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
May 23, 2003
Date of Report (Date of earliest event reported)
TRUSTMARK CORPORATION
(Exact name of registrant as specified in its charter)
Mississippi 0-3683 64-0471500
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
248 East Capitol Street
Jackson, MS 39201
(Address, including zip code, of principal executive office)
(601) 208-5111
(Registrant's telephone number, including area code)
Item 5. Other Events
On May 22, 2003, Trustmark Corporation (Trustmark) (NASDAQ:TRMK) and The Banc
Corporation, Birmingham, Alabama, (NASDAQ:TBNC) jointly announced the signing of
a Letter of Intent pursuant to which Trustmark National Bank will acquire seven
Florida branches of The Bank, known as the Emerald Coast Division, serving the
markets from Destin to Panama City for a $46.8 million deposit premium. The
Letter of Intent, which is subject to due diligence, the negotiation of a
definitive purchase and assumption agreement and regulatory approval,
contemplates the assumption of all deposit accounts, the purchase of selected
loans and the purchase of the seven Emerald Coast branch locations. At March 31,
2003, the Emerald Coast branches reported deposits of $205 million and loans of
$230 million. The proposed transaction is expected to close during the third
quarter of 2003.
Richard G. Hickson, Chairman and CEO of Trustmark, stated, "We are delighted to
expand Trustmark's franchise in the dynamic Destin and Panama City, Florida
markets. The associates and advisory directors of the Emerald Coast operations
of The Bank are well-respected and share our commitment to customer
satisfaction. The customers of these branches and the demographics of these
markets represent an outstanding opportunity for Trustmark. We look forward to
building our franchise in Florida, one of the fastest growing and most desirable
markets in the southeast."
James A. Taylor, Chairman and CEO of The Banc Corporation commented, "This is a
significant transaction for The Banc Corporation and our shareholders. Trustmark
will be gaining a tremendous group of employees and a solid customer base. This
move will allow us to reallocate our resources into our Birmingham, Huntsville
and remaining Florida panhandle franchise where we anticipate significant growth
in the coming years. It will also increase our book value by approximately $1.70
per share."
In order to facilitate its entry into Florida, Trustmark has signed a definitive
agreement to acquire an existing Florida state bank charter from an unrelated
party. The merger of this Florida state bank charter into Trustmark National
Bank will provide Trustmark with the right to conduct business throughout
Florida. Trustmark will not be acquiring any loans or deposits as part of the
charter transaction, which is subject to regulatory approval and expected to be
completed during the third quarter of 2003.
Trustmark is a financial services company providing banking and financial
solutions through over 130 offices and 2,300 associates in Mississippi and
Tennessee. For additional information, visit Trustmark's web site at
www.trustmark.com.
The Banc Corporation is a $1.45 billion bank holding company headquartered in
Birmingham, Alabama. The principal subsidiary of The Banc Corporation is The
Bank, an Alabama commercial banking organization headquartered in Birmingham,
Alabama. The Bank currently has a total of thirty-four locations, twenty
throughout the state of Alabama and fourteen locations along Florida's emerald
coast and panhandle.
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Forward Looking Statements by Trustmark Corporation
This press release contains forward-looking statements within the meaning of and
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. A forward-looking statement in this press release
encompasses any estimate, prediction, expectation, projection, opinion,
anticipation, outlook or statement of belief included therein, as well as the
management assumptions underlying those forward-looking statements. Factors that
might cause future results to differ from such forward-looking statements are
described in Trustmark's filings with the Securities and Exchange Commission.
Trustmark undertakes no obligation to update or revise any of this information,
whether as the result of new information, future events or developments, or
otherwise.
Forward Looking Statements by The Banc Corporation
Statements in this document that are not historical facts are hereby identified
as "forward looking statements" for the purpose of the safe harbor provided by
Section 21E of the Securities Exchange Act of 1934 and Section 27A of the
Securities Act of 1933. The Banc Corporation cautions that such "forward looking
statements," wherever they occur in this document or in other statements
attributable to The Banc Corporation are necessarily estimates reflecting the
best judgment of The Banc Corporation's senior management and involve a number
of risks and uncertainties that could cause actual results to differ materially
from those suggested by the "forward looking statements." Such "forward looking
statements" should, therefore be considered in light of various important
factors set forth from time to time in The Banc Corporation's reports and
registration statements filed with the SEC.
The Banc Corporation disclaims any intent or obligation to update "forward
looking statements."
Trustmark's investor contacts are Zach Wasson, Executive Vice President and
Chief Financial Officer (601-208-6816), and Joseph Rein, First Vice President
(601-208-6898). Trustmark's media contact is Gray Wiggers, Senior Vice President
(601-208-5942).
The Banc Corporation's investor contact is Tom Jung, Senior Vice President and
Director of Marketing and Investor Relations (205-327-3547). The Banc
Corporation's media contact is Carolyn Miles of The Abernathy MacGregor Group
(212-371-5999).
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.
TRUSTMARK CORPORATION
BY: /s/ Richard G. Hickson BY: /s/ Zach L. Wasson
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Richard G. Hickson Zach L. Wasson
Chairman of the Board, President Treasurer (Principal
& Chief Executive Officer Financial Officer
DATE: May 23, 2003 DATE: May 23, 2003