-----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, LDSou0cgPazNcssBRegneAn7sC1hTF2D0+dxppOhk3ud2A4PKhsizJESiQTg7wbF jFZwwR94L3yYNZXgp/nzhQ== 0001299933-05-002167.txt : 20050505 0001299933-05-002167.hdr.sgml : 20050505 20050505113410 ACCESSION NUMBER: 0001299933-05-002167 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050505 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050505 DATE AS OF CHANGE: 20050505 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: 05802052 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 htm_4573.htm LIVE FILING Fulton Financial Corporation (Form: 8-K)  

 


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 5, 2005

Fulton Financial Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

     
Pennsylvania 0-10587 23-2195389
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
One Penn Square, P.O. Box 4887, Lancaster, Pennsylvania   17604
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   717-390-2290

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:

[  ]  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.

and





Item 8.01. Other Events.

Fulton announced today that it entered into an accelerated share repurchase program with Morgan Stanley & Co. Incorporated. Pursuant to the accelerated share repurchase, Fulton repurchased 3,449,200 shares of its common stock on May 4, 2005. The accelerated share repurchase program allowed Fulton to purchase the shares immediately from Morgan Stanley, and Morgan Stanley may cover its position by purchasing the shares in the open market. The repurchase is further described in the press release, attached hereto as Exhibit 99.1.







Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

99.1 Press Release, dated May 5, 2005






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.

         
    Fulton Financial Corporation
          
May 5, 2005   By:   Charles J. Nugent
       
        Name: Charles J. Nugent
        Title: Senior Executive Vice President and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Fulton Financial
CORPORATION

                 
FOR IMMEDIATE RELEASE
  Contact:   Laura J. Wakeley
Full text available on PR Newswire
  717-291-2739        

Fulton Financial announces accelerated stock repurchase

(May 5, 2005) — Lancaster, Pa — Fulton Financial Corporation (NASDAQ: FULT) today announced that it repurchased 3,449,200 shares of its outstanding common stock in an accelerated share repurchase program on May 4, 2005.

The shares were repurchased from Morgan Stanley & Co. Incorporated under an accelerated share repurchase program for a total cost of approximately $73.6 million, or $21.33 per share. The program allowed Fulton to purchase the shares immediately from Morgan Stanley. Morgan Stanley may cover its position by purchasing the shares in the open market over the next several months. A purchase price adjustment will be made between the two parties at the end of the program based on the cost of shares purchased by Morgan Stanley in the market.

This accelerated share repurchase program is part of Fulton’s existing 4 million share repurchase program which was announced June 15, 2004 and subsequently expanded. Fulton’s Board of Directors approved the program initially and, more recently, the addition of an accelerated share repurchase program for one million shares in November, 2004 and the current Morgan Stanley accelerated share repurchase program. The Morgan Stanley accelerated share repurchase program will complete the share repurchase authorization. Both the initial purchase by Fulton from Morgan Stanley and the subsequent purchases by Morgan Stanley in the open market will be pursuant to a Rule 10b5-1 plan established by Fulton, and the Morgan Stanley purchases in the open market are expected to be accomplished in accordance with the Rule 10b-18 guidelines applicable to Fulton.

Fulton Financial Corporation is a financial holding company which operates 220 banking offices in Pennsylvania, Maryland, Delaware, New Jersey and Virginia through the following affiliates: Fulton Bank, Lancaster, PA; Lebanon Valley Farmers Bank, Lebanon, PA; Swineford National Bank, Middleburg, PA; Lafayette Ambassador Bank, Easton, PA; FNB Bank, N.A., Danville, PA; Hagerstown Trust, Hagerstown, MD; Delaware National Bank, Georgetown, DE; The Bank, Woodbury, NJ; The Peoples Bank of Elkton, Elkton, MD; Skylands Community Bank, Hackettstown, NJ; Premier Bank, Doylestown, PA; Resource Bank, Virginia Beach, VA; and First Washington State Bank, Windsor, New Jersey.

The Corporation’s financial services affiliates include Fulton Financial Advisors, N.A., Lancaster, PA; Fulton Insurance Services Group, Inc. Lancaster, PA; and Dearden, Maguire, Weaver and Barrett, LLC, West Conshohocken, PA.

Residential mortgage lending is offered through Fulton Mortgage Company and Resource Mortgage.

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

Forward-Looking Statements:

This news release may contain forward-looking statements about Fulton Financial Corporation’s future financial performance. Forward-looking statements are encouraged by the Private Securities Litigation Reform Act of 1995.

Such forward-looking information is based upon certain underlying assumptions, risks and uncertainties. Because of the possibility of change in the underlying assumptions, actual results could differ materially from these forward-looking statements. Risks and uncertainties that may affect future results include: pricing pressures on loan and deposit products, actions of bank and non-bank competitors, changes in local and national economic conditions, changes in regulatory requirements, actions of the Federal Reserve Board, creditworthiness of current borrowers, the Corporation’s success in merger and acquisition integration and customers’ acceptance of the Corporation’s products and services.

The Corporation’s forward-looking statements are relevant only as of the date on which such statements are made. By making any forward-looking statements, the Corporation assumes no duty to update them to reflect new, changing or unanticipated events or circumstances.

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