0000019612-14-000062.txt : 20141231 0000019612-14-000062.hdr.sgml : 20141231 20141231115650 ACCESSION NUMBER: 0000019612-14-000062 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141231 ITEM INFORMATION: Other Events FILED AS OF DATE: 20141231 DATE AS OF CHANGE: 20141231 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHEMICAL FINANCIAL CORP CENTRAL INDEX KEY: 0000019612 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 382022454 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08185 FILM NUMBER: 141317805 BUSINESS ADDRESS: STREET 1: 235 E MAIN ST CITY: MIDLAND STATE: MI ZIP: 48640 BUSINESS PHONE: 989-839-5350 MAIL ADDRESS: STREET 1: 235 E MAIN ST CITY: MIDLAND STATE: MI ZIP: 48640 8-K 1 a8-kmcbffedapprovalannounc.htm 8-K 8-K MCBF Fed Approval Announcement

 
 
 
 
 

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 31, 2014
Chemical Financial Corporation
(Exact Name of Registrant as
Specified in its Charter)
 
Michigan
(State or Other Jurisdiction
of Incorporation)
000-08185
(Commission
File Number)
38-2022454
(IRS Employer
Identification No.)
 

235 E. Main Street
Midland, Michigan
(Address of Principal Executive Offices)
 
 
48640
(Zip Code)
 
Registrant's telephone number, including area code:  (989) 839-5350
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 (see General Instruction A.2. below):
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 October 31, 2014, Chemical Financial Corporation ("Chemical") and Monarch Community Bancorp, Inc. ("Monarch") entered into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant to the Merger Agreement, Monarch will be merged with and into Chemical, with Chemical as the surviving corporation (the "Holding Company Merger"), and Monarch Community Bank, Monarch's wholly-owned subsidiary bank, will be consolidated with and into Chemical Bank, Chemical's wholly-owned subsidiary bank, with Chemical Bank as the surviving bank (the "Bank Consolidation"). The Merger Agreement is described in more detail in Chemical’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 3, 2014.
Chemical has received regulatory approval of the Merger from the Board of Governors of the Federal Reserve System. Completion of the Holding Company Merger is subject to the approval of Monarch's shareholders and satisfaction of other customary closing conditions.



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 hereunto duly authorized.
Dated:
December 31, 2014
CHEMICAL FINANCIAL CORPORATION
(Registrant)
 
 
 
 
 
 
 
 
/s/ Lori A. Gwizdala
 
 
     Lori A. Gwizdala     
 
 
     Executive Vice President, Chief Financial
     Officer and Treasurer


3