-----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, Be3I2M53MiEBjVGNl18RDsqdp8RwRiNsIhpUyzQQuLFEI4/RYdgp0Xm2z/jET8e2 7spp8gRM1PyyY9wJsTg/BQ== 0000318300-02-000107.txt : 20021217 0000318300-02-000107.hdr.sgml : 20021217 20021217151350 ACCESSION NUMBER: 0000318300-02-000107 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021217 ITEM INFORMATION: Other events FILED AS OF DATE: 20021217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES BANCORP INC CENTRAL INDEX KEY: 0000318300 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310987416 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16772 FILM NUMBER: 02860124 BUSINESS ADDRESS: STREET 1: 138 PUTNAM ST STREET 2: P O BOX 738 CITY: MARIETTA STATE: OH ZIP: 45750-0738 BUSINESS PHONE: 7403733155 8-K 1 shares8k.txt FORM 8K ANNOUNCING SALE OF SHARES 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 December 16, 2002 - -------------------------------------------------------------- Date of Report (Date of earliest event reported) PEOPLES BANCORP INC. ----------------------------------------------------- (Exact name of Registrant as specified in its charter) 0-16772 Commission File Number Ohio 31-0987416 - ---------------------------------------------- ----------------------- (State or other jurisdiction of incorporation) (I.R.S. Employer Identification Number) 138 Putnam Street P.O. Box 738, Marietta, Ohio 45750 - --------------------------------------- --------- (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (740) 373-3155 Not applicable (Former name or former address, if changed since last report) Index to Exhibits on Page 3 Item 1. Changes in Control of Registrant Not applicable. Item 2. Acquisition or Disposition of Assets Not applicable. Item 3. Bankruptcy or Receivership Not applicable. Item 4. Changes in Registrant's Certifying Accountant Not applicable. Item 5. Other Events and Regulation FD Disclosure Peoples Bancorp Inc. (Nasdaq: PEBO) announced the sale of 1,440,000 common shares. The release is included herewith as Exhibit 99. Item 6. Resignations of Registrant's Directors Not applicable. Item 7. Financial Statements and Exhibits (a) None required (b) None required (c) Exhibits Item 8. Change in Fiscal Year Not applicable. Item 9. Sales of Equity Securities Pursuant to Regulation S Not applicable. EXHIBIT NUMBER DESCRIPTION - -------------- ------------------------------------- 99 News Release dated December 16, 2002 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. DATE: December 17, 2002 PEOPLES BANCORP INC. -------------------- Registrant By: /s/ ROBERT E. EVANS ------------------------------------- Robert E. Evans President and Chief Executive Officer INDEX TO EXHIBITS Exhibit Number Description Page - -------------- ---------------------------- --------- 99 News Release issued 12/17/02 4 EX-99 3 ex99shares.txt NEWS RELEASE ANNOUNCING SALE OF SHARES EXHIBIT 99 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: John W. Conlon, Chief Financial Officer - --------------------- (740) 373-3155 December 16, 2002 \ PEOPLES BANCORP INC. ANNOUNCES SALE OF 1,440,000 COMMON SHARES -------------------------------------------- MARIETTA, Ohio - Peoples Bancorp Inc. (Nasdaq: PEBO) announced the sale of 1,440,000 common shares at an offering price of $24.00 per share through a firm commitment underwritten offering managed by Sandler O'Neill & Partners, L.P. Peoples Bancorp Inc. has granted the underwriters an option exercisable within 30 days to purchase up to an additional 216,000 shares to cover over-allotments. The offering, which represents a new financing, is scheduled to close on Thursday, December 19, 2002. A copy of the final prospectus relating to the offering may be obtained from Sandler O'Neill & Partners, L.P., 919 Third Avenue, 6th Floor, New York, NY 10022, Attn: Syndicate Department. Registration statements relating to these securities have been filed with and declared effective by the U.S. Securities and Exchange Commission. The offering is being made only by means of a written prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Peoples Bancorp Inc. is a financial holding company, which offers traditional banking products, personal trust services, and insurance and investment products through its principal operating subsidiary, Peoples Bank, National Association. This press release may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Whether or not the common shares are offered may be affected by, and the actual results of the offering may differ materially from those expected or implied as a result of, certain risks and uncertainties, including but not limited to, changes in economic conditions, public demand for the common shares and other risks and uncertainties, as well as those detailed in the filings of Peoples Bancorp Inc. with the U.S. Securities and Exchange Commission. END OF RELEASE -----END PRIVACY-ENHANCED MESSAGE-----