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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
Date of Report (Date of earliest event reported): October 28, 1998
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THREE RIVERS FINANCIAL CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-13826 38-3235452
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
123 Portage Avenue, Three Rivers, Michigan 49093
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (616) 279-5117
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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THREE RIVERS FINANCIAL CORPORATION
INFORMATION TO BE INCLUDED IN REPORT
Item 5. Other Events
On October 28, 1998, the Registrant announced that the Board of
Directors had declared a 10% stock dividend to all stockholders of record on
November 11, 1998, payable on December 11, 1998. No fractional shares will be
issued and in lieu thereof stockholders will receive cash based on the fair
market value as of the record date.
For further details, reference is made to the Press Release dated
October 28, 1998, which is attached hereto as Exhibit 99 and incorporated herein
by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
Exhibit 99 -- Press Release dated October 28, 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, thereunto duly authorized.
THREE RIVERS FINANCIAL CORPORATION
Date: October 28 , 1998 By: /s/ G. Richard Gatton
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G. Richard Gatton
President and Chief Executive Officer
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INDEX TO EXHIBITS
EXHIBIT 99 -- Press Release dated October 28, 1998.
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EXHIBIT 99
[THREE RIVERS FINANCIAL CORPORATION LETTERHEAD]
October 28, 1998
FOR IMMEDIATE RELEASE
THREE RIVERS FINANCIAL CORPORATION ANNOUNCES STOCK DIVIDEND
Three Rivers Financial Corporation, Three Rivers, Michigan (AMEX:THR) announced
today that the Board of Directors has declared a 10% stock dividend payable to
shareholders of record as of November 11, 1998 (the "Record Date"). The stock
dividend is payable in shares of the Company's common stock, $0.01 par value per
share (the "Common Stock"). The stock dividend will be paid December 11, 1998.
Cash will be paid in lieu of issuing fractional shares based on the fair market
value of the Common Stock on the Record Date. The Company's transfer agent for
the Common Stock will accept instructions from brokers as to their requirements
for full shares or cash with respect to stock registered in the brokers' names
as nominees, and as to which the brokers must make allocations among their
clients until November 20, 1998.
"We are pleased to be able to announce this stock dividend," commented G.
Richard Gatton, President and Chief Executive Officer of the Company. "Since our
formation in 1995, and throughout our recent growth, we have been fortunate to
have extremely loyal support from our shareholders," he added.
"Even with the intense competitive environment that surrounds the banking
industry in Michigan, the Company has continued to grow." remarked Mr. Gatton,
who also serves as President and Chief Executive Officer of First Savings Bank,
a Federal Savings Bank, Three Rivers, Michigan (the "Bank"). "That growth has
translated to added value to our shareholders."
Three Rivers Financial Corporation is a unitary savings and loan holding company
that owns all of the issued and outstanding capital stock of the Bank. The Bank
is a community oriented full service financial institution offering traditional
deposit and loan products from its main office in Three Rivers, Michigan and its
five branch offices in Schoolcraft, Union, and Three Rivers in Michigan and Howe
and Middlebury in Indiana.
Contact: G. Richard Gatton
President and Chief Executive Officer
Three Rivers Financial Corporation
616-279-5117
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