SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: December 31, 1995
OLD KENT FINANCIAL CORPORATION
(Exact name of registrant as
specified in charter)
MICHIGAN 0-12216 38-1986608
(State of Incorporation) (Commission (IRS Employer
File Number) Identification no.)
ONE VANDENBERG CENTER
GRAND RAPIDS, MICHIGAN 49503
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (616) 771-5000
ITEM 5. OTHER EVENTS.
Old Kent Financial Corporation acquired Guyot, Hicks, Anderson &
Associates, Inc. ("GHA"), an insurance agency with headquarters in Traverse
City, Michigan, in a transaction which was effective December 1, 1995. In
that transaction, a wholly-owned subsidiary of Old Kent Bank (Grand Rapids,
Michigan) was merged with and into GHA. GHA become a wholly-owned
subsidiary of Old Kent Bank and all outstanding shares of GHA were
converted into Old Kent Financial Corporation Common Stock, $1 par value,
except for insignificant cash payments for fractional shares. Old Kent
Financial Corporation will account for the acquisition as a pooling of
interests.
ASR 135, as interpreted by SAB 65, indicates that no affiliate of
either combining company may reduce its risks relating to its common
shareholder position during a period ending when financial results
including at least 30 days of post-merger combined operations have been
published. This Form 8-K is filed for the purpose of publishing combined
operating results to satisfy this provision. The following is a combined,
condensed unaudited statement of the results of operations of Old Kent
Financial Corporation and its subsidiaries, including GHA, for the month
ended December 31, 1995.
Operating results for the one month period ended December 31,
1995 are not necessarily indicative of the results that may be expected for
the three month period or the year ended December 31, 1995. The following
statement does not include all of the information and footnotes required by
generally accepted accounting principles for complete financial statements.
For further information, reference should be made to the consolidated
financial statements and footnotes included in Old Kent Financial
Corporation's annual report on Form 10-K for the year ended December 31,
1994, and its quarterly report on Form 10-Q for the three months ended
September 30, 1995.
<TABLE>
OLD KENT FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
<CAPTION>
FOR THE MONTH ENDED
(IN THOUSANDS OF DOLLARS) DECEMBER 31, 1995
<S> <C> <C>
Total interest income $ 77,807
Total interest expense (38,022)
Net interest income 39,785
Provision for credit losses (636)
Net interest income after provision
for credit losses 39,149
Total non-interest income 15,666
Total non-interest expense (47,096)
Income before income taxes 7,719
Income taxes (3,055)
Net income $ 4,664
</TABLE>
This statement reflects the registrant's first 30 days of operations
immediately following the merger of GHA which occurred December 1, 1995.
Consolidated net income as shown above includes the net operating loss of
$65 thousand of GHA for the month ended December 31, 1995.
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 thereunto duly authorized.
OLD KENT FINANCIAL CORPORATION
By: /S/ RICHARD W. WROTEN
Richard W. Wroten
Executive Vice President
and Chief Financial Officer
Dated: January 17, 1996