Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CITZ > SEC Filings for CITZ > Form 8-K on 30-Oct-2013All Recent SEC Filings

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

Form 8-K for CFS BANCORP INC


30-Oct-2013

Submission of Matters to a Vote of Security Holders


Item 5.07. Submission of Matters to a Vote of Security Holders

On October 29, 2013, CFS Bancorp, Inc. ("CFS") held a special meeting of its shareholders (the "Special Meeting") pursuant to which its shareholders approved
(i) the Agreement of Reorganization and Merger between First Merchants Corporation ("First Merchants") and CFS and the transactions contemplated thereby, pursuant to which CFS will merge with and into First Merchants (the "Merger"), and (ii) in a non-binding advisory vote, the compensation payable to CFS' named executive officers in connection with the Merger. Set forth below are the voting results for the proposals submitted to a vote at the Special Meeting.

1. Proposal to approve the Agreement of Reorganization and Merger dated May 13, 2013 between First Merchants and CFS, and to approve the transactions contemplated thereby (the "CFS Merger Proposal").

Votes For Votes Against Abstentions Broker Non-Votes 7,524,135 396,814 159,310 0

2. Proposal to approve one or more adjournments of the Special Meeting, if necessary or appropriate, to solicit additional proxies in favor of the CFS Merger Proposal.

Votes For Votes Against Abstentions Broker Non-Votes 7,499,461 507,958 72,840 0

3. Proposal to approve, in a non-binding advisory vote, the compensation payable to CFS' named executive officers in connection with the CFS Merger Proposal.

Votes For Votes Against Abstentions Broker Non-Votes 5,730,511 2,088,370 261,378 0

On October 30, 2013, First Merchants and CFS received the last of all required regulatory approvals necessary to consummate the Merger, including the approval of the Federal Reserve System and the Office of the Comptroller of the Currency. Consummation of the Merger may not be completed prior to the expiration of the applicable Department of Justice waiting period. First Merchants and CFS currently anticipate closing the Merger mid-November 2013, subject to customary closing conditions.

Cautionary Statements Regarding Forward-Looking Information

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by words such as "believe," "expect," "anticipate," "intend," "target," "estimate," "continue," "positions," "prospects" or "potential," by future conditional verbs such as "will," "would," "should," "could" or "may", or by variations of such words or by similar expressions. Such forward-looking statements include, but are not limited to, statements concerning the timing of the business combination transaction involving First Merchants and CFS. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which can change over time, and are subject to factors that could cause actual results to differ materially from such forward-looking statements, including, without limitation, First Merchants' and CFS' ability to satisfy the closing conditions to the Merger on the expected terms and schedule and other unanticipated delays in closing the Merger. Forward-looking statements speak only as of the date they are made and CFS assumes no duty to update forward-looking statements.


  Add CITZ to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CITZ - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.