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
December
9, 2009
Date of
Report (Date of earliest event reported)
TRUSTMARK
CORPORATION
(Exact
name of registrant as specified in its charter)
|
Mississippi
|
000-03683
|
64-0471500
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
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(IRS
Employer Identification No.)
|
|
248
East Capitol Street, Jackson, Mississippi
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39201
|
|
(Address of
principal executive offices)
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(Zip
Code)
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|
Registrant’s
telephone number, including area code:
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(601)
208-5111
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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
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01. Other Events.
On
December 9, 2009, Trustmark Corporation (“Trustmark”) redeemed all of the
215,000 outstanding shares of its Fixed Rate Cumulative Perpetual Preferred
Stock, Series A, (no par) liquidation preference $1,000 per share, (the
“Preferred Stock”), at a purchase price of $215.0 million plus the final accrued
dividend of approximately $716.7 thousand. The Preferred Stock and a
warrant exercisable for 1,647,931 shares of Trustmark common stock were issued
to the United States Department of the Treasury (the “Treasury”) on November 21,
2008 under the Treasury’s Troubled Asset Relief Program Capital Purchase Program
(the “CPP”).
As a
result of the redemption of the Preferred Stock, Trustmark will incur a
one-time, non-cash charge of approximately $8.2 million, or $0.14 per share, in
Trustmark’s fourth quarter financial statements for the unaccreted discount
recorded at the date of issuance of the Preferred Stock.
Trustmark
intends to seek agreement with the Treasury to repurchase the warrant
exercisable for 1,647,931 shares of Trustmark common stock, at its fair market
value. However, there can be no assurance that Trustmark will reach
agreement with the Treasury as to a fair market value of the warrant, or that
Trustmark will repurchase the warrant.
A copy of
the press release announcing the redemption Preferred Stock is attached hereto
as Exhibit 99.1.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
|
Exhibit Number
|
Description
of Exhibits
|
||
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99.1
|
News
release dated December 9, 2009
|
||
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.
TRUSTMARK
CORPORATION
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BY:
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/s/
Louis E. Greer
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Louis
E. Greer
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|
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Treasurer
and Principal Financial Officer
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|
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DATE:
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December 9,
2009
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EXHIBIT
INDEX
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Exhibit
Number
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Description
of Exhibits
|
|
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99.1
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News
release dated December 9,
2009
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|