8-K 1 j0751401e8vk.txt F.N.B. CORPORATION 8-K 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, AS AMENDED Date of Report: May 6, 2004 F.N.B. CORPORATION ------------------------------------------------------- (Exact name of registrant as specified in its charter) Florida 001-31940 25-1255406 ------------------------- ----------- ----------------- (State of Incorporation) (Commission (IRS Employer File Number) Identification No.) One F.N.B. Boulevard, Hermitage, Pennsylvania 16148 ----------------------------------------------- ------- (Address of principal executive offices) (Zip code) (724) 981-6000 ---------------------------------------------------- (Registrant's telephone number, including area code) -------------------------------------------------------------- (Former name or former address, if changed since last report) INFORMATION TO BE INCLUDED IN THE REPORT ITEM 5. OTHER EVENTS On May 6, 2004, F.N.B. Corporation (the Corporation) announced it has signed a definitive merger agreement to acquire all of the outstanding shares of Slippery Rock Financial Corporation, a bank holding company headquartered in Slippery Rock, Pennsylvania. The Corporation will acquire Slippery Rock in a stock and cash transaction valued at $78.5 million. The press release issued by the Corporation announcing the acquisition is attached hereto as Exhibit 99.1 and incorporated by reference herein. The acquisition, subject to regulatory approval, is expected to close during the fourth quarter of 2004. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS EXHIBIT NO. DESCRIPTION OF EXHIBIT ----------- ---------------------- 99.1 Press release dated May 6, 2004 announcing the acquisition of Slippery Rock Financial Corporation, a bank holding company based in Slippery Rock, Pennsylvania. 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. F.N.B. CORPORATION (Registrant) By: /s/Brian F. Lilly ----------------------------- Name: Brian F. Lilly Title: Chief Financial Officer (Principal Financial Officer) Dated: May 6, 2004