SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-15950
FIRST BUSEY CORPORATION
(Exact name of registrant as specified in its Charter)
Nevada 37-1078406
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
201 West Main Street
Urbana, Illinois 61801
(Address of principal executive (Zip Code)
offices)
(217) 384-4513
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Class A Common Stock without par value
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the Registrant was required to file such reports) and (2) has
been subject to such filing requirements for the past 90 days.
Yes X No
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 Regulation S-K is not contained herein, and will not be contained
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
As of February 28, 1997, the aggregate market value of the Class A
Common Stock held by non-affiliates was $89,195,556. Class B Common Stock
is held by affiliates. The market value of the Class A Common Stock is
based on the "Bid" price for such stock as reported in the National
Quotation Bureau's "Pink Sheets" on that date. Affiliates include all
directors, executive officers and beneficial holders owning 5% or more of
the shares.
Indicate the number of shares outstanding of each of the Registrant's
classes of common stock, as of the latest practicable date.
Class Outstanding at February 28, 1997
--------------------------------------- --------------------------------
Class A Common Stock, without par value 5,794,378
Class B Common Stock. without par value 1,125,000
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive Proxy Statement dated March 18, 1997 for
First Busey Corporation's Annual Meeting of Stockholders to be held April
16, 1997 (the "1997 Proxy Statement") are incorporated by reference into
Part III.
Part IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
EXHIBITS
Exhibit Description of Exhibit Sequentially
Number Numbered
Page
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3.1 Certificate of Incorporation of First Busey
Corporation (filed as Appendix B to First Busey's
definitive proxy statement filed with the Commission
on April 5, 1993 (Commission File No. 0-15950), and
incorporated herein by reference)
3.2 By-Laws of First Busey Corporation (filed as Appendix
C to First Busey's definitive proxy statement filed
with the Commission on April 5, 1993 (Commission File
No. 0-15950), and incorporated herein by reference)
10.1 First Busey Corporation 1993 Restricted Stock Award
Plan (filed as Appendix E to First Busey_s definitive
proxy statement filed with the Commission on April 5,
1993 (Commission File No. 0-15950), and incorporated
herein by reference)
10.2 First Busey Corporation 1986 Stock Option Plan (filed
as Exhibit 10.2 to First Busey's Registration
Statement on Form S-1 (Registration No. 33-13973), and
incorporated herein by reference)
10.3 First Busey Corporation Profit Sharing Plan and Trust
(filed as Exhibit 10.3 to First Busey's Registration
Statement on Form S-1 (Registration No. 33-13973), and
incorporated herein by reference)
10.4 Mortgage on County Plaza Building (filed as Exhibit
10.4 to First Busey's Registration Statement on Form S-
1 (Registration No. 33-13973), and incorporated herein
by reference)
10.5 Affiliation Agreement dated October l3, 1988 between
Community Bank of Mahomet and CBM Bank, Mahomet and
joined in by First Busey Corporation (filed as Exhibit
2.1 to First Busey's Registration Statement on Form S-
4 (Registration No. 33-25159), and incorporated herein
by reference)
10.6 Merger Agreement dated October 13, 1988 between
Community Bank of Mahomet and CBM Bank, Mahomet and
joined in by Busey Corporation (filed as Exhibit 2.2
to First Busey's Registration Statement on Form S-4
(Registration No. 33-25159), and incorporated herein
by reference)
10.7 First Busey Corporation Employee Stock Ownership Plan
(filed as Exhibit 10.7 to First Busey's Annual Report
on Form 10-K for the fiscal year ended December 31,
1988 (Registration No. 2-66201), and incorporated
herein by reference)
Exhibit Description of Exhibit Sequentially
Number Numbered
Page
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10.8 First Busey Corporation 1988 Stock Option Plan (filed
as Exhibit 10.8 to First Busey's Annual Report on Form
10-K for the fiscal year ended December 31, 1988
(Registration No. 2-66201), and incorporated herein by
reference)
10.9 Affiliation Agreement dated as of April 10, 1989
between First Busey Corporation and St. Joseph
Bancorp, Inc. (filed as Exhibit 2.1 to First Busey's
Corporation Statement on Form S-4 (Registration No. 33-
28926), and incorporated herein by reference)
10.10 Agreement and Plan of Merger dated April 10, 1989
between First Busey Corporation and St. Joseph
Bancorp, Inc. (filed as Exhibit 2.2 to First Busey's
Registration Statement on Form S-4 (Registration No 33-
28926), and incorporated herein by reference)
10.11 Affiliation Agreement dated as of October 2, 1992
between First Busey Corporation and Empire Capital
Corporation (filed as Exhibit 2.1 to First Busey's
Registration Statement on Form S-4 (Registration No.
33-54664), and incorporated herein by reference)
21.1 List of Subsidiaries of First Busey Corporation*
23.1 Consent of Independent Public Accountants*
27 Financial Data Schedule*
99.1 Form 11-K Annual Report for First Busey Corporation
Profit Sharing Plan and Trust (Registration No. 33-
30095) for the fiscal year ended December 31, 1996*
99.1(A) Consent of Independent Accountants*
99.2 Form 11-K Annual Report for First Busey Corporation
Employee Stock Ownership Plan (Registration No. 33-
60402) for the fiscal year ended
December 31, 1996*
99.2(A) Consent of Independent Accountants
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*Previously filed.
FINANCIAL STATEMENT SCHEDULES
Financial statement schedules not included in this Form 10-K have
been omitted because they are not applicable for the required
information shown in the financial statements or notes thereto.
REPORTS ON FORM 8-K
No reports on Form 8-K have been filed for or on behalf of First Busey
Corporation during the last quarter or the period covered by this Form 10-K.
FORM S-8 UNDERTAKING
For the purposes of complying with the amendments to the rules governing
Form S-8 (effective July 13, 1990) under the Securities Act of 1933, the
undersigned registrant hereby undertakes as follows, which undertaking shall
be incorporated by reference into the registrant's Registration Statement
on Form S-8 File No. 33-30095.
Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act of 1933 and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the registrant of the expenses incurred or paid by a director, officer or
controlling person of the registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer, or controlling
person in connection with the securities being registered, the registrant
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Urbana,
Illinois on June 30, 1997.
FIRST BUSEY CORPORATION
BY //DOUGLAS C. MILLS//
--------------------
Douglas C. Mills
Chairman of the Board, President
and Chief Executive Officer
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Registration Statement on
Form S-8 (File No. 33-60402) under the Securities Act of 1933 of First Busey
Corporation of our report dated March 24, 1997 on our audits of the financial
statements of First Busey Corporation Employee Stock Ownership Plan and Trust as
of December 31, 1996 and 1995, and for each of the three years ended December
31, 1996 and supporting schedules as of December 31, 1996, which is included in
the Annual Report on Form 11-K for the year ended December 31, 1996.
McGLADREY & PULLEN, LLP
Champaign, Illinois
June 17, 1997