Missouri
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000-23406
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43-1665523
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(State or other
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(Commission File No.)
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(IRS Employer
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jurisdiction of incorporation)
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Identification Number)
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2991 Oak Grove Road, Poplar Bluff, Missouri
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63901
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(Address of principal executive offices)
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(Zip Code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events
As previously disclosed, Southern Missouri Bancorp, Inc. ("Southern"), the parent corporation of Southern Bank, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Tammcorp, Inc. ("Tammcorp"), which is the 91% owner of Capaha Bank ("Capaha"). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, Tammcorp will merge with and into Southern (the "Merger"), with Southern as the surviving corporation in the Merger. It is expected that following the Merger, Capaha will be merged with and into Southern Bank (the "Bank Merger"), with Southern Bank as the surviving bank in the Bank Merger.
Southern announced today that it has received all required regulatory approvals; Tammcorp's shareholders have approved the Merger Agreement; and the exchange transaction between Tammcorp and the minority shareholders of Capaha has been agreed to by all such minority shareholders of Capaha. In addition, in connection with the closing, Southern intends to enter into a $15.0 million loan, secured by the stock of Southern Bank. The proceeds from this loan will be used, in part, to fund the cash portion of the merger consideration. As a result, Southern continues to anticipate completing the Merger late in the second quarter of calendar 2017.
SOUTHERN MISSOURI BANCORP, INC. | |||
Date: June 9, 2017
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By:
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/s/ Greg A. Steffens
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Greg A. Steffens
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President and Chief Executive Officer
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