Item 1.01. Entry into a Material Definitive Agreement
On May 7, 2009, UMB Fund Services, Inc. ("UMBFS"), a subsidiary of UMB Financial
Corporation (the "Company"), completed the acquisition of all of the issued and
outstanding capital stock of J.D. Clark & Co., Inc. ("Clark & Co.") pursuant to
a Stock Purchase Agreement dated as of May 7, 2009 (the "Agreement"), by and
among Jeffrey D. Clark, Bonnie J. Clark, Michelle Jensen, Chad J. Allen, Jill L.
Calton (collectively, the "Selling Sharholders"), UMBFS, and, solely with
respect to certain indemnity provisions in the Agreement, the Company. Clark &
Co. is a full-service administrative, accounting and advisory firm serving the
hedge fund industry. Under the Agreement, UMBFS paid the Selling Shareholders an
aggregate cash payment at closing of approximately $23 million. The Selling
Shareholders also are eligible to receive potential annual earn-out payments
during the next four years based on the performance of Clark & Co. Following the
closing of the transaction, Clark & Co. will continue to operate in
substantially the same manner as a wholly owned subsidiary of UMBFS. Jeffrey D.
Clark will continue to serve as President and Chief Executive Officer of Clark &
Co.