425

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): October 1, 2013

NEW CENTURY BANCORP, INC.

(Exact Name of Registrant as Specified in Charter)

North Carolina	000-50400	20-0218264
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

700 W. Cumberland Street, Dunn, North Carolina	28334
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code: (910) 892-7080      

Not Applicable

(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:

x 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 7.01 Regulation FD Disclosure.

On October 2, 2013, New Century Bancorp, Inc. (“NCBC”), released a slide presentation related to its merger with Select Bancorp, Inc. (“Select”), which was announced on September 30, 2013. A copy of the slide presentation is furnished as Exhibit 99.1. The information included herein, as well as Exhibit 99.1 referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in filings under the Securities Act of 1933, as amended.

Additional Information About the Merger and Where to Find It

In connection with the proposed merger, NCBC will file with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S-4 that will contain a joint proxy statement/prospectus of NCBC and Select. The companies will file with the SEC other relevant materials in connection with the proposed merger, and will mail the joint proxy statement/prospectus to their respective shareholders.  SHAREHOLDERS OF BOTH NCBC AND SELECT ARE STRONGLY URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER WHEN THEY BECOME AVAILABLE AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING NCBC, SELECT AND THE PROPOSED MERGER. You will be able to obtain a free copy of the Registration Statement, as well as other filings containing information about New Century Bancorp, Inc. at the SEC’s Internet site (http://www.sec.gov). The documents can also be obtained, without charge, by directing a written request to either New Century Bancorp, Inc., 700 W. Cumberland Street, Dunn, NC 28443, Attention: Lisa F. Campbell, Executive Vice President, Chief Operating Officer and Chief Financial Officer, or Select Bancorp, Inc., 3600 Charles Boulevard, Greenville, NC 27858, Attention: Mark A. Holmes, President and Chief Executive Officer.

Participants in Solicitation

NCBC, Select and their respective directors and executive officers may be deemed to be “participants” in the solicitation of proxies from the shareholders of NCBC and Select in favor of the merger. Information about the directors and executive officers of Select Bancorp, Inc., and their ownership of Select common stock is available from Select Bancorp, Inc. at the address set forth in the preceding paragraph. Information about the directors and executive officers of New Century Bancorp, Inc. and their ownership of NCBC common stock is set forth in NCBC’s definitive proxy statement filed with the SEC on April 12, 2013, and available at the SEC’s Internet site (http://www.sec.gov) and from NCBC at the address set forth in the preceding paragraph. Additional information regarding the interests of these participants may be obtained by reading the joint proxy statement/prospectus regarding the proposed merger when it becomes available.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the negative of those terms or other words of similar meaning. You should read statements that contain these words carefully because they discuss future expectations or state other “forward-looking” information. These forward-looking statements involve a number of risks and uncertainties.

NCBC and Select caution readers that any forward-looking statement is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statement. Such forward-looking statements include, but are not limited to, statements about the benefits of the proposed merger involving NCBC and Select, NCBC’s and Select’s plans, objectives, expectations and intentions, the expected timing of completion of the transaction and other statements that are not historical facts. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in NCBC’s filings with the SEC. These include risks and uncertainties relating to: the ability to obtain the requisite NCBC and Select shareholder approvals; the risk that NCBC or Select may be unable to obtain governmental and regulatory approvals required for the merger, or required governmental and regulatory approvals may delay the merger; the risk that a condition to closing of the merger may not be satisfied; the timing to consummate the proposed merger; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the merger may not be fully realized or may take longer than expected; disruption from the transaction making it more difficult to maintain relationships with customers and employees; the diversion of management time on merger-related issues; general worldwide economic conditions and related uncertainties; the effect of changes in governmental regulations; and other factors. Each forward-looking statement speaks only as of the date of the particular statement and except as may be required by law, neither NCBC nor Select undertakes any obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

Item 8.01 Other Events.

On October 1, 2013, New Century Bancorp, Inc., issued a press release regarding the opening of a full-service branch office in Raleigh, North Carolina, effective October 1, 2013. A copy of the press release is included as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Slide presentation, dated October 2, 2013
99.2	Press release, dated as of October 1, 2013

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.

	NEW CENTURY BANCORP, INC.
Date:  October 2, 2013	By:	/s/ Lisa F. Campbell
		Lisa F. Campbell
		Executive Vice President, Chief Financial Officer and Chief Operating Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Slide presentation, dated October 2, 2013
99.2	Press release, dated as of October 1, 2013

.

EX-99.1

Exhibit 99.1

FOR RELEASE: October 1, 2013

Lisa F. Campbell, Executive Vice President

Chief Financial Officer and Chief Operating Officer

Office: 910-892-7080 and Direct: 910-897-3660

lisac@newcenturybanknc.com

NewCenturyBankNC.com

NEW CENTURY BANK OPENS

FULL SERVICE BRANCH IN RALEIGH

DUNN, NC . . . New Century Bank’s (the “Bank”) first full-service Raleigh branch opened today, announced William L. Hedgepeth II, president and CEO. The 4,226 square-foot branch is located at 8470 Falls of Neuse Road, near the I540 interchange.

“Opening a full-service Raleigh branch is a significant milestone for our Bank,” Hedgepeth said. “Through our loan production office, we developed a solid customer base which led to us establishing this full-service location. We will more fully bank these customers and expand our reach into this important market through experienced bankers who know the market and what customers here are looking for in a bank.”

While the Raleigh branch is new, the staff is comprised of veteran Wake County bankers. The team is led by Senior Vice President Kimberly B. Boyette who joined New Century in 2009 and has headed the Bank’s efforts to expand in Wake County since the opening of the Raleigh loan production office in 2012. The team also includes Rhonda Dedrickson as branch manager.

“This is an exciting day for New Century Bank and our customers,” shared Boyette. “Now, our first Wake County customers can enjoy all that we offer, especially our suite of strong cash management products and services. They’ll be able to more fully appreciate banking with us as they take advantage of our deposit products, and by utilizing other services and resources we offer.”

The Raleigh branch opening comes right on the heels of New Century Bank’s parent company, New Century Bancorp, announcing the signing of a strategic merger agreement with Greenville-based Select Bancorp. The transaction is expected to close mid-2014 subject to the approval of federal and state regulatory agencies and shareholders of both companies. The combined company will have 14 branches serving 11 North Carolina communities.

New Century Bancorp and its wholly-owned subsidiary New Century Bank are headquartered in Dunn, NC. The Bank has seven other offices in Dunn, Clinton, Fayetteville (2), Goldsboro, Lillington, Lumberton, and a loan production office in Greenville, all in North Carolina.

###

Stock Symbol: NASDAQ: NCBC

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. The actual results might differ materially from those projected in the forward-looking statements for various reasons, including, but not limited to, our ability to manage growth, our limited operating history, substantial changes in financial markets, regulatory changes, changes in interest rates, loss of deposits and loan demand to other savings and financial institutions, and changes in real estate values and the real estate market. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in our filings with the Securities and Exchange Commission, including our periodic reports under the Securities Exchange Act of 1934, as amended, copies of which are available upon request.

EX-99.2

Exhibit 99.2

Merger of New Century Bancorp and Select Bancorp October 2, 2013 1

Disclaimer In connection with the proposed merger, New Century Bancorp, Inc. (“NCBC”) will file with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S - 4 that will contain a joint proxy statement/prospectus of NCBC and Select Bancorp, Inc. (“Select”). NCBC will file with the SEC other relevant materials in connection with the proposed merger, and NCBC and Select will mail the joint proxy statement/prospectus to their respective shareholders. SHAREHOLDERS OF BOTH NCBC AND SELECT ARE STRONGLY URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER WHEN THEY BECOME AVAILABLE AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING NCBC, SELECT AND THE PROPOSED MERGER. A free copy of the Registration Statement will be available, and other filings containing information about New Century Bancorp, Inc. are available, at the SEC’s Internet site (http://www.sec.gov). The documents can also be obtained, without charge, by directing a written request to either New Century Bancorp, Inc., 700 W. Cumberland Street, Dunn, NC 28443, Attention: Lisa F. Campbell, Executive Vice President, Chief Operating Officer and Chief Financial Officer, or Select Bancorp, Inc., 3600 Charles Boulevard, Greenville, NC 27858, Attention: Mark A. Holmes, President and Chief Executive Officer. NCBC, Select and their respective directors and executive officers may be deemed to be “participants” in the solicitation of proxies from the shareholders of NCBC and Select in favor of the merger. Information about the directors and executive officers of Select Bancorp, Inc. and their ownership of Select common stock is available from Select Bancorp, Inc. at the address set forth in the preceding paragraph. Information about the directors and executive officers of New Century Bancorp, Inc. and their ownership of NCBC common stock is set forth in NCBC’s definitive proxy statement filed with the SEC on April 12, 2013, and available at the SEC’s Internet site (http://www.sec.gov) and from NCBC at the address set forth in the preceding paragraph. Additional information regarding the interests of these participants may be obtained by reading the joint proxy statement/prospectus regarding the proposed merger when it becomes available. 2

Cautionary Statement Regarding Forward - Looking Statements This contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify forward - looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the negative of those terms or other words of similar meaning. You should read statements that contain these words carefully because they discuss our future expectations or state other “forward - looking” information. These forward - looking statements involve a number of risks and uncertainties. NCBC and Select caution readers that any forward - looking statement is not a guarantee of future performance and that actual results could differ materially from those contained in the forward - looking statement. Such forward - looking statements include, but are not limited to, statements about the benefits of the proposed merger involving NCBC and Select, NCBC’s and Select’s plans, objectives, expectations and intentions, the expected timing of completion of the transaction and other statements that are not historical facts. Important factors that could cause actual results to differ materially from those indicated by such forward - looking statements are set forth in NCBC’s filings with the SEC. These include risks and uncertainties relating to: the ability to obtain the requisite NCBC and Select shareholder approvals; the risk that NCBC or Select may be unable to obtain governmental and regulatory approvals required for the merger, or required governmental and regulatory approvals may delay the merger; the risk that a condition to closing of the merger may not be satisfied; the timing to consummate the proposed merger; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the merger may not be fully realized or may take longer than expected; disruption from the transaction making it more difficult to maintain relationships with customers and employees; the diversion of management time on merger - related issues; general worldwide economic conditions and related uncertainties; the effect of changes in governmental regulations; and other factors. Each forward - looking statement speaks only as of the date of the particular statement and except as may be required by law, neither NCBC nor Select undertakes any obligation to publicly update any forward - looking statement, whether as a result of new information, future events or otherwise 3

Transaction Overview • Strategic merger of New Century Bancorp and Select Bancorp – Transaction Value (1) : $31.1 million or $12.55 per share – Exchange Ratio: 1.8264 shares of NCBC common stock for each share of Select common stock, subject to possible adjustments – Consideration: 100% stock – Expected Closing: Summer 2014 – Valuation (2) : 134% of tangible book value and 14.1x last twelve months earnings per share – SBLF: Will remain outstanding and be converted to NCBC preferred stock with the same rights, privileges and preferences – Marketing: Combined entity will assume the Select name – Board: Select will nominate five of 16 members of the Board of Directors – Termination Fee: $1.675 million 4 (1) Based on NCBC stock price of $6.87 as of September 27, 2013 (2) Based on Select tangible book value and last twelve months earnings per share as of June 30, 2013

Strategic Rationale 5 Unique Opportunity • Combine to create a high - performing community bank in eastern North Carolina Market Expansion • Expands current franchise into attractive markets including Greenville, Elizabeth City, Washington, Burlington and Guilford County • New markets are contiguous to the existing NCBC footprint Common Culture • Close cultural affinity in retail and commercial relationships and operations • Complimentary strengths in small business lending Financially Attractive • Projected EPS accretive in 2014 and 2015 • Anticipated cost savings of approximately 18% of existing Select noninterest expenses • Expected internal rate of return in excess of 15% • Capital dilution is anticipated to be manageable Scale • Creates banking franchise with scale to compete • Improved liquidity for all shareholders Marketing • The combined entity will assume the brand equity of "Select Bank and Trust"

Select Bancorp, Inc. Overview Headquarters: 3600 Charles Boulevard Greenville, NC 27858 Branches: 6 Year Established: 2004 Management: • Chairman: V. Parker Overton • CEO: Mark A. Holmes • COO: Gary J. Brock 6 In USD millions YTD as of 6/30/13 Balance Sheet • Total Assets $265.3 • Total Net Loans 205.7 • Total Deposits 213.8 • Total Equity 31.8 Profitability • ROAA 0.8% • ROAE 9.0% • Net Interest Margin 3.5% Capital Adequacy • TCE/ TA 8.8% • Tier 1 Ratio (1) 14.1% • Total Capital Ratio (1) 15.4% Asset Quality • NPAs/ Assets (2) 0.6% • NCOs/ Avg Loans 0.0% • Reserves/ Loans 1.9% $194 $215 $258 $265 2010 2011 2012 2013 Q2 Total Assets (1) Based on bank - level regulatory financials (2) Includes troubled debt restructurings CAGR = 13%

Market Expansion • Add six branches in Greenville, Elizabeth City, Washington, Gibsonville and Burlington • NCBC's Raleigh office opened as full service branch on October 1st, replacing a successful loan production office there 7 NCBC Select Source: SNL Financial

Summary Financial Impact 8 Assumptions • Estimated cost savings of approximately 18% of Select’s non - interest expense base, or approximately $1.2 million pre - tax • One - time transaction - related charges of approximately $3 million • Core deposit intangible created of approximately $1.2 million Earnings • Projected EPS accretive in 2014 and 2015 Book Value • Anticipated return to pre - transaction book value within approximately 24 months Capital • Projected to maintain capital ratios well in excess of regulatory minimums • No additional capital is expected to be needed to fund the transaction Internal Rate of Return • Estimated to be in excess of 15%