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):
February 25, 2010
INTERMOUNTAIN COMMUNITY BANCORP
(Exact name of registrant as specified in its charter)
Idaho
(State or other jurisdiction of incorporation)
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000-50667
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82-0499463 |
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(Commission File Number)
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IRS Employer Identification No. |
414 Church Street
Sandpoint, Idaho 83864
(Address of principal executive offices) (zip code)
Registrants telephone number, including area code: (208) 263-0505
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligations of the registrant under any of the following provisions (see General Instruction
A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act of (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act of (17 CFR 240.13e-4(c))
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At a Special Meeting held on February 25, 2010, the shareholders of Intermountain Community
Bancorp, Sandpoint, Idaho (the Company), approved amending the Companys Amended and Restated
Articles of Incorporation to (i) increase the number of shares of common stock authorized for
issuance from 29,040,000 to 300,000,000 shares (Proposal No. 1); and (ii) effect a reverse stock
split by a ratio of not less than one-for-two and not more than one-for-ten at any time prior to
April 30, 2011, with the exact ratio to be determined by the Board, and to also reduce the number
of authorized shares of common stock available for issuance by the reverse stock split ratio
(Proposal No. 2). The shareholders further approved a proposal to authorize an adjournment of
the special meeting if deemed necessary (Proposal No. 3).
The Amendment to increase the number of shares of common stock was filed with the Idaho
Secretary of State on February 25, 2010. The amendment to effect the reverse stock split will not
be filed and become effective until such time as the Board, in its sole discretion, determines it
appropriate to implement the split to maximize the anticipated benefit of the shareholders.
The result of the shareholder vote on Proposal No. 1 was as follows:
Number of shares cast FOR: 6,664,523
Number of shares cast AGAINST: 597,504
Number of shares ABSTAINING: 17,500
Number of Broker Non-Votes: 0
The result of the shareholder vote on Proposal No. 2 was as follows:
Number of shares cast FOR: 6,743,538
Number of shares cast AGAINST: 520,362
Number of shares ABSTAINING: 15,626
Number of Broker Non-Votes: 0
The result of the shareholder vote on Proposal No. 3 was as follows:
Number of shares cast FOR: 6,835,086
Number of shares cast AGAINST: 397,743
Number of shares ABSTAINING: 41,944
Number of Broker Non-Votes: 0
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