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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): January 22, 2007
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Meta Financial Group, Inc.
(Exact name of registrant as specified in its charter)
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Delaware 0-22140 42-1406262
(State or other jurisdiction of (Commission File (IRS Employer
incorporation or organization) Number) Identification No.)
121 East Fifth Street, Storm Lake, IA 50588
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (712) 732-4117
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:
[_] 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))
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TABLE OF CONTENTS
Section 1 Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
Section 2 Financial Information
Item 2.02 Results of Operations and Financial Condition.
Item 2.06 Material Impairments
Section 5 Corporate Government and Management
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain
Officers
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
Signatures
Exhibit Index
Exhibit 99.1
Exhibit 99.2
i
Section 1 Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
On January 31, 2007, the Registrant issued a news release
announcing the sale of four branch offices in Northwest Iowa.
The branches are located in Laurens, Sac City, Lake View, and
Odebolt, Iowa. The sale involves approximately $40.4 million
in deposits and $1.2 million in loans. The Registrant expects
to record a gain on the sale of these branches of
approximately $3.4 million. A copy of the press release is
attached as Exhibit 99.1 to this report and is incorporated
into this Item 1.01 by reference.
Section 2 Financial Information
Item 2.02 Results of Operations and Financial Condition
On January 31, 2007, the Registrant issued a news release
announcing its results of operations and financial condition
as of and for the three months ended December 31, 2006. A copy
of the press release is attached as Exhibit 99.2 to this
report and is incorporated into this Item 2.02 by reference.
The information in this Form 8-K, including the exhibits,
relating to this Item 2.02 shall not be deemed to be "filed"
for purposes of the Exchange Act, or otherwise subject to the
liabilities thereof, nor shall it be deemed to be incorporated
by reference in any filing under the Exchange Act or under the
Securities Act of 1933, as amended, except to the extent
specifically provided in any such filing.
Item 2.06 Material Impairments
(a) The Registrant and its subsidiaries, MetaBank and MetaBank
West Central (collectively the "Banks"), on January 29, 2007
determined that a material amount of their assets were
impaired under generally accepted accounting principles. The
assets affected include commercial loans totaling
approximately $5.1 million. The loans are secured by preferred
stock in a charter airline company, the residence of the
principal borrower, and an airplane (the "collateral"). Upon
review of the collateral, the Banks have determined that it is
probable that they will be unable to collect all principal and
interest amounts due according to the contractual terms of the
loan agreements. The Registrant has recorded a $4.95 million
provision for loan losses related to these assets effective
December 31, 2006.
(b) and (c) At this time, the Registrant is unable to estimate
the amount or range of amounts of the impairment charge and is
also unable to estimate
the amount or range of amounts of the impairment charge that
will result in future cash expenditures. The Registrant will
file an amended report on Form 8-K pursuant to this Item 2.06
within four business days after it makes a determination of
such estimates or range of estimates.
Section 5 Corporate Government and Management
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
On January 22, 2007, at the annual meeting of the shareholders
of the Registrant, the Registrant's shareholders adopted a
proposal to amend the Registrant's 2002 Omnibus Incentive Plan
(the "2002 Plan") to (i) increase from 200,000 shares to
400,000 shares the aggregate number of shares that may be
issued from time to time pursuant to the 2002 Plan; (ii)
modify certain provisions that may cause the 2002 Plan, and
the awards granted thereunder, to be subject to Section 409A
of the Internal Revenue Code and prevent potential adverse
consequences to the participants in the 2002 Plan; (iii)
reflect the name change of the Company from First Midwest
Financial, Inc. to Meta Financial Group, Inc.; and (iv) effect
certain other changes as set forth in the amendment to the
2002 Plan. A copy of the 2002 Plan and the amendment thereto
adopted by the Registrant's shareholders were filed as
exhibits to the Registrant's Proxy Statement on Schedule 14A
filed with the Commission on December 20, 2006.
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
The following Exhibits are being furnished herewith:
99.1 Press Release of Meta Financial Group, Inc., dated
January 31, 2007 regarding the sale of branches.
99.2 Press Release of Meta Financial Group, Inc, dated January
31, 2007 regarding the results of operations and financial
condition.
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.
META FINANCIAL GROUP, INC.
By: /s/ Jonathan M. Gaiser
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Jonathan M. Gaiser
Senior Vice President, Secretary, Treasurer,
and Chief Financial Officer
Dated: February 1, 2007
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
99.1 Press Release of Meta Financial Group, Inc. dated
January 31, 2007 regarding the sale of branches
99.2 Press Release of Meta Financial Group, Inc., dated January 31,
2007 regarding the results of operations and financial condition