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: June 21, 1996
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SIS BANCORP, INC.
(exact name of registrant as specified in charter)
Massachusetts 000-20809 04-3303264
State or Other Jurisdiction Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1441 Main Street 01102
Springfield, Massachusetts (Zip Code)
(address of principal office)
(413) 748-8000
(Registrant's telephone number, including area code)
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Item 2. Acquisition or Disposition of Assets.
On June 21, 1996, SIS Bancorp, Inc., a Massachusetts corporation (the
"Company"), which was organized by Springfield Institution for Savings, a
Massachusetts stock savings bank (the "Bank"), for the purpose of reorganizing
the Bank into a holding company structure, acquired 100% of the outstanding
shares of the Bank's common stock, par value $1.00 per share, in a 1:1 exchange
for shares of the Company's common stock, par value $.01 per share (the "Company
Common Stock"). Upon the effectiveness of such share-for-share exchange (the
"Reorganization"), the Bank became the wholly-owned subsidiary of the Company
and the Bank's former stockholders became the stockholders of the Company. The
Reorganization was consummated in accordance with the terms of a certain
Agreement and Plan of Reorganization dated as of January 31, 1996 between the
Bank and the Company. The Company Common Stock is included in the NASDAQ Stock
Exchange under the symbol "SISB".
Item 7. Financial Statements, Pro Forma Financial Information, and Exhibits.
(a) Financial Statements
The financial statements contained in the Bank's Annual Report
on Form F-2 for the year ended December 31, 1995 and Quarterly
Report on Form F-4 for the three months ended March 31, 1996,
as previously filed by the Bank with the Federal Deposit
Insurance Corporation under Section 13 of the Exchange Act and
included as Exhibits 99.3 and 99.6, respectively, to the
Company's Registration Statement on Form 8-A, are incorporated
herein and made a part hereof by this reference.
(b) Pro Forma Financial Information
The following unaudited pro forma financial information has
been prepared to reflect the June 21, 1996 acquisition of the
Bank by the Company using pooling of interests accounting and
as if it had been consummated as of March 31, 1996. As the
Company had no material assets or operations prior to
consummation of the Reorganization described in Item 2, the
pro forma information demonstrating the balance sheet as of
March 31, 1996 and income statements as of December 31, 1995
and March 31, 1996 of the Company as if the Reorganization had
occurred as of January 1, 1996 are substantially the same as
those of the Bank described in Item 7(a) above with the
exception of the following pro forma adjustments. The pro
forma adjustments result from (i) the one for one exchange of
shares of the Company Common Stock, $0.01 par value per share,
for shares of the common stock of the Bank, $1.00 par value
per share, and (ii) the repurchase of 100 shares of the
Company Common Stock from the Bank at par value. As of March
31, 1996, there were 5,718,200 shares of common stock of the
Bank outstanding; and as of June 21, 1996, there were
5,722,600 shares of common stock of the Bank outstanding. The
following shows the impact of these pro forma adjustments to
the stockholders' equity of the Company at March 31, 1996:
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<TABLE>
<CAPTION>
Bank
Historical Company
Financial Historical Pro Forma Pro Forma
Information Financial Information Adjustments Consolidated
- ----------------------------- ---------------------- ------------------------- ----------------- -----------------------
<S> <C> <C> <C> <C>
Stockholders' Equity
Common Stock $ 5,718 $ -- ($5,661) $ 57
Unearned
Compensation $(4,649) -- -- (4,649)
Additional Paid-In
Capital $36,197 250 5,661 42,108
Retained Earnings $45,586 -- (250) 45,236
Unrealized Gain/Loss
on Investment Securities
Available for Sale $1,485 -- -- 1,485
___________________________________________________________________________________________________________________________
Total: $84,237 $ 250 $(250) $84,237
</TABLE>
There are no other pro forma adjustments as a result of the Reorganization that
would result in differences between the pro forma financial statements of the
Company and the consolidated financial statements of the Bank described in Item
7(a) above.
(c) Exhibits
(2) Agreement and Plan of Reorganization dated as of
January 31, 1996 between the Company and the Bank,
incorporated herein by reference from Appendix A to
the Proxy Statement-Prospectus included as Exhibit
99.5 to the Company's Registration Statement on Form
8-A.
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Signatures
Under 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.
SIS BANCORP, INC.
Date: June 21, 1996
By: /s/ F. William Marshall, Jr.
F. William Marshall, Jr.
President and Chief Executive Officer
