-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CcBOn99M+jBhCtvLSB85hRglUnO//pF7dqGnR9XzmWdS0ksZmuI9h6vCXY14EOtD GQu/sFD5X7KlXcY7MN6GZQ== 0000950159-04-000799.txt : 20040817 0000950159-04-000799.hdr.sgml : 20040817 20040817164246 ACCESSION NUMBER: 0000950159-04-000799 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040817 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040817 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENNSYLVANIA COMMERCE BANCORP INC CENTRAL INDEX KEY: 0001085706 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 251834776 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-78445 FILM NUMBER: 04982350 BUSINESS ADDRESS: STREET 1: 100 SENATE AVE CITY: CAMP HILL STATE: PA ZIP: 17001-8599 BUSINESS PHONE: 7179755630 MAIL ADDRESS: STREET 1: 100 SENATE AVE CITY: CAMP HILL STATE: PA ZIP: 17001-8599 8-K 1 pacommerce8k.txt ----------------------------------------- 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): August 17, 2004 PENNSYLVANIA COMMERCE BANCORP, INC. ----------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Pennsylvania 333-78445 25-1834776 - ---------------------------- -------------- ----------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No.) 100 Senate Avenue, Camp Hill, Pennsylvania 17011 ------------------------------------------------------------------------------ (Address of Principal Executive Offices) (zip code) (717) 975-5630 ------------------------------------------------------ (Telephone number, including area code) Item 9. Information to Be Included in the Report On August 17, 2004, Pennsylvania Commerce Bancorp, Inc. announced that it has filed a registration statement with the Securities and Exchange Commission for a proposed offering of 500,000 shares of its common stock, subject to market and other conditions. All of the shares will be offered by the Company. A copy of the press release is attached as Exhibit 99 to this report. 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. Pennsylvania Commerce Bancorp, Inc. -------------------------------------- (Registrant) Date: August 17, 2004 /s/ Gary L. Nalbandian -------------------------------------- Gary L. Nalbandian, Chairman and President /s/ Mark A. Zody -------------------------------------- Mark A. Zody, Chief Financial Officer (Principal Financial and Accounting Officer) EXHIBIT INDEX Exhibit No. DESCRIPTION ----------- -------------------- 99 Press Release of Pennsylvania Commerce Bancorp, Inc. dated August 17, 2004. EX-99 2 ex99.txt EXHIBIT 99.1 Contacts -------- Gary L. Nalbandian Mark A. Zody Chairman and President Chief Financial Officer (717) 975-5630 Pennsylvania Commerce Bancorp, Inc. ----------------------------------- Announces Filing for Public Offering of Common Stock ---------------------------------------------------- August 17, 2004 -Camp Hill, PA - Pennsylvania Commerce Bancorp, Inc. (Nasdaq Small Cap: COBH) announced today that it has filed a registration statement with the Securities and Exchange Commission for a proposed offering of 500,000 shares of its common stock, subject to market and other conditions. All of the shares will be offered by the Company. The Company also expects to grant the underwriters of the proposed offering a 30-day option to purchase up to 75,000 shares to cover over-allotments, if any. Sandler O'Neill & Partners LP is the sole bookrunner and lead manager for the offering and Janney Montgomery Scott LLC is the co-manager. The common stock offering may be made only by means of a prospectus. When available, copies of the preliminary prospectus relating to the offering may be obtained from Sandler O'Neill & Partners LLP, 919 Third Avenue, 6th Floor, New York, New York 10022. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time that the registration statement becomes effective. This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Pennsylvania Commerce Bancorp, Inc. is a $1.18 billion bank holding company headquartered in Camp Hill, Pennsylvania with 23 full service stores throughout the Pennsylvania counties of Berks, Cumberland, Dauphin, Lebanon and York which encompass the metropolitan statistical areas of Harrisburg (the capital of Pennsylvania), Reading and York. Statements in this press release contain "forward-looking" information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve a number of risks and uncertainties, including the trading prices for the common stock of the Company during the offering period, investor response to the proposed offering, other conditions in the financial markets and customary closing conditions. Please see the Company's filings with the Securities and Exchange Commission for a discussion of other factors that may affect forward-looking information. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. -----END PRIVACY-ENHANCED MESSAGE-----