-----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, LrEPoDOOmmjhwIWlMimaiFrNKb7nEuQZUoidgaqlHdr5YB2MtybcePd3ridngCKR j3kw3EEh3IYW9GFID0ctMw== 0001043039-10-000063.txt : 20100908 0001043039-10-000063.hdr.sgml : 20100908 20100908164211 ACCESSION NUMBER: 0001043039-10-000063 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100908 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100908 DATE AS OF CHANGE: 20100908 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FULTON FINANCIAL CORP CENTRAL INDEX KEY: 0000700564 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 232195389 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10587 FILM NUMBER: 101062654 BUSINESS ADDRESS: STREET 1: ONE PENN SQ STREET 2: PO BOX 4887 CITY: LANCASTER STATE: PA ZIP: 17604 BUSINESS PHONE: 7172912411 MAIL ADDRESS: STREET 1: ONE PENN SQ STREET 2: PO BOX 4887 CITY: LANCASTER STATE: PA ZIP: 17604 8-K 1 f8k.htm f8k.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):
September 8, 2010
 
 
FULTON FINANCIAL CORPORATION
(Exact name of Registrant as specified in its Charter)

Pennsylvania
0-10587
23-2195389
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)

 
P.O. Box 4887, One Penn Square
Lancaster, Pennsylvania
17604
(Address of principal executive offices)
(Zip Code)

 
Registrant's telephone number, including area code:                                                                                                           717-291-2411
Former name or former address, if changed since last Report:                                                                                                          N/A
 
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:
 

[ ]  
Written communications pursuant to Rule 425 under the Securities Act
[ ]  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ]  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
[ ]  
Pre-commencement to communications pursuant to Rule 13e-4(c) under the Exchange Act

 
 

 

Item 1.01.                      Entry into a Material Definitive Agreement.
 
On September 8, 2010, Fulton Financial Corporation ("Fulton") completed the repurchase of the warrant to purchase 5,509,756 shares of Fulton’s common stock issued to the U.S. Department of the Treasury (“Treasury”) as part of Fulton’s participation in Treasury's Capital Purchase Program.  On September 8, 2010, Fulton entered into a letter agreement (the “Warrant Letter Agreement”) with Treasury pursuant to which Fulton paid a repurchase price of $10.8 million for the outstanding warrant held by Treasury.
 
The Warrant Letter Agreement that Fulton negotiated with Treasury is attached as Exhibit 10.1 and incorporated herein by reference.
 
Item 8.01.                      Other Events.
 
 On September 8, 2010, Fulton issued a press release to announce that Fulton completed the repurchase of the warrant to purchase 5,509,756 shares of Fulton’s common stock issued to Treasury as part of Fulton’s participation in Treasury's Capital Purchase Program. More details are provided in the press release attached as Exhibit 99.1 and incorporated herein by reference.  Exhibit 99.1 is being furnished to the SEC and shall not be deemed to be "filed" for any purpose.
 
Item 9.01.                      Financial Statements and Exhibits.

(d) Exhibits
 
Exhibit No.
Description
10.1
Warrant Letter Agreement dated September 8, 2010
99.1
Fulton Press Release dated September 8, 2010

 
 

 

SIGNATURE

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: September 8, 2010
Fulton Financial Corporation
 
 
By:   /s/ Charles J. Nugent             
Charles J. Nugent
Senior Executive Vice President and Chief Financial Officer
 

 
EX-10.1 2 ex10_1.htm WARRANT LETTER ex10_1.htm


UNITED STATES DEPARTMENT OF THE TREASURY
1500 Pennsylvania Avenue, NW
Washington, D.C. 20220


September 8, 2010

Ladies and Gentlemen:

Reference is made to that certain letter agreement (the “Repurchase Letter Agreement”), dated as of the date set forth on Schedule A hereto, between the United States Department of the Treasury (the “Investor”) and the company set forth on Schedule A hereto (the “Company”).  Capitalized terms used but not defined herein shall have the meanings assigned to them in the Repurchase Letter Agreement.
 
As documented by the Repurchase Letter Agreement, the Company has completed the repurchase from the Investor of all of the Preferred Shares issued to the Investor pursuant to the Securities Purchase Agreement.  Following such time, the Company delivered a Warrant Repurchase Notice dated as of the date set forth on Schedule A hereto to the Investor.  In connection with the consummation, on the date hereof, of the repurchase of the Warrant by the Company from the Investor, as contemplated by the Warrant Repurchase Notice and Section 4.9 of the Securities Purchase Agreement:
 
(a)        The Company hereby acknowledges receipt from the Investor of the Warrant; and
 
(b)        The Investor hereby acknowledges receipt from the Company of a wire transfer to the account of the Investor set forth on Schedule A hereto in immediately available funds of the aggregate purchase price set forth on Schedule A hereto, representing payment in full for the Warrant, determined in accordance with Section 4.9 of the Securities Purchase Agreement.
 
This letter agreement will be governed by and construed in accordance with the federal law of the United States if and to the extent such law is applicable, and otherwise in accordance with the laws of the State of New York applicable to contracts made and to be performed entirely within such State.
 
This letter agreement may be executed in any number of separate counterparts, each such counterpart being deemed to be an original instrument, and all such counterparts will together constitute the same agreement.  Executed signature pages to this letter agreement may be delivered by facsimile and such facsimiles will be deemed sufficient as if actual signature pages had been delivered.
 
In witness whereof, the parties have duly executed this letter agreement as of the date first written above.
 

UNITED STATES DEPARTMENT OF
THE TREASURY


By:           /s/ Herbert M. Allison, Jr.                                                                
Name: Herbert M. Allison, Jr.
Title:   Assistant Secretary for
     Financial Stability


COMPANY: FULTON FINANCIAL
CORPORATION


By:           /s/ Charles J. Nugent                                                                
Name: Charles J. Nugent
Title: Senior Executive Vice President and
   Chief Financial Officer

 
 

 

SCHEDULE A
 
Company Information:
 
Name of the Company:
Fulton Financial Corporation
Corporate or other organizational form of the Company:
Corporation
Jurisdiction of organization of the Company:
Commonwealth of Pennsylvania
   
Information related to the Preferred Share Repurchase:
 
Date of Repurchase Letter Agreement for the repurchase of 376,500 of the Preferred Shares:
July 14, 2010
   
Terms of the Warrant Repurchase:
 
Date of Warrant Repurchase Notice:
September 3, 2010
Aggregate purchase price for the Warrant:
$10,800,000.00
Investor wire information for payment of purchase price for the Warrant:
 


EX-99.1 3 ex99_1.htm PRESS RELEASE ex99_1.htm
Fulton Financial
corporation


 
FOR IMMEDIATE RELEASE
Contact:                   Laura J. Wakeley
   
Office:                      717-291-2616


Fulton Financial Corporation repurchases warrant from U.S. Treasury


(September 8, 2010) – Lancaster, PA – Fulton Financial Corporation (Nasdaq:  FULT) today announced that it has repurchased the warrant the company had issued to the U.S. Treasury as part of the TARP Capital Purchase Program.  Fulton Financial and the Treasury agreed upon a repurchase price of $10.8 million for the warrant, which had entitled the Treasury to purchase 5,509,756 shares of the company's common stock.

“With our repurchase of the outstanding warrant, we can reassure our shareholders that we have removed any possible future dilutive effect the warrant could have had on our stock value,” said R. Scott Smith, Jr., chairman and CEO of Fulton Financial, “and we can continue to focus our efforts on pursuing our company’s strategic objectives.”

About Fulton Financial Corporation
Fulton Financial Corporation is a Lancaster, Pennsylvania-based financial holding company which has approximately 3,950 employees and operates 271 banking offices in Pennsylvania, Maryland, Delaware, New Jersey and Virginia through the following affiliates: Fulton Bank, N.A., Lancaster, PA; Swineford National Bank, Middleburg, PA; Lafayette Ambassador Bank, Easton, PA; FNB Bank, N.A., Danville, PA; Delaware National Bank, Georgetown, DE; The Bank, Woodbury, NJ; Skylands Community Bank, Hackettstown, NJ and The Columbia Bank, Columbia, MD.

Additional information on Fulton Financial Corporation is available on the Internet at www.fult.com.

Forward-looking Statement:
This news release may contain forward-looking statements with respect to the Corporation’s financial condition, results of operations and business. Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as “may,” “should,” “will,” “could,” “estimates,” “predicts,” “potential,” “continue,” "anticipates," “believes,” “plans,” “expects,” “future,” and "intends," and similar expressions which are intended to identify forward-looking statements.

These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Corporation’s control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The Corporation undertakes no obligation, other than required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Many factors could affect future financial results including, without limitation: asset quality and the impact on assets from adverse changes in the economy and in credit and other markets and resulting effects on credit risk and asset values; acquisition and growth strategies; market risk; changes or adverse developments in economic, political or regulatory conditions; a continuation or worsening of the current disruption in credit and other markets, including the lack of or reduced access to, and the abnormal functioning of, markets for mortgages and other asset-backed securities and for commercial paper and other short-term borrowings; changes in the levels of FDIC deposit insurance premiums and assessments; the effect of competition and interest rates on net interest margin and net interest income; investment strategy and income growt h; investment securities gains and losses; declines in the value of securities which may result in charges to earnings; changes in rates of deposit and loan growth or a decline in loans originated; balances of risk-sensitive assets to risk-sensitive liabilities; salaries and employee benefits and other expenses; amortization of intangible assets; goodwill impairment; capital and liquidity strategies, and other financial and business matters for future periods.

For a more complete discussion of certain risks and uncertainties affecting the Corporation, please see the sections entitled  “Risk Factors” and  “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth in the Corporation’s filings with the Securities and Exchange Commission.

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