-----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, Tq3xI8d60WUPYu3F7beA6fqiZJ1Bkyq6h0tabiZ03OXzlFYwDsaG8HLNSFczXm4B mhHjFuJhO0sK1C7C03y7dQ== 0000034782-04-000059.txt : 20040811 0000034782-04-000059.hdr.sgml : 20040811 20040810184253 ACCESSION NUMBER: 0000034782-04-000059 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040810 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040811 FILER: COMPANY DATA: COMPANY CONFORMED NAME: 1ST SOURCE CORP CENTRAL INDEX KEY: 0000034782 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 351068133 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06233 FILM NUMBER: 04965498 BUSINESS ADDRESS: STREET 1: 100 NORTH MICHIGAN STREET CITY: SOUTH BEND STATE: IN ZIP: 46601 BUSINESS PHONE: 5742352702 MAIL ADDRESS: STREET 1: P O BOX 1602 STREET 2: P O BOX 1602 CITY: SOUTH BEND STATE: IN ZIP: 46634 FORMER COMPANY: FORMER CONFORMED NAME: FBT BANCORP INC DATE OF NAME CHANGE: 19820818 8-K 1 tps8_k.txt FORM 8-K AUGUST 10, 2004 TPS 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): August 10, 2004 1ST SOURCE CORPORATION (Exact name of registrant as specified in its charter) INDIANA 0-6233 35-1068133 (State or other jurisdiction of (Commission File No.) (I.R.S. Employer incorporation or organization) Identification No.) 100 NORTH MICHIGAN STREET, SOUTH BEND, INDIANA 46601 (Address of principal executive offices) (Zip Code) 574-235-2702 (Registrant's telephone number, including area code) NOT APPLICABLE (Former name or former address, if changed since last report) ITEM 5. Other Events and Regulation FD Disclosure On August 10, 2004, 1st Source Corporation issued a press release that announced arrangements to issue $30 million of trust preferred securities and plans to redeem $27.5 million of outstanding trust preferred securities. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. ITEM 7. Financial Statements and Exhibits (c) Exhibits 99.1 Press release dated August 10, 2004. 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 hereunto duly authorized. 1st SOURCE CORPORATION (Registrant) Date: August 10, 2004 /s/Christopher J. Murphy III ---------------------------- Christopher J. Murphy III Chairman of the Board, President and CEO Date: August 10, 2004 /s/Larry E. Lentych ------------------- Larry E. Lentych Treasurer and Chief Financial Officer Principal Accounting Officer EX-99.1 2 pr_tps.txt 1ST SOURCE CORPORATION - PRESS RELEASE EXHIBIT 99.1 For: Immediate Release Contact: Larry Lentych August 10, 2004 574 235 2702 Andrea Short 574 235 2348 1ST SOURCE CORPORATION ANNOUNCES INTENTION TO ISSUE $30 MILLION OF TRUST PREFERRED SECURITIES; PLANS TO REDEEM $27.5 MILLION OF OUTSTANDING TRUST PREFERRED SECURITIES South Bend, IN -- 1st Source Corporation (Nasdaq: SRCE) today announced that it has entered into arrangements for the private placement of $30.0 million of 7.66 percent trust preferred securities. It intends to use the proceeds of the sale to redeem all $27.5 million of the outstanding 9.00 percent trust preferred securities (Nasdaq: SRCEP) issued by 1st Source Capital Trust I in 1997. Subject to final documentation, the securities will be issued by a newly formed Delaware business trust subsidiary of 1st Source Corporation (1st Source). These fixed rate trust preferred securities will be issued at $25.00 per share at the rate of 7.66 percent per annum, payable quarterly. The securities are redeemable after five years and are due in 2034. 1st Source today provided notice to the trustee for the 9.00 percent trust preferred securities of its plans to redeem these securities prior to September 30, 2004. The redemption price will be $25.00 per preferred security plus accrued dividends to the date of redemption. 1st Source expects that holders of the 9.00 percent trust preferred securities will receive formal notice of redemption from the trustee. The completion of both the new issuance and the redemption will have an on-going quarterly earnings benefit; however, 2004 third quarter earnings will be reduced by an estimated $460,000 due to the net impact of the write-off of capitalized debt issuance costs related to the trust preferred securities currently being redeemed. Page 2 1st Source Corporation August 10, 2004 The new trust preferred securities have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an exemption from registration requirements. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the securities. 1st Source is the largest locally controlled financial institution headquartered in the northern Indiana-southwestern Michigan area. While delivering a comprehensive range of consumer and commercial banking services, 1st Source Bank has distinguished itself with highly personalized services. 1st Source Bank also competes for business nationally by offering specialized financing services for private and cargo aircraft, automobiles for leasing and rental agencies, medium and heavy duty trucks, construction and environmental equipment. The Corporation includes 61 banking centers in 15 counties, 6 Trustcorp Mortgage offices in Indiana, Ohio and Michigan, and 22 locations nationwide for the 1st Source Bank Specialty Finance Group. With a history dating back to 1863, 1st Source Bank has a tradition of providing superior service to customers while playing a leadership role in the continued development of the communities in which it serves. Except for historical information contained herein, the matters discussed in this document express "forward-looking statements." Generally, the words "believe," "expect," "intend," "estimate," "anticipate," "project," "will" and similar expressions indicate forward-looking statements. Those statements, including statements, projections, estimates or assumptions concerning future events or performance, and other statements that are other than statements of historical fact, are subject to material risks and uncertainties. 1st Source cautions readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. 1st Source may make other written or oral forward-looking statements from time to time. Readers are advised that various important factors could cause 1st Source's actual results or circumstances for future periods to differ materially from those anticipated or projected in such forward- Page 3 1st Source Corporation August 10, 2004 looking statements. Such factors, among others, include changes in laws, regulations or U.S. generally accepted accounting principles; 1st Source's competitive position within its markets served; increasing consolidation within the banking industry; unforeseen changes in interest rates; unforeseen downturns in the local, regional or national economies or in the industries in which 1st Source has credit concentrations; and other risks discussed in 1st Source's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K, which filings are available from the SEC. 1st Source undertakes no obligation to publicly update or revise any forward-looking statements. # # -----END PRIVACY-ENHANCED MESSAGE-----