UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 12, 2007
BOK FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Oklahoma 000-19341 73-1373454
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Bank of Oklahoma Tower, Boston Avenue at Second Street, Tulsa, Oklahoma 74172
(Address of principal executive offices)
Registrant's telephone number, including area code:
(918) 588-6000
N/A
(Former name or former address, if changes 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)).
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 1.01 - Entry Into a Material Definitive Agreement
On March 9, 2007, BOK Financial Corporation ("BOKF") entered into an
agreement to acquire Worth Bancorporation, Inc. ("Worth") for $127 million in
cash by merging Worth with a wholly owned subsidiary of BOKF. The acquisition
will add approximately $390 million in total assets, $272 million in net loans,
$344 million in deposits and five locations in the Fort Worth, Texas market to
BOKF. The merger is subject to regulatory approval and satisfaction of a number
of conditions contained in the Merger Agreement. A copy of the press release
announcing the Merger Agreement is attached as Exhibit 99.1 and a copy of the
Merger Agreement is attached as Exhibit 99.2.
The foregoing description of the transaction does not purport to be
complete and is qualified in its entirety by the Merger Agreement which is
incorporated herein by reference. The Merger Agreement has been included in this
Current Report on Form 8-K to provide investors and stockholders with
information regarding its terms. It is not intended to provide any other factual
information about Worth or its subsidiaries. The Merger Agreement contains
representations and warranties that the parties to the Merger Agreement made
solely for the benefit of each other. The assertions embodied in such
representations and warranties are qualified by information contained in a
confidential disclosure schedule that Worth delivered in connection with signing
the Merger Agreement.
ITEM 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 Text of press release dated March 12, 2007, BOK Financial
Acquires Worth Bancorporation, Inc. to Continue Fort Worth
Expansion
99.2 Merger Agreement Among BOK Financial Corporation, BOKF Merger
Corporation Number Twelve, Worth Bancorporation, Inc., and
Worth National Bank dated March 9, 2007
Signature
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.
BOK FINANCIAL CORPORATION
By: /s/ Steven E. Nell
--------------------------------
Steven E. Nell
Executive Vice President
Chief Financial Officer
Date: March 12, 2007