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): April 25, 2006 (April 20, 2006)
RURBAN FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Ohio
|
|
0-13507
|
|
34-1395608 |
|
|
|
|
|
(State or other jurisdiction
|
|
(Commission File
|
|
(IRS Employer |
of incorporation or organization)
|
|
Number)
|
|
Identification No.) |
401 Clinton Street, Defiance, Ohio 43512
(Address of principal executive offices) (Zip Code)
(419) 783-8950
(Registrants telephone number, including area code)
Not Applicable
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition
On April 21, 2006, Rurban Financial Corp. (the Company) hosted a conference call and webcast
to discuss its results for the first fiscal quarter ended March 31, 2006. A copy of the script for
the conference call and webcast is furnished as Exhibit 99.1 and is incorporated herein by
reference.
The information in this Item 2.02, including Exhibit 99.1 furnished herewith, is being
furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities
Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that Section,
nor shall such information be deemed to be incorporated by reference in any registration statement
or other document filed under the Securities Act of 1933 (the Securities Act) or the Exchange
Act, except as otherwise stated in such filing.
Item 7.01 Regulation FD Disclosure
On April 20, 2006, the Company held its Annual Meeting of Stockholders. At the Annual
Meeting, the Company discussed its results for the first fiscal quarter ended March 31, 2006 and
issued guidance regarding projected performance for the 2006 fiscal year. A copy of the materials
presented at the Annual Meeting is furnished as Exhibit 99.2 and is incorporated herein by
reference.
The information in this Item 7.01, including Exhibit 99.2 furnished herewith, is being
furnished and shall not be deemed to be filed for purposes of Section 18 of the Exchange Act or
otherwise subject to the liabilities of that Section, nor shall such information be deemed to be
incorporated by reference in any registration statement or other document filed under the
Securities Act or the Exchange Act, except as otherwise stated in such filing.
Item 8.01 Other Events
On April 21, 2006, the Company hosted a conference call and webcast to discuss its results for
the first fiscal quarter ended March 31, 2006. A copy of the script for the conference call and
webcast is furnished as Exhibit 99.1 and is incorporated herein by reference.
On April 20, 2006, the Company held its Annual Meeting of Stockholders. At the Annual
Meeting, the Company discussed its results for the first fiscal quarter ended March 31, 2006 and
issued guidance regarding projected performance for the 2006 fiscal year. A copy of the materials
presented at the Annual Meeting is furnished as Exhibit 99.2 and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits
(a) |
|
Financial statements of business acquired Not Applicable |
|
(b) |
|
Pro forma financial information Not Applicable |
|
(c) |
|
Exhibits |
|
|
|
Exhibit No. |
|
Description |
99.1
|
|
Script of conference call and webcast conducted on April 21, 2006 |
|
|
|
99.2
|
|
Materials presented at Annual Meeting of Shareholders held April 20, 2006 |
-2-