0001437749-12-005108.txt : 20120515 0001437749-12-005108.hdr.sgml : 20120515 20120515162756 ACCESSION NUMBER: 0001437749-12-005108 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120515 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120515 DATE AS OF CHANGE: 20120515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MetroCorp Bancshares, Inc. CENTRAL INDEX KEY: 0001068300 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 760579161 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25141 FILM NUMBER: 12845170 BUSINESS ADDRESS: STREET 1: 9600 BELLAIRE BOULEVARD STREET 2: SUITE 252 CITY: HOUSTON STATE: TX ZIP: 77036 BUSINESS PHONE: (713) 776-3876 MAIL ADDRESS: STREET 1: 9600 BELLAIRE BOULEVARD STREET 2: SUITE 252 CITY: HOUSTON STATE: TX ZIP: 77036 FORMER COMPANY: FORMER CONFORMED NAME: METROCORP BANCSHARES INC DATE OF NAME CHANGE: 19980814 8-K 1 metro_8k-051512.htm FORM 8-K metro_8k-051512.htm
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

Date of Report (Date of earliest event reported):  May 15, 2012

METROCORP BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
 

Texas
000-25141
76-0579161
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)


9600 Bellaire Boulevard, Suite 252
Houston, Texas 77036
(Address of principal executive offices including zip code)


Registrant’s telephone number, including area code:  (713) 776-3876


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))

 
 
 
 
Item 8.01      Other Events.
 
On May 15, 2012, MetroCorp Bancshares, Inc. issued a press release announcing the commencement of a registered offering of its common stock (the “Offering”). MetroCorp Bancshares, Inc. is conducting the Offering pursuant to a shelf registration statement on Form S-3 (File No. 333-180889), declared effective by the Securities and Exchange Commission on May 7, 2012. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
 
Item 9.01Financial Statements and Exhibits.
 
(d)  Exhibits.  The following is furnished as an exhibit to this Current Report on Form 8-K:
                               
 
Exhibit
Number
 Description of Exhibit
 
 
99.1
Press Release issued by MetroCorp Bancshares, Inc. dated May 15, 2012.
 
 
 
 
 
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.
 

 
METROCORP BANCSHARES, INC.
(Registrant)
  
       
       
Dated:  May 15, 2012 By:   /s/ George M. Lee  
    George M. Lee  
    Executive Vice Chairman, President and Chief Executive Officer  

 
 
 
                                                                                                                                            
EXHIBIT INDEX

 
Exhibit
Number
 Description of Exhibit
 
99.1
Press Release issued by MetroCorp Bancshares, Inc. dated May 15, 2012.
 
 EX-99.1 2 ex99-1.htm EXHIBIT 99.1 ex99-1.htm
Exhibit 99.1
 
MetroCorp Bancshares, Inc. Announces Commencement of Public Offering of
$40 Million of its Common Stock

HOUSTON, TX, May 15, 2012 – MetroCorp Bancshares, Inc. (the "Company") (Nasdaq: MCBI) announced today that it is commencing an underwritten public offering of $40 million of its common stock. Keefe, Bruyette & Woods, Inc. is acting as the sole underwriter for the offering.  The Company intends to grant the underwriter an option to purchase up to an additional 15% of the common stock sold to cover over-allotments, if any.

The Company expects to use the proceeds from the offering for general corporate purposes, which may include, without limitation, investments at the holding company level, providing capital to support the growth of the Company’s subsidiary banks, de novo branching and expansion and acquisitions or other business opportunities, including FDIC-assisted transactions. The Company also may seek the approval of its regulators to utilize a portion of the proceeds of this offering and other cash available to the Company to repurchase all or a portion of the $45.0 million of Series A Preferred Stock and the warrant to purchase common stock that the Company issued to the U.S. Department of the Treasury in connection with the Company’s participation in Treasury’s Capital Purchase Program.

This announcement shall not constitute an offer to sell or the solicitation of an offer to buy shares of the Company’s common stock nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The offering will be made only by means of a prospectus and related prospectus supplement that have been filed as part of an effective shelf registration statement with the Securities and Exchange Commission on Form S-3 (Registration No. 333-180889).  Copies of the prospectus and related prospectus supplement may be obtained from the SEC's Web site at: www.sec.gov.  Alternatively, you may obtain a copy of the prospectus by contacting Keefe, Bruyette & Woods, Inc., Attention: Equity Capital Markets, 787 Seventh Avenue, 4th Floor, New York, NY 10019, telephone (800) 966-1559.
 
The Company is a Texas based bank holding company that provides a full range of commercial and consumer banking services through its wholly owned subsidiaries, MetroBank, N.A. in Texas and Metro United Bank in California. The Company has 13 full service banking locations in the greater Houston and Dallas, Texas metropolitan areas, and six full service banking locations in the greater San Diego, Los Angeles and San Francisco, California metropolitan areas. On a consolidated basis, as of March 31, 2012, the Company had approximately $1.50 billion in assets, $1.05 billion in total loans, $1.26 billion in deposits and $167.4 million in total shareholders’ equity.

Forward-Looking Statements

Certain statements contained in this press release may be deemed to be forward-looking statements under federal securities laws, and the Company intends that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements include, but are not limited to, statements regarding the proposed public offering and the anticipated use of proceeds of the offering. The Company cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by the forward-looking statements contained herein. Such factors include (a) changes in market conditions or in prices of the Company's common stock; (b) changes in the market for the Company's products and services; and (c) other risks as detailed in the prospectus referred to above and in the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2012, and subsequent filings with the Securities and Exchange Commission.


For more information contact:
MetroCorp Bancshares, Inc., Houston
George Lee, Executive Vice Chairman, President & CEO, (713) 776-3876