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): July 30, 2014
(Exact name of registrant as specified
in its charter)
Florida |
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001-34462 |
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65-0925265 |
(State of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
One
North Federal Highway, Boca Raton, Florida |
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33432 |
(Address of principal executive offices) |
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(Zip Code) |
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):
o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
1ST UNITED BANCORP, INC.
FORM 8-K
CURRENT REPORT
Item 7.01. Regulation FD
Disclosure.
On July 30, 2014, 1st United Bancorp,
Inc. (the “Registrant”) issued a press release announcing that its board of directors has declared a quarterly cash
dividend of $0.02 per share on shares of 1st United common stock, payable on August 26, 2014 to shareholders of record as of the
close of business on August 11, 2014. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated
by reference herein.
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
The foregoing contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to those regarding the proposed
Merger. Such statements are not historical facts and include expressions about management’s confidence and strategies and
management’s expectations about new and existing programs and products, relationships, opportunities, taxation, technology
and market conditions. These statements may be identified by such forward-looking terminology as “expect,” “believe,”
“view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,”
“usually,” “anticipate,” or similar statements or variations of such terms. Such forward-looking statements
involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that
may cause actual results to differ from those contemplated by such forward-looking statements include, but are not limited to,
the following: failure to obtain shareholder or regulatory approval for the merger of 1st United with Valley or to satisfy other
conditions to the Merger on the proposed terms and within the proposed timeframe; delays in closing the Merger; reaction to the
Merger of 1st United’s customers and employees; the diversion of management’s time on issues relating to the Merger;
the inability to realize expected cost savings and synergies from the merger of 1st United with Valley in the amounts or in the
timeframe anticipated; changes in the estimate of non-recurring charges; costs or difficulties relating to integration matters
might be greater than expected; changes in the stock price of Valley prior to closing; material adverse changes in Valley’s
or 1st United’s operations or earnings; the inability to retain 1st United’s customers and employees; or a decline
in the economy, mainly in New Jersey, New York and Florida, as well as the risk factors set forth in 1st United’s Annual
Report on Form 10-K for the year ended December 31, 2013 and Valley’s Annual Report on Form 10-K for the year ended December
31, 2013. 1st United assumes no obligation for updating any such forward-looking statement at any time.
Item 9.01. Financial Statements and Exhibits.
(d) |
Exhibits. |
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99.1 |
Press Release, dated July 30, 2014, announcing the declaration of a quarterly cash dividend. |
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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1ST UNITED BANCORP, INC. |
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Date: July 30, 2014 |
By: |
/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 |
Description |
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99.1 |
Press Release, dated July 30, 2014, announcing the declaration of a quarterly cash dividend. |
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact:
Rudy E. Schupp
Chief Executive Officer
(561) 616-3020
John Marino
President and Chief Financial Officer
(561) 616-3046
1st United Bancorp, Inc. Announces
Second Quarter Dividend
BOCA RATON, FLA. — July
30, 2014—1st United Bancorp, Inc. (“1st United”) (Nasdaq: FUBC), the holding company
for 1st United Bank, a Florida chartered commercial bank, announced today that its board of directors has declared a
cash dividend of $0.02 per share on shares of 1st United common stock, payable on August 26, 2014 to shareholders of
record as of the close of business on August 11, 2014.
About 1st United Bancorp, Inc.
1st United is a financial holding
company headquartered in Boca Raton, Florida. 1st United’s principal subsidiary, 1st United Bank, is
a Florida chartered commercial bank, which operates 21 branches in South and Central Florida, including Brevard, Broward, Hillsborough,
Indian River, Miami-Dade, Orange, Palm Beach, and Pinellas Counties. 1st United’s principal executive office and
mailing address is One North Federal Highway, Boca Raton, FL 33432 and its telephone number is (561) 362-3431. 1st United’s
stock is listed on the NASDAQ Global Select Market under the symbol “FUBC”.
Forward Looking Statements
The foregoing contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to those regarding the proposed
Merger. Such statements are not historical facts and include expressions about management’s confidence and strategies and
management’s expectations about new and existing programs and products, relationships, opportunities, taxation, technology
and market conditions. These statements may be identified by such forward-looking terminology as “expect,” “believe,”
“view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,”
“usually,” “anticipate,” or similar statements or variations of such terms. Such forward-looking statements
involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that
may cause actual results to differ from those contemplated by such forward-looking statements include, but are not limited to,
the following: failure to obtain shareholder or regulatory approval for the merger of 1st United with Valley or to satisfy other
conditions to the Merger on the proposed terms and within the proposed timeframe; delays in closing the Merger; reaction to the
Merger of 1st United’s customers and employees; the diversion of management’s time on issues relating to the Merger;
the inability to realize expected cost savings and synergies from the merger of 1st United with Valley in the amounts or in the
timeframe anticipated; changes in the estimate of non-recurring charges; costs or difficulties relating to integration matters
might be greater than expected; changes in the stock price of Valley prior to closing; material adverse changes in Valley’s
or 1st United’s operations or earnings; the inability to retain 1st United’s customers and employees; or a decline
in the economy, mainly in New Jersey, New York and Florida, as well as the risk factors set forth in 1st United’s Annual
Report on Form 10-K for the year ended December 31, 2013 and Valley’s Annual Report on Form 10-K for the year ended December
31, 2013. 1st United assumes no obligation for updating any such forward-looking statement at any time.
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