UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: June 2, 2010
INDEPENDENT BANK CORPORATION
(Exact name of registrant as
specified in its charter)
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Michigan (State or other jurisdiction of incorporation) |
0-7818 (Commission File Number) |
38-2032782 (IRS Employer Identification No.) |
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230 West Main Street Ionia, Michigan (Address of principal executive office) |
48846 (Zip Code) |
Registrant's telephone number,
including area code:
(616) 527-5820
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):
x 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 7.01 Regulation FD Disclosure.
On or about June 2, 2010, Independent Bank Corporation (the "Company") sent a letter to holders of the publicly-held trust preferred securities issued by IBC Capital Finance II (Nasdaq: IBCPO) in connection with the Company's offer to issue its common stock in exchange for its outstanding trust preferred securities (the "Exchange Offer") and a separate letter to the brokers, dealers, commercial banks, trust companies, and other nominees that may hold such trust preferred securities on behalf of the beneficial owners.
Copies of these letters are attached to this Current Report on Form 8-K as Exhibits 99.1 and 99.2, respectively, and are incorporated in this Item 7.01 by reference. The information disclosed under this Item 7.01 and Exhibits 99.1 and 99.2 are furnished to, and not filed with, the Commission. The letters are also being filed in accordance with Rule 425 under the Securities Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit |
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Description of Exhibits |
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99.1 |
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Letter to IBCPO Holders. This Exhibit is furnished to, and not filed with, the Commission. |
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99.2 |
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Letter to Brokers, Dealers, Commercial Banks, Trust Companies, and Other Nominees. This Exhibit is furnished to, and not filed with, the Commission. |
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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 thereunto duly authorized.
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INDEPENDENT BANK CORPORATION |
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(Registrant) |
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Date: June 4, 2010 |
/s/ Robert N. Shuster |
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By: Robert N. Shuster |
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Its: Executive VP and CFO |