Attached files
file | filename |
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EX-2.1 - PSB BRANCH PURCHASE AND SALE AGREEMENT - PSB HOLDINGS INC /WI/ | psbex21.htm |
EX-99.1 - PSB NEWS RELEASE - PSB HOLDINGS INC /WI/ | psbex991.htm |
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): January 21, 2014
PSB Holdings, Inc.
(Exact name of registrant as specified in its charter)
Wisconsin
0-26480
39-1804877
(State or other
(Commission File
(IRS Employer
jurisdiction of
Number)
Identification
incorporation)
Number)
1905 Stewart Avenue
Wausau, WI 54401
(Address of principal executive offices, including Zip Code)
(715) 842-2191
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
£
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 23.425)
£
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
Section 1 Registrants Business and Operations
Item 1.01
Entry into a Material Definitive Agreement
On January 21, 2013, Peoples State Bank (PSB), a wholly-owned subsidiary of PSB Holdings, Inc. (the Company), entered into a branch sale and purchase agreement with The Baraboo National Bank, pursuant to which PSB will acquire substantially all of the assets (including loans) and deposits of Baraboos branch office located in Rhinelander, Wisconsin; as well as certain loans that make up the loan portfolio of Baraboos branch located in Elcho, Wisconsin. Baraboos branch offices in Rhinelander and Elcho do business as Northwoods National Bank.
The transaction is scheduled to close late in the first quarter of 2014 but is subject to receipt of all required regulatory approvals. In addition to the required regulatory approvals, the agreement is also subject to customary closing conditions for a branch acquisition of this type. The sale and purchase transaction has been approved by the boards of directors of both PSB and Baraboo.
The agreement provides that PSB will pay a deposit premium equal to 1.65% of core deposits that are acquired. The agreement includes representations, warranties, and indemnities that are customary for these types of transactions.
A copy of the agreement executed in connection with the sale transaction is attached as Exhibit 2.1 to this Current Report on Form 8-K. The Companys news release announcing the transaction is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01
Financial Statements and Exhibits
Exhibit 2.1*
Branch Purchase and Sale Agreement between The Baraboo National Bank (Seller) and Peoples State Bank (Buyer)
Exhibit 99.1
News release dated January 22, 2014
*Page iii of Exhibit 2.1 filed with this Current Report on Form 8-K contains a list of exhibits and schedules that are not included with this filing in accordance with Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish to the Securities and Exchange Commission, as a supplement, a copy of any omitted exhibit or schedule upon request.
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.
PSB HOLDINGS, INC.
Date: January 22, 2014
By: SCOTT M. CATTANACH
Scott M. Cattanach
Treasurer
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EXHIBIT INDEX
to
FORM 8-K
of
PSB HOLDINGS, INC.
dated January 21, 2014
Pursuant to Section 102(d) of Regulation S-T
(17 C.F.R. Section 232.102(d))
Exhibit 2.1
Branch Purchase and Sale Agreement between The Baraboo National Bank (Seller) and Peoples State Bank (Buyer)
Exhibit 99.1
News release dated January 22, 2014
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