<PAGE> 1
================================================================================
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): January 6, 1999
(November 4, 1998)
------------------------------
BANCORPSOUTH, INC.
(Exact Name of Registrant as Specified in Its Charter)
<TABLE>
<S> <C> <C>
MISSISSIPPI 0-10826 64-0659571
- -------------------------------- -------------------------------- -------------------------------
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification Number)
ONE MISSISSIPPI PLAZA TUPELO,
MISSISSIPPI 38801
----------------------------------- ------------------------------
(Address of Principal Executive (Zip Code)
Offices)
</TABLE>
(601) 680-2000
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed from Last Report)
================================================================================
<PAGE> 2
ITEM 5. OTHER EVENTS
On November 4, 1998, the Registrant issued a press release regarding
the Registrant's proposed merger with HomeBanc Corporation, which is expected
to close during the first quarter of 1999. A copy of the press release is filed
as Exhibit 99.1 hereto, which is incorporated herein by reference.
Statements contained in this Current Report which are not historical
in nature are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements
include, without limitation, those relating to the likelihood of the merger
closing and the combined operations of the two companies. Such forward-looking
statements involve certain risks and uncertainties that could cause actual
results to differ materially from the anticipated results. These risks and
uncertainties include failure to obtain necessary regulatory or shareholder
approval, failure of other conditions to closing to be satisfied, possibility
of competing bids, regulatory constraints and other factors as may be
identified from time to time in the Registrant's filings with the Securities
and Exchange Commission or in the Registrant's press releases.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) The following exhibit is filed herewith:
<TABLE>
<CAPTION>
Exhibit Number Description
- -------------- -----------
<S> <C>
99.1 Press Release of the Registrant, released on
November 4, 1998
</TABLE>
2
<PAGE> 3
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.
BANCORPSOUTH, INC.
By: /s/ L. NASH ALLEN, JR.
-------------------------------------
L. Nash Allen, Jr.
Treasurer and Chief Financial Officer
Date: January 5, 1999
3
<PAGE> 4
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Number Description
- -------------- -----------
<S> <C>
99.1 Press Release of the Registrant, released on
November 4, 1998
</TABLE>
4
<PAGE> 1
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact: Harry Baxter, 601-680-2410
J. R. Kimsey, 256-582-3252
GUNTERSVILLE, ALA. -- BancorpSouth, Inc., today announced that it will acquire
the $162 million-asset HomeBanc Corporation of Guntersville, making HomeBanc
the third Alabama banking company to announce merger plans with BancorpSouth
this year.
The boards of directors of both bank holding companies today entered
into a binding agreement for the $4.5 billion-asset, Tupelo, Miss.-based bank
holding company to purchase the outstanding shares of HomeBanc Corporation. The
merger, which is subject to approval by shareholders and bank regulators, will
be handled as a pooling of interests and tax-free to HomeBanc Corporation
shareholders. The transaction is valued at approximately $43 million.
BancorpSouth is the parent company for BancorpSouth Bank which
operates in Mississippi as Bank of Mississippi, in Tennessee as Volunteer Bank
and in Alabama as BancorpSouth Bank. On October 30, BancorpSouth acquired the
outstanding shares of Alabama Bancorp, the holding company for Highland Bank in
the Birmingham market and First Community Bank of the South, which has offices
in Ft. Deposit, Greenville, Burkville and Hayneville. BancorpSouth Bank has 151
banking locations in 48 Alabama, Mississippi and Tennessee cities and towns.
HomeBanc Corporation is the holding company for The Home Bank, which
has offices in Guntersville, Albertville, Arab and Boaz.
BancorpSouth Chairman and CEO Aubrey B. Patterson said, "We are
pleased to have the opportunity to unite with the officers and staffs of The
Home Bank. Our company is a super community bank, and The Home Bank is a
perfect fit with our system. This is a special merger for us. The Home Bank
personifies how a bank should serve its markets."
HomeBanc Corporation President and CEO J. R. Kimsey said, "Our merger
with BancorpSouth will greatly enhance our ability to serve our customers and
the communities where we live and work. Their banking philosophy and ours is so
compatible that it only seemed logical to ask them to be our banking partner.
We are truly excited about what this merger can do to enhance the products and
service of The Home Bank."
BancorpSouth currently has mergers pending with First Corporation of
Opelika and Merchants Capital Corporation of Vicksburg, Miss. First Corporation
operates First National Bank of Opelika and Auburn, and Merchants Capital is
the parent company of Merchants Bank in Vicksburg.
