Harleysville National Corp - Current report filing (8-K)
November 05 2007 - 3:12PM
Edgar (US Regulatory)
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):
|
November
1, 2007
|
__________________________________________
(Exact
name of registrant as specified in its charter)
Pennsylvania
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0-15237
|
23-2210237
|
_____________________
(State
or other jurisdiction
|
_____________
(Commission
|
______________
(I.R.S.
Employer
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
|
|
|
483
Main Street, Harleysville, Pennsylvania
|
|
19438
|
_________________________________
(Address
of principal executive offices)
|
|
___________
(Zip
Code)
|
Registrant’s
telephone number, including area code:
|
215-256-8851
|
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
On
November 5, 2007, Harleysville
National Corporation issued a press release announcing shareholder approval
of
the previously-announced merger transaction in which Harleysville Corporation
will acquire East Penn Financial Corporation. The special meeting of
shareholders of East Penn Financial Corporation was held on November 1, 2007
at
6:00 PM at the Allen Organ Company, 3370 Route 100, Macungie, PA
18062. The East Penn Financial shareholders approved and adopted the
Agreement and Plan of Merger dated as of May 15, 2007, as amended August 29,
2007, between Harleysville National Corporation and East Penn Financial
Corporation, which provides, among other things for the merger of East Penn
Financial Corporation with and into a wholly owned subsidiary of Harleysville
National Corporation, and the conversion of each share of East Penn Financial
Corporation common stock outstanding immediately prior to the merger into cash
or shares of Harleysville National Corporation common stock with cash in lieu
of
fractional shares.
Harleysville
National Corporation has received all necessary regulatory approvals for
completion of the merger, subject only to receiving final clearance from the
Office of the Comptroller of the Currency to consummate the merger of East
Penn
Financial Corporation’s wholly owned bank subsidiary, East Penn Bank, with and
into Harleysville National Corporation’s wholly owned national bank subsidiary,
Harleysville National Bank and Trust Company. The merger is currently
expected to be effective on or about November16, 2007.
A
copy of the press release is attached as Exhibit 99.1.
Item
9.01
Financial
Statements and Exhibits
Exhibit
99.1: Press Release issued by Harleysville National Corporation dated November
5, 2007 titled “Harleysville National Corporation Announces Merger Approval by
East Penn Financial Corporation Shareholders.”
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.
HARLEYSVILLE
NATIONAL
CORPORATION
Dated:
November 5,
2007
/s/
George S. Rapp
George
S. Rapp, EVP and Chief
Financial Officer
EXHIBIT
INDEX
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Page
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Exhibit
99.1: Press Release issued by Harleysville National Corporation dated
November 5, 2007 titled “Harleysville National Corporation Announces
Merger Approval by East Penn Financial Corporation
Shareholders”
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5
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