FIRST LANCASTER BANCSHARES INC
8-K, 2000-12-21
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                     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): December 14, 2000


                        FIRST LANCASTER BANCSHARES, INC.
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



        Delaware                        0-20899                 61-1297318
--------------------------------------------------------------------------------
(State or Other Jurisdiction            (Commission          (I.R.S. Employer
of Incorporation)                       File Number)        Identification No.)



                 208 Lexington Street, Lancaster, Kentucky 40444
           ----------------------------------------------------------
               (Address of Principal Executive Offices) Zip Code)



       Registrant's telephone number, including area code: (606) 792-3368
                                                           --------------


                                 Not applicable
  -----------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)



<PAGE>

ITEM 5.  OTHER EVENTS
---------------------

         On December 14, 2000, the  Registrant and its wholly owned  subsidiary,
First  Lancaster  Federal  Savings  Bank,  entered into an Agreement and Plan of
Merger (the "Merger  Agreement")  with CKF Bancorp,  Inc. ("CKF") and its wholly
owned  subsidiary,  Central  Kentucky  Federal  Savings Bank ("Central  Kentucky
Federal"),  pursuant to which the  Registrant  will merge with and into CKF (the
"Merger"). As a result of the Merger, each outstanding share of the Registrant's
common  stock,  par value $0.01 per share,  will be converted  into the right to
receive $16.27 per share in cash. The Merger is  conditioned  upon,  among other
things,  approval by the  Registrant's  shareholders  and the receipt of certain
regulatory and  governmental  approvals.  It is anticipated that the transaction
will be completed by mid-2001.

         Pursuant to the Merger Agreement,  the Registrant has agreed to pay CKF
a  termination  fee of $600,000 in the event the Merger  Agreement is terminated
under certain  conditions,  including the agreement between the Registrant and a
third party to engage in a merger or consolidation.

         For  more  information,  reference  is  made  to the  Merger  Agreement
attached as Exhibit 2 hereto and  incorporated  herein by reference  and a Press
Release,  dated December 14, 2000,  issued by Registrant and CKF relating to the
Merger, attached as Exhibit 99 hereto and incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
---------------------------------------------------------------------------

Exhibit               Description
-------               -----------

  2       Agreement  and Plan of Merger  dated as of  December  14,  2000 by and
          among CKF Bancorp,  Inc., Central Kentucky Federal Savings Bank, First
          Lancaster  Bancshares,  Inc. and First Lancaster Federal Savings Bank.
          The  following  schedules  and  exhibits to the Merger  Agreement  are
          omitted. The Registrant agrees to supplementally furnish a copy of any
          omitted exhibits to the Commission upon request.

            Schedules
            ---------
              4.3(b)       Authorization, Execution and Delivery
               4.5         Government and Other Approvals
               4.7         Charter Documents
               4.8         First Lancaster Financial Statements
               4.9         Absence of Certain Changes
               4.10        Deposits
               4.11        Properties
               4.12        First Lancaster Subsidiaries
               4.13        Condition of Fixed Assets and Equipment
               4.14        Tax Matters
               4.15        Litigation
               4.16        Hazardous Substances
<PAGE>

             4.16(b)       Hazardous Substances
               4.17        Insurance
               4.18        Labor and Employment Matters
               4.20        Capitalization of First Lancaster
               4.21        Capitalization of the Bank
               4.22        Sole Agreement
               4.24        Absence of Undisclosed Liabilities
               4.25        Allowance for Loan Losses
             4.28(a)       Employee Pension Benefit Plans
             4.28(b)       Employee Welfare Benefit Plans
             4.28(c)       Employee Benefit Plans
             4.28(d)       Employee Benefit Plans
             4.28(e)       Employee Benefit Plans
             4.28(f)       Employee Benefit Plans
               4.29        Material Contracts
               4.33        Brokers and Finders
               4.34        Derivatives Contracts; Structured Notes; Etc.
               4.35        Loans
               4.37        Expenses
              6.2(n)       Employment Agreements

            Exhibits
                A         Agreement of Company Merger
                B         Plan of Complete Liquidation and Dissolution
                C         Plan of Bank Merger
                D         Voting Agreement
                E         Consultant Agreement
                F         Non-competition Agreement

  99      Joint Press Release Dated December 14, 2000




<PAGE>



                                   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.


                                 First Lancaster Bancshares, Inc.
                                              (Registrant)


Date: December 21, 2000          By: /s/ Virginia R. S. Stump
                                     -------------------------------------------
                                     Virginia R. S. Stump
                                     Chairman of the Board, President and Chief
                                     Executive Officer



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