_8-k.htm
UNITED STATES
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 (Date of earliest event reported)                     July 18, 2008              
 
MUTUALFIRST FINANCIAL, INC.  
(Exact name of registrant as specified in its chapter)
 
Maryland 

(State or other jurisdiction
of incorporation
000-27905  
(Commission
File Number)
35-2085640  
(IRS Employer
Identification No.)

110 E. Charles Street, Muncie, Indiana 

(Address of principal executive offices)
47305-2419  
(Zip Code)
 
   

Registrant's telephone number, including area code                      (765) 747-2800              
 
Not Applicable

(Former name or former address, if changed since last report)
   
 
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:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 8.01.  Other Events
 
 
         On July 18, 2008, MutualFirst Financial released a press release announcing its completion of the acquisition of MFB Corp.
 
 
Item 9.01.  Financial Statements and Exhibits
 
 
(d)
Exhibits
   
99
Press release dated July 18, 2008.
 
 
 
2

 


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 thereunto duly authorized.
 
 
MUTUALFIRST FINANCIAL, INC.
   
Date: July 21, 2008
By:   /s/ David W. Heeter

       David W. Heeter
       President and Chief Executive Officer

 
 
3

 

 
Exhibit Number
 
Description
     
99
 
    Press Release, dated July 18, 2008

 

 
 
4

 
EX-99 2 v120384_ex99.htm
PRESS RELEASE

Date:
July 18, 2008

From:
MutualFirst Financial, Inc.

For Publication: Immediate

Contact:
David W. Heeter, President and CEO
(765) 747-2880


MutualFirst Financial, Inc. Completes Acquisition of MFB Corp.

Muncie, Indiana - MutualFirst Financial, Inc. (NASDAQ Global Market: MFSF) announced that its acquisition of MFB Corp. (NASDAQ Global Market: MFBC) was completed today. In connection with the acquisition, MFB Financial, the bank subsidiary of MFB Corp., was merged into MutualFirst’s bank subsidiary, Mutual Bank.

MutualFirst will issue an aggregate of 2.9 million shares of common stock and pay approximately $11.5 million in cash in the transaction. MFB stockholders who made valid elections to receive the stock consideration or who did not make valid elections to receive either the stock or the cash consideration will receive the stock consideration, consisting of 2.59 shares of MutualFirst common stock for each MFB share, plus cash instead of any fractional MutualFirst share. As a result of prorations, MFB stockholders who made valid elections to receive the cash consideration will receive the cash consideration, consisting of $41.00 per share, for 25.1417% of their MFB shares and the stock consideration for 74.8583% of their MFB shares.

David W. Heeter, President and CEO of MutualFirst, stated, “We are looking forward to the next step of integrating our companies and realizing the many benefits that we expect this transaction to produce.”

As a result of the transaction, Mutual Bank now has 32 retail financial centers, spanning nine Indiana counties and is the 11th largest depository institution headquartered in Indiana. Mutual Bank also has a trust office in Crawfordsville, Indiana and a loan origination office in New Buffalo, Michigan. The combined company has total assets of nearly $1.5 billion.

 
 

 
Charles J. Viater, President and CEO of MFB, commented, “We are excited about expanding our wealth management and trust presence over a larger footprint. We will also have an opportunity to expand our business banking relationships.”

All MFB Financial offices will open Monday, July 21 as Mutual Bank financial centers.


 
Forward-Looking Statements: 

Statements contained in this release that are not historical facts are “forward-looking statements,” as that term is defined in the Private Securities Litigation Reform Act of 1995. By their nature, such statements are subject to numerous risks and uncertainties which could cause actual results to differ from those currently anticipated, including, without limitation, that the integration of the operations of MFB Financial and Mutual Bank may prove more difficult and take longer than expected, as well as other factors discussed in documents filed by MutualFirst Financial, Inc. with the Securities and Exchange Commission from time to time.
 

 
 

 
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