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):
June 1, 2005
Berkshire Hills Bancorp, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 1-15781 04-3510455
(State or other (Commission File Number) (IRS Employer
jurisdiction Identification No.)
of incorporation)
24 North Street, Pittsfield, Massachusetts 01201
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (413) 443-5601
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Not Applicable
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(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
[ ] 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 8.01. Other Events
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On June 1, 2005, Berkshire Hills Bancorp, Inc. ("Berkshire
Hills") issued a press release in which it announced that it had completed its
acquisition of Woronoco Bancorp, Inc. ("Woronoco") and that Woronoco
stockholders will receive approximately 2,534,310 shares of Berkshire Hills
common stock and cash payments totaling approximately $35,145,540. To clarify,
the number of Berkshire Hills shares stated includes only the shares to be
issued to Woronoco stockholders who made an election of stock or a combination
of cash and stock, but does not include 394,482 shares to be issued to those
Woronoco stockholders who failed to make an election. The total number of
Berkshire Hills shares to be issued therefore is 2,928,792.
SIGNATURE
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.
BERKSHIRE HILLS BANCORP, INC.
Date: June 2, 2005 By: /s/ Gerald A. Denmark
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Name: Gerald A. Denmark
Title: Secretary