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Re: A deleted message

Thursday, 01/10/2013 3:04:51 PM

Thursday, January 10, 2013 3:04:51 PM

Post# of 860
That was stated at the beginning of the 8K??

On January 1, 2013, First Place Financial Corp., a Delaware Corporation (the “Company”) completed the sale of substantially all of its assets, including all of the issued and outstanding shares of common stock of the Company’s wholly-owned subsidiaries, First Place Bank and First Place Holdings, Inc.


It kind of sounds like they also received the Company’s common securities?

On January 1, 2013, First Place Financial Corp., a Delaware Corporation (the “Company”) completed the sale of substantially all of its assets, including all of the issued and outstanding shares of common stock of the Company’s wholly-owned subsidiaries, First Place Bank and First Place Holdings, Inc., and certain other assets held in the name of the Company but used in the business of First Place Bank, to Talmer Bancorp, Inc., a Michigan corporation (the “Purchaser”) pursuant to the terms of the Amended and Restated Asset Purchase Agreement, dated as of December 14, 2012 (the “Amended Purchase Agreement”). In accordance with the Amended Purchase Agreement, the Purchaser also assumed $60 million in subordinated notes (the “Assumed Securities”) issued to First Place Capital Trust, First Place Capital Trust II and First Place Capital Trust III (the “Trust Preferred Issuers”) and received the Company’s common securities issued by the Trust Preferred Issuers, certain tax assets, and all cash and cash equivalents held by the Company.



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