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Section 1: 8-K (FORM 8-K)

Document


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): July 31, 2019 

____________________________________________________________
GLACIER BANCORP, INC.
(Exact name of registrant as specified in its charter)
____________________________________________________________
Montana
000-18911
81-0519541
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
49 Commons Loop
Kalispell,
Montana
59901
(Address of principal executive offices)
(Zip Code)
(406)
756-4200
(Registrant’s telephone number, including area code)
____________________________________________________________

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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
GBCI
NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 August 1, 2019, Glacier Bancorp, Inc., Kalispell, Montana, announced the completion of the acquisition of Heritage Bancorp and its wholly owned subsidiary Heritage Bank of Nevada (“Heritage Bank”), effective July 31, 2019. The former branches of Heritage Bank in Nevada will operate as a division of Glacier Bank under the name “Heritage Bank of Nevada, division of Glacier Bank.”

Item 9.01
FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits:

See Exhibit Index below.

EXHIBIT INDEX

Exhibit     Description                                    
99.1        Press Release dated August 1, 2019






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.


Dated:
August 1, 2019
GLACIER BANCORP, INC.
 
 
 
 
 
 
By:
/s/ Randall M. Chesler
 
 
 
Randall M. Chesler
 
 
 
President and Chief Executive Officer




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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


399014053_gbcilogostatesmay2019.jpg

NEWS RELEASE
August 1, 2019

FOR IMMEDIATE RELEASE
CONTACT: Randall M. Chesler, CEO
 
(406) 751-4722
 
Ron J. Copher, CFO
 
(406) 751-7706

GLACIER BANCORP, INC. COMPLETES ACQUISITION OF
HERITAGE BANCORP IN RENO, NEVADA

KALISPELL, MONTANA (GLOBE NEWSWIRE) - Glacier Bancorp, Inc. (“Glacier” or the “Company”) (NASDAQ:GBCI) today announced the completion of its acquisition of Heritage Bancorp (“Heritage”), the bank holding company for Heritage Bank of Nevada, a community bank based in Reno, Nevada. Heritage Bank of Nevada provides banking services to individuals and businesses throughout Northwestern Nevada with seven branches and banking offices located in Carson City, Gardnerville, Reno and Sparks, and will operate as a new division of Glacier Bank under the name “Heritage Bank of Nevada, division of Glacier Bank”. At June 30, 2019, Heritage had total assets of approximately $842 million.

About Glacier Bancorp, Inc.

Glacier Bancorp, Inc. is the parent company for Glacier Bank, Kalispell and its bank divisions: Bank of the San Juans (Durango, CO), Citizens Community Bank (Pocatello, ID), Collegiate Peaks Bank (Buena Vista, CO), First Bank of Montana (Lewistown, MT), First Bank (Powell, WY), First Community Bank Utah (Layton, UT), First Security Bank of Bozeman (Bozeman, MT), First Security Bank of Missoula (Missoula, MT), First State Bank (Wheatland, WY), Heritage Bank of Nevada (Reno, NV), Mountain West Bank (Coeur d’Alene, ID), North Cascades Bank (Chelan, WA), The Foothills Bank (Yuma, AZ), Valley Bank of Helena (Helena, MT), and Western Security Bank (Billings, MT). Visit Glacier’s website at http://www.glacierbancorp.com.

Forward-Looking Statements

This news release includes or may imply forward-looking statements pertaining to management’s expectations regarding future events and developments such as the benefits of the business combination transaction involving Glacier and Heritage, continued success of Glacier’s style of banking and the strength of the local economies in which Glacier operates. Future events are difficult to predict, and the expectations described above are necessarily subject to risk and uncertainty that may cause actual results to differ materially and adversely. In addition to discussions about risks and uncertainties set forth from time to time in Glacier’s public filings, factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, the following possibilities: (1) local, national and





international economic conditions are less favorable than expected or have a more direct and pronounced effect on Glacier than expected and adversely affect Glacier’s ability to continue its internal growth at historical rates and maintain the quality of its earning assets; (2) projected business increases following strategic expansion or opening or acquiring new banks and/or branches are lower than expected; (3) costs or difficulties related to the integration of acquisitions are greater than expected; or (4) legislation or regulatory requirements or changes adversely affect the businesses in which Glacier is engaged.



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