- Filing of certain prospectuses and communications in connection with business combination transactions (425)
January 15 2010 - 8:22AM
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): January 15, 2010
MIDWEST BANC HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
001-13735
(Commission File Number)
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Delaware
(State or other Jurisdiction of Incorporation)
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36-3252484
(I.R.S. Employer Identification No.)
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501 West North Avenue
Melrose Park, Illinois 60160
(Address of Principal Executive Offices)
(708) 865-1053
(Registrants Telephone Number, Including Area Code)
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:
þ
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Item 8.01.
Other Events
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On January 15, 2010, Midwest Banc Holdings, Inc. (the Company) announced an extension of the
expiration date of its offer to exchange newly issued shares of its Common Stock for outstanding
Depositary Shares, $25.00 liquidation amount per share, each representing a 1/100th fractional
interest in a share of the Companys Series A Noncumulative Redeemable Convertible Perpetual
Preferred Stock, until 5:00 p.m., New York City time, on Thursday, January 21, 2010, unless further
extended by the Company.
Attached as Exhibit 99.1 is a copy of the Companys press release announcing the extension of
the exchange offer, which is incorporated herein by reference.
Item 9.01.
Financial Statements and Exhibits
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(d) Exhibits
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Exhibit
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Description of Exhibit
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99.1
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Press release dated January 15, 2010.
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2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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MIDWEST BANC HOLDINGS, INC.
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Date: January 15, 2010
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By:
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/s/ JoAnn Sannasardo Lilek
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JoAnn Sannasardo Lilek
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Executive Vice President and
Chief Financial
Officer
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3
INDEX TO EXHIBITS
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Exhibit
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Description of Exhibit
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99.1
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Press release dated January 15, 2010.
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4
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