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)
August 31, 1998
Emclaire Financial Corp.
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(Exact name of Registrant as specified in its Charter)
Pennsylvania 000-18464 25-1606091
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(State or other jurisdiction (SEC File No.) (IRS Employer
of incorporation) Identification
Number)
612 Main Street, Box D, Emlenton, Pennsylvania 16373
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 724-867-2311
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Not Applicable
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(Former name or former address, if changed since last Report)
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INFORMATION TO BE INCLUDED IN REPORT
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Item 5. Other Events
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On August 31, 1998, at 5:00 p.m., Emclaire Financial Corp., Emlenton,
Pennsylvania ("Emclaire") completed its acquisition of Peoples Savings Financial
Corporation ("Peoples"). Furthermore, in connection with the acquisition,
Peoples Savings Bank, Ridgway, Pennsylvania, the wholly owned subsidiary of
Peoples, merged with and into The Farmer's National Bank of Emlenton, Emlenton,
Pennsylvania, the wholly owned subsidiary of Emclaire.
In connection with the merger, Emclaire will issue approximately
314,000 shares of its common stock and $5.65 million in cash. The transaction
was accounted for as a purchase.
These transactions were pursuant to an Agreement and Plan of
Reorganization dated April 7, 1998.
A copy of the press release issued September 1, 1998 by the Registrant
attached hereto as Exhibit 99 and is incorporated herein by reference in its
entirety.
Item 7. Financial Statements, Pro Forma Financial Information and
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Exhibits
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Exhibit 1 -- Agreement and Plan of Reorganization.*
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Exhibit 99 -- Press Release Concerning Acquisition dated September 1, 1998.
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* Incorporated by reference herein to the Registrant's Current Report on
Form 8-K filed with the Commission on April 13, 1998.
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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.
Emclaire Financial Corp.
Date: September 1, 1998 By: /s/John J. Boczar
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John J. Boczar
Treasurer
EXHIBIT 99
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EMCLAIRE FINANCIAL CORP.
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612 Main Street
Emlenton, PA 16373
Acquisition of Peoples Savings Financial Corporation Completed
For Immediate Release
Tuesday, September 01, 1998
Contact: David L. Cox, President, or,
John J. Boczar, Chief Financial Officer
Emclaire Financial Corp.
724-867-2311
Emlenton, PA -- Emclaire Financial Corp. ("Emclaire")(OTCBB symbol "EMCF"), the
holding company for The Farmers National Bank of Emlenton ("Farmers"), announced
that it completed the acquisition of Peoples Savings Financial Corporation
("Peoples"), the holding company for Peoples Savings Bank ("Peoples Savings") on
August 31,1998.
Peoples Savings operates three offices located in Ridgway, DuBois and
Brookville, Pennsylvania. These offices will now operate as branches of Farmers.
"With the addition of these new offices, our branch network now consists of
eleven offices operating in six counties," stated David L. Cox, President and
Chief Executive Officer of Emclaire. "The markets served by Peoples Savings
adjoin or overlap markets served by Farmers, making this merger a natural fit.
The acquisition of Peoples affords us an opportunity to expand those markets,
and to expand the products and services offered to Peoples current customers,"
Mr. Cox continued. With this acquisition, Emclaire will have total consolidated
assets of approximately $183 million, and total stockholders' equity of $21
million.
Hopper Soliday & Co., Inc. assisted Emclaire in the acquisition.
