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BHLB > SEC Filings for BHLB > Form 8-K/A on 31-Dec-2012All Recent SEC Filings

Show all filings for BERKSHIRE HILLS BANCORP INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K/A for BERKSHIRE HILLS BANCORP INC


31-Dec-2012

Completion of Acquisition or Disposition of Assets, Financial State


Item 2.01 Completion of Acquisition or Disposition of
Assets

On October 22, 2012, Berkshire Hills Bancorp, Inc., the holding company for Berkshire Bank, filed a Current Report on Form 8-K (the "Original Report") reporting the completion of its acquisition of Beacon Federal Bancorp, Inc. ("Beacon"), the holding company for Beacon Federal, on October 19, 2012.

This Current Report on Form 8-K/A amends the Original Report to provide the historical financial statements of Beacon described in Item 9.01(a) below and the unaudited pro forma financial information described in Item 9.01(b) below.



Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired

The audited consolidated balance sheets of Beacon as of December 31, 2011 and 2010, the audited consolidated statements of income, audited consolidated statements of stockholders' equity and comprehensive income and audited consolidated statements of cash flows for the years ended December 31, 2011 and 2010, the notes related thereto and the Report of Independent Registered Public Accounting Firm, dated March 30, 2012, are filed herewith as Exhibit 99.1 and are incorporated into this Item 9.01(a) by reference.

The unaudited consolidated balance sheet of Beacon as of June 30, 2012, the unaudited consolidated statements of income and unaudited consolidated statements of comprehensive income for the three and six months ended June 30, 2012 and 2011, unaudited consolidated statement of changes in stockholders' equity for the six months ended June 30, 2012, the unaudited consolidated statements of cash flows for the six months ended June 30, 2012 and 2011 and the notes related thereto, are filed herewith as Exhibit 99.2 and are incorporated into this Item 9.01(a) by reference.

(b) Pro Forma Financial Information

The required unaudited pro forma combined financial information as of and for the six-month period ended June 30, 2012 and for the year ended December 31, 2011 is filed herewith as Exhibit 99.3 and is incorporated into this Item 9.01(b) by reference.

(c) Shell Company Transactions

None.

(d)                 Exhibits.



Exhibit No.           Description

23.1          Consent of Crowe Horwath LLP


99.1       Report of Independent Registered Public Accounting Firm, dated
           March 30, 2012, audited consolidated balance sheets of Beacon as of
           December 31, 2011 and 2010, the audited consolidated statements of
           income, audited consolidated statements of stockholders' equity and
           comprehensive income and audited consolidated statements of cash
           flows for the years ended December 31, 2011 and 2010, and the notes
           related thereto*

99.2       Unaudited consolidated balance sheet of Beacon as of June 30, 2012,
           the unaudited consolidated statements of income and unaudited
           consolidated statements of comprehensive income for the three and six
           months ended June 30, 2012 and 2011, unaudited consolidated statement
           of changes in stockholders' equity for the six months ended June 30,
           2012, the unaudited consolidated statements of cash flows for the six
           months ended June 30, 2012 and 2011 and the notes related thereto**

99.3       Unaudited pro forma combined financial information as of and for the
           six-month period ended June 30, 2012 and for the year ended
           December 31, 2011



* Incorporated by reference to the Form 10-K (File No. 001-33713) filed by Beacon on March 30, 2012

** Incorporated by reference to the Form 10-Q (File No. 001-33713) filed by Beacon on August 9, 2012


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