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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported)
May 1, 2000
INDIANA UNITED BANCORP
(Exact Name of Registrant as Specified in its Charter)
INDIANA
(State or Other Jurisdiction of Incorporation)
0-12422 35-1562245
(Commission File Number) (I.R.S. Employee Identification No.)
201 N. BROADWAY, GREENSBURG, INDIANA 47240
(Address of principal executive offices) (Zip Code)
(812) 663-0157
Registrant's telephone number, including area code:
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 1, 2000, the Registrant consummated its previously announced
acquisition of First Affiliated Bancorp, Inc. through a merger of First
Affiliated Bancorp, Inc. into a wholly owned subsidiary of Registrant (the
"Merger"). The Registrant is issuing 1,018,379 additional common shares in
connection with the Merger.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.
Financial statements required by this item will be filed by an
amendment to this report on or before July 14, 2000.
(b) PRO FORMA FINANCIAL INFORMATION.
The pro forma financial information required by this item will be filed
by an amendment to this report on or before July 14, 2000.
(c) EXHIBITS.
(2) Plan of acquisition, reorganization, arrangement,
liquidation or succession:
Amended and Restated Agreement and Plan of Merger
dated as of November 5, 1999 and executed on February
29, 2000 among Indiana United Bancorp, FAB Merger
Corporation and First Affiliated Bancorp, Inc.
(incorporated by reference to Appendix A to the Proxy
Statement/Prospectus filed with the Commission on
March 30, 2000 (Registration No. 333-33032).
(99) News Release dated May 1, 2000
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on behalf by the undersigned
thereunto duly authorized.
INDIANA UNITED BANCORP
By:/s/ DONALD A. BENZIGER
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Donald A. Benziger, Senior Vice
President and Chief Financial
Officer
Dated: May 10, 2000
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Exhibit 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE: May 1, 2000, 4:30 PM, EST, Greensburg, IN
CONTACT: James L.. Saner, Sr., President and CEO
Indiana United Bancorp, (812) 663-0157
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INDIANA UNITED BANCORP (NASDAQ: IUBC)
ANNOUNCES ACQUISITION OF FIRST AFFILIATED BANCORP
GREENSBURG, IN (NASDAQ: IUBC) Indiana United Bancorp, Greensburg, Indiana,
formally announced today the closing of the acquisition of First Affiliated
Bancorp, Inc., headquartered in Watseka, Illinois, and its wholly owned
subsidiary, Capstone Bank. The acquisition was effective May 1, 2000 and
brings Indiana United Bancorp's assets to over $1.1 billion and total number
of banking offices to 45.
The transaction was a tax-free stock-for-stock exchange of 4.4167 shares of
Indiana United Bancorp common stock for each outstanding share of First
Affiliated. Based on Indiana United's closing price of $16.75 per share on
Friday, April 28, 2000, the total deal value was more than $17 million.
Capstone Bank is Indiana United Bancorp's fourth banking subsidiary and
operates a total of four banking offices located in Watseka, Kankakee,
Crescent City and Bourbonnais, Illinois and one in Goodland, Indiana.
Indiana United Bancorp's President and CEO James L. Saner, Sr. states, "The
acquisition of Capstone Bank is integral to Indiana United's growth strategy.
Our expansion into the Illinois market opens the door to even more
opportunity for our corporation while maintaining the community banking
philosophy that we are known for. The smaller, hometown service that
Capstone Bank offers is a perfect fit with our current customer service
ideals."
"We are very pleased about the acquisition with Indiana United Bancorp,"
stated John R. Rodda, President and CEO of Capstone Bank. "They are a solid
banking organization that owns and understands community banks similar to
Capstone Bank. Our lending limit will increase because we have joined a
larger organization, which means we can service larger companies and
borrowers while keeping the decision making local. We are still Capstone
Bank and we will be here for our customers just as we have been for the past
37 years."
Indiana United Bancorp is listed on the Nasdaq Stock Market and is a
community focused financial services holding company with assets of over $1.1
billion. Through its four banking subsidiaries, People's Trust Company,
Brookville, Indiana; Regional Federal Savings Bank, New Albany, Indiana;
Union Bank, Greensburg, Indiana, and Capstone Bank, Watseka, Illinois, it
operates 41offices in 16 Indiana counties and four offices in two Illinois
counties. Through its' insurance subsidiary, it operates a total of three
agencies in Greensburg and Portland, Indiana as well as Owensboro, Kentucky.
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