-----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, D7Kb7ksHc6cSD0lOcvmrtrp1Thgt4Z3niJwt6Lfs1VkdHxSJOU/U+Ms2piP0xWL9 K73bpfyxvBmN12g67kuTNQ== 0000950144-99-000057.txt : 19990107 0000950144-99-000057.hdr.sgml : 19990107 ACCESSION NUMBER: 0000950144-99-000057 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990106 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANCORPSOUTH INC CENTRAL INDEX KEY: 0000701853 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 640659571 STATE OF INCORPORATION: MS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12991 FILM NUMBER: 99501481 BUSINESS ADDRESS: STREET 1: ONE MISSISSIPPI PL CITY: TUPELO STATE: MS ZIP: 38801 BUSINESS PHONE: 6016802000 MAIL ADDRESS: STREET 1: PO BOX 789 CITY: TUPELO STATE: MS ZIP: 38802-0789 FORMER COMPANY: FORMER CONFORMED NAME: BANCORP OF MISSISSIPPI INC DATE OF NAME CHANGE: 19920703 8-K 1 BANCORPSOUTH INC 1 ================================================================================ 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): January 6, 1999 (November 4, 1998) ------------------------------ BANCORPSOUTH, INC. (Exact Name of Registrant as Specified in Its Charter) MISSISSIPPI 0-10826 64-0659571 - -------------------------------- -------------------------------- ------------------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification Number) ONE MISSISSIPPI PLAZA TUPELO, MISSISSIPPI 38801 ----------------------------------- ------------------------------ (Address of Principal Executive (Zip Code) Offices)
(601) 680-2000 (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE (Former Name or Former Address, if Changed from Last Report) ================================================================================ 2 ITEM 5. OTHER EVENTS On November 4, 1998, the Registrant issued a press release regarding the Registrant's proposed merger with HomeBanc Corporation, which is expected to close during the first quarter of 1999. A copy of the press release is filed as Exhibit 99.1 hereto, which is incorporated herein by reference. Statements contained in this Current Report which are not historical in nature are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, those relating to the likelihood of the merger closing and the combined operations of the two companies. Such forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from the anticipated results. These risks and uncertainties include failure to obtain necessary regulatory or shareholder approval, failure of other conditions to closing to be satisfied, possibility of competing bids, regulatory constraints and other factors as may be identified from time to time in the Registrant's filings with the Securities and Exchange Commission or in the Registrant's press releases. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) The following exhibit is filed herewith:
Exhibit Number Description - -------------- ----------- 99.1 Press Release of the Registrant, released on November 4, 1998
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. BANCORPSOUTH, INC. By: /s/ L. NASH ALLEN, JR. ------------------------------------- L. Nash Allen, Jr. Treasurer and Chief Financial Officer Date: January 5, 1999 3 4 EXHIBIT INDEX
Exhibit Number Description - -------------- ----------- 99.1 Press Release of the Registrant, released on November 4, 1998
4 EX-99.1 2 PRESS RELEASE OF THE REGISTRANT 1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Contact: Harry Baxter, 601-680-2410 J. R. Kimsey, 256-582-3252 GUNTERSVILLE, ALA. -- BancorpSouth, Inc., today announced that it will acquire the $162 million-asset HomeBanc Corporation of Guntersville, making HomeBanc the third Alabama banking company to announce merger plans with BancorpSouth this year. The boards of directors of both bank holding companies today entered into a binding agreement for the $4.5 billion-asset, Tupelo, Miss.-based bank holding company to purchase the outstanding shares of HomeBanc Corporation. The merger, which is subject to approval by shareholders and bank regulators, will be handled as a pooling of interests and tax-free to HomeBanc Corporation shareholders. The transaction is valued at approximately $43 million. BancorpSouth is the parent company for BancorpSouth Bank which operates in Mississippi as Bank of Mississippi, in Tennessee as Volunteer Bank and in Alabama as BancorpSouth Bank. On October 30, BancorpSouth acquired the outstanding shares of Alabama Bancorp, the holding company for Highland Bank in the Birmingham market and First Community Bank of the South, which has offices in Ft. Deposit, Greenville, Burkville and Hayneville. BancorpSouth Bank has 151 banking locations in 48 Alabama, Mississippi and Tennessee cities and towns. HomeBanc Corporation is the holding company for The Home Bank, which has offices in Guntersville, Albertville, Arab and Boaz. BancorpSouth Chairman and CEO Aubrey B. Patterson said, "We are pleased to have the opportunity to unite with the officers and staffs of The Home Bank. Our company is a super community bank, and The Home Bank is a perfect fit with our system. This is a special merger for us. The Home Bank personifies how a bank should serve its markets." HomeBanc Corporation President and CEO J. R. Kimsey said, "Our merger with BancorpSouth will greatly enhance our ability to serve our customers and the communities where we live and work. Their banking philosophy and ours is so compatible that it only seemed logical to ask them to be our banking partner. We are truly excited about what this merger can do to enhance the products and service of The Home Bank." BancorpSouth currently has mergers pending with First Corporation of Opelika and Merchants Capital Corporation of Vicksburg, Miss. First Corporation operates First National Bank of Opelika and Auburn, and Merchants Capital is the parent company of Merchants Bank in Vicksburg. -----END PRIVACY-ENHANCED MESSAGE-----