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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
September 8, 1997
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(Date of earliest event reported)
ML Bancorp, Inc.
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-24358 23-2752439
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
Two Aldwyn Center, Villanova, Pennsylvania 19085
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(Address of principal executive offices) (Zip Code)
(610) 526-6270
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Page 1 of 4 Pages
Exhibit Index appears on page 2.
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Effective at the close of business on September 8, 1997 M L Bancorp,
Inc. completed its acquisition of Penncore Financial Services Corporation
("Penncore"). Commonwealth State Bank, a wholly-owned subsidiary of Penncore,
was merged into Main Line Bank, a wholly-owned subsidiary of M L Bancorp, Inc.
and is now a division of Main Line Bank. This acquisition has added
approximately $130.0 million in assets and $90.0 in deposits within the Bucks
County, Pennsylvania market representing an increase in asset size for M L
Bancorp, Inc. of 6.0%.
Penncore shareholders will receive $36.56 in cash or a combination of
cash and common shares of M L Bancorp, Inc. stock with seventy percent of the
Penncore shares exchanged for shares of MLBC and thirty percent exchanged for
cash. A copy of the press release, dated September 8, 1997, is attached hereto
as Exhibit 99 and is incorporated by herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBIT
(a) Not Applicable
(b) Not Applicable
(c) Exhibits:
99 Press Release, dated September 8, 1997
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
ML BANCORP, INC.
(Registrant)
Date: September 19, 1997 By: /s/ BRIAN M. HARTLINE
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Brian M. Hartline
Chief Financial Officer and Executive
Vice President
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[ML BANCORP LETTERHEAD]
PRESS RELEASE
FOR IMMEDIATE RELEASE
ML BANCORP, INC. COMPLETES ITS ACQUISITION
OF PENNCORE FINANCIAL SERVICES CORPORATION
VILLANOVA, Pennsylvania, September 8, 1997 -- ML Bancorp, Inc.
("Company") (NASDAQ NMS: MLBC), today announced that it has completed its
acquisition of Penncore Financial Services Corporation ("Penncore") effective
at the close of business September 8, 1997.
Under the terms of the agreement, Penncore shareholders will receive
$36.56 in cash or a combination of cash and the Company's common shares for
each of their shares. Seventy percent of the Penncore shares will be exchanged
for shares of MLBC and thirty percent will be exchanged for cash.
As a result of the acquisition, the Company will add approximately
$130.0 million in assets, $90.0 million in deposits and expand its retail
franchise in contiguous markets located in Bucks County, Pennsylvania.
Commonwealth State Bank, a wholly-owned subsidiary of Penncore, will be merged
into Main Line Bank, a wholly-owned subsidiary of the Company. Commonwealth
State Bank will operate as a division of Main Line Bank.
Dennis S. Marlo, President of the Company, stated: "We are enthusiastic
in welcoming Penncore shareholders and Commonwealth State Bank customers and
employees to our family. We are confident that we will continue to provide
excellent service which the Commonwealth State Bank customers are accustomed to
receiving, while being able to add a broader array of financial services to our
new Bucks County communities."
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Contact: Brian M. Hartline, Chief Financial Officer
(610) 526-6270