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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 (Date of earliest event reported): July 16, 1999
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Sky Financial Group, Inc.
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(Exact name of registrant as specified in its charter)
Ohio
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(State or other jurisdiction of incorporation)
001-14473 34-1372535
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(Commission File Number) (I.R.S. Employer Identification No.)
221 South Church Street, Bowling Green, Ohio 43402
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(419) 327-6300
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
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On July 16, 1999, Sky Financial Group, Inc., (the
"Registrant") announced the completion of its affiliation with Wood Bancorp,
Inc., a Delaware corporation and savings bank holding company headquartered in
Bowling Green, Ohio. Attached hereto as Exhibit 99.1 is a copy of the
Registrant's press release dated July 19, 1999.
Item 7. Exhibits
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99.1 Text of Press Release, dated July 19, 1999, issued by Sky
Financial Group, Inc.
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SIGNATURE
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.
SKY FINANCIAL GROUP, INC.
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(Registrant)
Date: July 29, 1999 By:/s/ W. Granger Souder Jr.
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Executive Vice President and General
Counsel
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Exhibit 99.1
FOR IMMEDIATE RELEASE
CONTACT: Marty E. Adams
President & Chief Operating Officer
Sky Financial Group, Inc.
(419) 327-6300
Richard L. Gordley
President & Chief Executive Officer
Wood Bancorp, Inc.
(419) 352-3502
SKY FINANCIAL GROUP, INC. ANNOUNCES
THE COMPLETION OF ITS
ACQUISITION OF WOOD BANCORP, INC.
JULY 19, 1999 (Bowling Green, Ohio; NASDAQ: SKYF) Sky Financial Group, Inc.
today announced the completion of its acquisition of Wood Bancorp, Inc. and its
subsidiary First Federal Bank, headquartered in Bowling Green, Ohio. The
transaction is valued at $57.2 million.
Shareholders of Wood Bancorp will receive .7315 shares of Sky Financial Group
common stock for each share of Wood Bancorp owned. The exchange of shares will
qualify as a tax-free exchange, and the transaction will qualify as a pooling of
interests.
As part of the transaction, First Federal Bank has been merged with Mid Am Bank,
Sky Financial's Toledo-based commercial bank affiliate. Richard L. Gordley,
President and CEO of Wood Bancorp, will be responsible for the newly formed
Community Bank Division, comprised of the communities of Bowling Green,
Woodville, Pemberville, Elmore, North Baltimore, Grand Rapids, Genoa, Stony
Ridge and Weston. Mr. Gordley will also be appointed to serve on the Board of
Directors of Mid Am Bank.
Robert E. Spitler, Chairman of Wood Bancorp, Inc., will be appointed to serve on
the Board of Directors of Sky Financial Group, Inc.
"Our partnership with Wood Bancorp represents an exciting step in our company's
growth, and we are extremely pleased at how well our companies complement each
other, to the benefit of our shareholders, employees, customers and the
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community", said Marty E. Adams, Sky Financial Group's President and Chief
Operating Officer.
Richard L. Gordley, President and Chief Executive Officer of Wood Bancorp
commented, "As a part of Sky Financial Group, we will continue to employ the
community bank concept of exceptional customer service from exceptional people,
with the added resources of a larger institution."
Patrick A. Kennedy, President and CEO of Mid Am Bank said, "We are extremely
pleased to welcome the employees and customers of First Federal to Mid Am Bank,
and we look forward to continuing First Federal's history of community banking."
Sky Financial Group, Inc. is a diversified financial services holding company
headquartered in Bowling Green, Ohio. The Company's banking affiliates include
Mid Am Bank, Toledo, Ohio; Sky Bank, Salineville, Ohio; and The Ohio Bank,
Findlay, Ohio. The Company's financial service affiliates include Sky Asset
Management Services, Inc., Clearwater, Florida; Sky Investments Inc., Bryan,
Ohio; Sky Insurance Agency, Inc., Archbold, Ohio; Sky Financial Solutions, Inc.,
Columbus, Ohio; Mid Am Private Trust, N.A., Pepper Pike, Ohio; Mid Am Financial
Services, Inc., and Simplicity Mortgage Consultants, Carmel, Indiana; Picton
Cavanaugh, Inc., Toledo, Ohio; Mid Am Title Insurance Agency, Inc., Adrian,
Michigan; Sky Technology Resources, Inc., Bowling Green, Ohio; ValueNet, Inc.,
Lisbon, Ohio; Freedom Financial Life Insurance Company, Phoenix, Arizona; and
Freedom Express, Inc., Salineville, Ohio.
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The information contained in this press release contains
forward-looking statements regarding expected future financial performance which
are not historical facts and which involve risks and uncertainties. Actual
results and performance could differ materially from those contemplated by these
forward-looking statements.
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