Current Report Filing (8-k)
December 11 2012 - 5:06PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
December 11, 2012
(Exact name of registrant as specified
in its charter)
Florida
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001-34462
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65-0925265
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(State of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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One
North Federal Highway, Boca Raton, Florida
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33432
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including
area code:
(561) 362-3435
___________________________________________________
(Former Name or Former Address, if Changed
Since Last Report)
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
(see General Instruction A.2. below):
£
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))
1
ST
UNITED BANCORP, INC.
FORM 8-K
CURRENT REPORT
Item 7.01. Regulation FD
Disclosure.
On December 11,
2012, 1
st
United Bancorp, Inc. (the “Registrant”) issued a press release announcing that its board of directors
has declared a special cash dividend on the Registrant’s common stock of $0.10 per share, payable December 28, 2012, to shareholders
of record as of the close of business on December 21, 2012. The press release also announced that the Registrant’s board
of directors has also indicated that 1
st
United anticipates commencing the payment of regular quarterly dividends initially
of $0.01 per share on its common stock beginning in the first quarter of 2013.
The information
furnished under Item 7.01 of this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as
shall be expressly set forth by specific reference in such filing.
Forward Looking
Statements
Any non-historical
statements in this Current Report are “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements are based on current plans and expectations that are subject to uncertainties
and risks, which could cause 1
st
United’s future results to differ materially. The following factors, among others,
could cause our actual results to differ: the ability of our wholly owned subsidiary, 1
st
United Bank, to declare and
pay dividends to us; growth and profitability of both our interest and noninterest income; the failure to achieve expected gains
and revenue growth; our ability to integrate the business and operations of companies and banks that we have acquired, and those
that we may acquire in the future; the accuracy of our financial statement estimates and assumptions, including the estimate of
our loan loss provision; our ability to comply with the extensive laws and regulations to which we are subject; our need and our
ability to incur additional debt or equity financing; the strength of the United States economy in general and the strength of
the local economies in which we conduct operations; the effects of harsh weather conditions, including hurricanes, and man-made
disasters; inflation, interest rate, market, and monetary fluctuations; the effects of our lack of a diversified loan portfolio,
including the risks of geographic and industry concentrations; the frequency and magnitude of foreclosure of our loans; legislative
and regulatory changes; the willingness of clients to accept third-party products and services rather than our products and services
and vice versa; changes in securities and real estate markets; increased competition and its effect on pricing; technological changes;
changes in monetary and fiscal policies of the U.S. Government; the effects of security breaches and computer viruses that may
affect our computer systems; changes in consumer spending and saving habits; changes in accounting principles, policies, practices
or guidelines; anti-takeover provisions under federal and state law as well as our articles of incorporation and our bylaws; and
our ability to manage the risks involved in the foregoing. These factors, as well as additional factors, can be found in our periodic
and other filings with the SEC, which are available at the SEC’s internet site (http://www.sec.gov). Actual results may differ
materially from projections and could be affected by a variety of factors, including factors beyond our control. Forward-looking
statements in this Current Report speak only as of the date of the Current Report, and 1
st
United assumes no obligation
to update forward-looking statements or the reasons why actual results could differ.
Item 9.01. Financial Statements and Exhibits.
99.1
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Press Release, dated December 11, 2012, announcing payment of special dividend.
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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.
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1
ST
UNITED BANCORP, INC.
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Date:
December 11, 2012
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By:
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/s/ John Marino
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John Marino,
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President and Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number
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Description
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99.1
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Press Release, dated December 11, 2012, announcing payment of special dividend.
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