Unassociated Document
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): August 19, 2008
GLACIER
BANCORP, INC.
(Exact
name of registrant as specified in its charter)
Montana
(State
or
other jurisdiction of incorporation)
(Commission
File Number)
000-18911
|
(IRS
Employer Identification No.)
81-0519541
|
49
Commons Loop
Kalispell,
Montana 59901
(Address of principal executive offices) (zip code)
Registrant's
telephone number, including area code: (406)
756-4200
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations 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)
|
o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act of
(17 CFR
240.14d-2(b))
|
o |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act of
(17 CFR
240.13e-4(c))
|
Item
8.01 OTHER EVENTS
Glacier
Bancorp, Inc., Kalispell, Montana ("GBCI") entered into a Plan and Agreement
of
Merger (the “Merger Agreement”), effective August 19, 2008, with Bank of the San
Juans Bancorporation, Durango, Colorado (“SJ Bancorp”), owner of all the
outstanding capital stock of Bank of the San Juans (“SJ Bank”). Under the terms
of the Merger Agreement, SJ
Bancorp will merge with and into GBCI, and SJ Bank will become a wholly owned
subsidiary of GBCI (the “Merger”).
Effective
at the time of the Merger, the outstanding shares of SJ Bancorp will be
exchanged for a “unit” consisting of a fixed amount of cash and a fixed number
of GBCI shares, pursuant to the terms outlined in the Merger
Agreement.
Consummation
of the transaction is subject to several conditions, including receipt of
applicable regulatory approvals and approval by the shareholders of SJ Bancorp.
For information regarding the terms of the proposed transaction, reference
is
made to the press release dated August 19, 2008, which is attached as Exhibit
99.1 and incorporated herein by reference.
Item
9.01 FINANCIAL
STATEMENTS AND EXHIBITS
|
(a)
|
Financial
statements. - not applicable
|
|
(b)
|
Pro
forma financial information. - not
applicable
|
|
99.1
|
Press
Release dated August 19, 2008
|
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.
|
|
|
Dated: August
19, 2008
|
GLACIER
BANCORP,
INC. |
|
|
|
|
By: |
/s/ Ron
Copher |
|
Ron
Copher |
|
Chief
Financial Officer and
Treasurer
|