UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Delaware
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(State or Other Jurisdiction of Incorporation)
0-21210 84-0922335
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(Commission File Number) (I.R.S. Employer Identification Number)
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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:
|_| 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))
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
Item 1.01 Entry to a Material Definitive Agreement
The Registrant and its wholly owned subsidiary, RS Holdings, LLC, which entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") on February 8, 2008, with Reclamation Surety Holding Company, Inc. ("RSH"), pursuant to which the Registrant will acquire RSH and its subsidiaries, Cumberland Surety, Inc. and Newbridge Services, Inc., have agreed with RSH to amend the Merger Agreement by extending the date for closing until October 31, 2008. In consideration of the Amendment, the Registrant released the escrowed deposit of $50,000 for the benefit of the RSH shareholders. All other terms and conditions of the Merger Agreement were ratified and affirmed.
A copy of the Amendment is included as Exhibit 99.1. The Merger Agreement was filed on February 13, 2008 and is incorporated herein by reference.
SECTION 9. FINANCIAL STATEMENTS & EXHIBITS
(a) Financial Statements of Business Acquired
None.
(b) Pro Forma Financial Information
None.
(c) Shell Company Transactions
None.
(d) Exhibits
99.1 First Amendment to Agreement and Plan of Merger
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.
Jacobs Financial Group, Inc.
/s/ John M. Jacobs
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Date: July 9, 2008 John M. Jacobs
President
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EXHIBIT 99.1
The undersigned parties to the Agreement and Plan of Merger (the "Agreement") among Jacobs Financial Group, Inc., RS Holdings, LLC and Reclamation Surety Holding Company, Inc., dated February 8, 2008, do hereby agree to amend the Agreement as follows:
1. Section 8.1(b) of the Agreement is amended by striking the date, June 30, 2008, that appears therein and replacing it with October 31, 2008.
2. The Deposit shall be released to the RSH Shareholder Representatives for the benefit of the RSH Shareholders as of the date of this Amendment pursuant to the parties execution and delivery to the Escrow Agent of the Joint Instructions in the form attached hereto.
3. In all other respects the Agreement is ratified and affirmed.
Witness the signatures of the parties to this First Amendment to the Agreement as of the 24th day of June, 2008.
JACOBS FINANCIAL GROUP, INC.
By: /s/ John M. Jacobs ____________________________ Name: John M. Jacobs Title: President |
RS HOLDINGS LLC.
By: /s/ John M. Jacobs ____________________________ Name: John M. Jacobs Title: President |
RECLAMATION SURETY HOLDING
COMPANY, INC.
By: /s/ William S. Patterson ____________________________ Name: William S. Patterson Title: President |
RSH SHAREHOLDER REPRESENTATIVES
/s/ William S. Patterson ____________________________ Name: William S. Patterson /s/ Nelson Radwan ____________________________ Name: Nelson Radwan |