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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): March 20, 2003
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FIRST CAPITAL, INC.
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(Exact name of registrant as specified in its charter)
Indiana 0-25023 35-2056949
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(State or other Jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
220 Federal Drive N.W., Corydon, Indiana 47112
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(Address of principal executive offices) (Zip Code)
(812) 738-2198
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report.)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
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On March 20, 2003, First Capital, Inc. ("First Capital") consummated its
acquisition of Hometown Bancshares, Inc. ("Hometown") pursuant to the Agreement
and Plan of Merger, dated as of September 25, 2002, by and between First Capital
and Hometown (the "Merger Agreement"). The merger was completed through the
merger of Hometown with and into First Capital with First Capital being the
surviving corporation in the merger. Pursuant to the terms of the Merger
Agreement, Hometown stockholders who elected to receive First Capital stock
received 2.487 shares of First Capital common stock and Hometown stockholders
who elected to receive cash received $46.50 in cash for each share of Hometown
common stock. Hometown stockholders who did not submit properly completed
election forms within the required timeframe received 0.773 shares of First
Capital common stock and $32.05 in cash for each share of Hometown stock. First
Capital issued a total of approximately 285,445 shares and paid a total of
approximately $5.3 million to the former Hometown stockholders. First Capital
issued the stock consideration out of its authorized but unissued shares and
received dividends from First Harrison Bank to pay the cash consideration. The
press release issued by First Capital announcing the consummation of the merger
is attached as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(a) The required financial statements will be filed by amendment to
this report no later than June 3, 2003.
(b) The required pro forma financial information will be filed by
amendment to this report no later than June 3, 2003.
(c) Exhibits: The following exhibits are filed as part of this
report:
Exhibit No. Description
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2.1 Agreement and Plan of Merger, dated as of
September 25, 2002, by and between First Capital,
Inc. and Hometown Bancshares, Inc. (Incorporated
by reference to First Capital's Current Report on
Form 8-K filed on September 30, 2002.)
99.1 Press Release, dated March 20, 2003
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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.
FIRST CAPITAL, INC.
Dated: March 24, 2003 By: /s/ William W. Harrod
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William W. Harrod
President and Chief Executive Officer
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