enterprise_8k.htm
UNITED
STATES
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)
July 9,
2010
ENTERPRISE FINANCIAL SERVICES CORP
(Exact name of
registrant as specified in its charter)
| Delaware |
001-15373 |
43-1706259 |
| (State or Other Jurisdiction |
(Commission |
(IRS Employer |
| of Incorporation) |
File Number) |
Identification No.) |
| 150 N. Meramec, St. Louis,
Missouri |
63105 |
| (Address of
principal executive offices) |
(Zip
Code) |
Registrant’s telephone number, including area
code
(314)
725-5500
(Former name or former address, if
changed since last
report)
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 230.425)
¨ 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))
Item 1.01. Entry into a Material Definitive
Agreement.
On July 9, 2010,
Enterprise Financial Services Corp (the “Company”) announced that its wholly
owned bank subsidiary, Enterprise Bank & Trust (“Enterprise Bank”), has
entered into a definitive agreement with the FDIC, as receiver for Home National
Bank (“Home National”), pursuant to which Enterprise Bank acquired approximately
$260 million in loans originated and other real estate acquired by the Phoenix,
Arizona operations of Home National.
Home National was
closed by the Office of the Comptroller of the Currency on July 9, 2010. Home
National was headquartered in Blackwell, Oklahoma and operated branches in
Oklahoma, Kansas and Arizona. Enterprise Bank purchased only the loans
originated and other real estate acquired by the Arizona operations of Home
National, predominantly in the Arizona market. Enterprise Bank did not assume
any deposits or acquire any branches or other assets of Home National as part of
this transaction.
The transaction
closed on July 13, 2010. At the closing, Enterprise Bank paid a purchase price
for the assets of $223,733,926, which represents a 12.5% discount from the book
value of the acquired assets on the closing date. The purchase price was paid in
cash at the closing.
As part of the
transaction, Enterprise Bank and the FDIC have entered into a loss sharing
agreement whereby the FDIC will reimburse Enterprise Bank for 80% of losses
incurred on the assets. The loss sharing agreement commences immediately and
there is no first loss tranche for Enterprise Bank. Enterprise Bank has a
corresponding obligation to reimburse the FDIC for 80% of all eligible
recoveries on covered assets.
A copy of the press
release announcing the transaction is attached hereto as Exhibit 99.1 and
incorporated by reference into this Item 1.01.
Item 2.01 Completion of Acquisition or
Disposition of Assets
The information set
forth in Item 1.01 “Entry into a Material Definitive Agreement” is incorporated
by reference into this Item 2.01.
Item 9.01 Financial Statements and Exhibits
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(c) |
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Exhibits |
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99.1 Press Release dated July
9, 2010 |
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.
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ENTERPRISE
FINANCIAL SERVICES CORP |
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By: |
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| Date: |
July 14, 2010 |
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/s/
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Deborah N. Barstow |
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Deborah N.
Barstow |
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Senior Vice
President and Controller |
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