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 (Date of earliest event reported): February 5, 2008
1st Independence Financial Group, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
0-26570 61-1284899
(Commission File Number) (IRS Employer Identification No.)
8620 Biggin Hill Lane, Louisville, Kentucky 40220-4117
(Address of Principal Executive Offices) (Zip Code)
(502) 753-0500
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(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 (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.
As previously reported, on or about May 28, 2004, a complaint was filed in the
Circuit Court of Anderson County in the Commonwealth of Kentucky by Larry
Sutherland, Judy Sutherland, John Henry Disponett, Brenda Disponett, Todd Hyatt,
Lois Ann Disponentt, Sue Saufley, and Hugh Coomer (the "Plaintiffs"). Soon
thereafter, an amended complaint was filed which added Lois Hawkins and Norma K.
Barnett as Plaintiffs. The lawsuit resulted from offers to purchase securities
made by 1st Independence Financial Group, Inc. (the "Company") in connection
with an offer to purchase up to 300,000 shares of its stock in a tender offer on
or about May 28, 2003 (the "Tender Offer"). The Plaintiffs alleged that the
Company made certain material misrepresentations in connection with certain
statements made in the Tender Offer.
Further, on July 18, 2007, a jury in the Circuit Court of Anderson County in
the Commonwealth of Kentucky returned an adverse verdict against the Company
awarding damages to the Plaintiffs of $403,620.
The Company has now entered into a settlement with each of the Plaintiffs
resolving the litigation. Under the terms of the settlement, the Company will
pay an aggregate amount equal to $281,287.73 to the Plaintiffs. Upon payment in
full of the amount stated above, the judgment against the Company will be
satisfied and the litigation will be dismissed with prejudice.
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.
1st INDEPENDENCE FINANCIAL GROUP, INC.
Date: February 5, 2008 By: /s/ R. Michael Wilbourn
--------------------------
R. Michael Wilbourn
Executive Vice President
and Chief Financial Officer