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)    June 20, 2017    


SOUTHERN MISSOURI BANCORP, INC.

(Exact name of registrant as specified in its charter)


Missouri
 
000-23406
 
43-1665523
(State or other
 
(Commission File No.)
 
(IRS Employer
jurisdiction of incorporation)
     
Identification Number)

2991 Oak Grove Road, Poplar Bluff, Missouri
 
63901
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code:    (573) 778-1800

N/A

(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:

☐
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □

 
 
 
 

 

Item 8.01      Other Events

 

On June 20, 2017, the Company issued a press release (the "Press Release") announcing that it had successfully completed its previously announced at-the-market common stock offering raising gross proceeds of approximately $25.0 million.  A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01   Financial Statements and Exhibits.

(d) Exhibits
The following exhibit is filed herewith:
 
       
 
 
Exhibit
Number
  
Description
     
   99.1   Press Release dated June 20, 2017
       
     

 
2
 

 

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.


    SOUTHERN MISSOURI BANCORP, INC.
       
Date:  June 21, 2017
 
By:
/s/ Greg A. Steffens
     
Greg A. Steffens
     
President and Chief Executive Officer

 
 
 
 
 
 
 
 
 
 

 
3



EXHIBIT INDEX
 
 
Exhibit
Number
  
Description
     
   99.1   Press Release dated June 20, 2017
       
     



 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4
Exhibit 99.1




FOR IMMEDIATE RELEASE
Contact: Matt Funke, CFO
June 20, 2017
(573) 778-1800

SOUTHERN MISSOURI BANCORP ANNOUNCES COMPLETION OF
"AT-THE-MARKET" OFFERING OF SHARES OF COMMON STOCK

Poplar Bluff, Missouri - Southern Missouri Bancorp, Inc. (the "Company") (NASDAQ: SMBC), the parent corporation of Southern Bank (the "Bank"), today announced that it successfully completed an at-the-market common stock issuance.  A total of 794,762 shares of the Company's common stock were sold at a weighted average price of approximately $31.46 per share, representing gross proceeds to the Company of approximately $25.0 million.  Net proceeds from the transaction, after the sales commission and other expenses, are expected to be approximately $24.1 million, which will be used for general corporate purposes, including loan growth, additional liquidity, and working capital.  As previously announced, the Company entered into an At Market Issuance Sales Agreement with Keefe, Bruyette & Woods, a Stifel Company , who acted as the distribution agent in connection with the offering.
 
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.  You may obtain copies of the prospectus supplement and accompanying prospectus related to the offering without charge by visiting the SEC's website at www.sec.gov, or from Keefe, Bruyette & Woods, 787 Seventh Avenue, 4th Floor, New York, NY 10019 (telephone 800.966.1559).

About Southern Missouri Bancorp and Southern Bank

Southern Missouri Bancorp is a bank holding company with consolidated assets of approximately $1.7 billion that conducts business primarily through Southern Bank, its wholly owned banking subsidiary.  Southern Bank provides its customers with a full array of community banking services.  Southern Bank focuses on relationship banking through its headquarters in Poplar Bluff and 38 additional full service offices and three limited service offices in Missouri, Arkansas and Illinois.  More information about the Company and Southern Bank may be found on the Company's website at www.bankwithsouthern.com.
 
Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  These forward-looking statements are intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are those that are not historical facts.  Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond the Company's control).  Forward-looking statements often include the words "believes," "expects," "anticipates," "estimates," "forecasts," "intends," "plans," "targets," "potentially," "probably," "projects," "outlook" or similar expressions or future conditional verbs such as "may," "will," "should," "would" and "could."  The Company's actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance.  For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the Company's prospectus and prospectus supplement and the documents incorporated by reference therein.

The forward-looking statements are based upon management's beliefs and assumptions and are made as of the date of this press release.  The Company undertakes no obligation to publicly update or revise any forward-looking statements included in this press release or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law.  In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur and you should not put undue reliance on any forward-looking statements.