-----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, Khy7TVQLhq0w0/AK5gU49LKWHl5+5sqgAVmYXsfLC30v8zPWkC+8h1oxFNLjlNvt aKpga6kPw2prwwQrPdKVxA== 0000950152-08-002553.txt : 20080403 0000950152-08-002553.hdr.sgml : 20080403 20080403151216 ACCESSION NUMBER: 0000950152-08-002553 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080401 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080403 DATE AS OF CHANGE: 20080403 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED COMMUNITY FINANCIAL CORP CENTRAL INDEX KEY: 0000707886 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 341856319 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24399 FILM NUMBER: 08737249 BUSINESS ADDRESS: STREET 1: 275 FEDERAL PLAZA WEST CITY: YOUNGSTOWN STATE: OH ZIP: 44503-1203 BUSINESS PHONE: 3307420500 8-K 1 l30927ae8vk.htm UNITED COMMUNITY FINANCIAL CORP. 8-K UNITED COMMUNITY FINANCIAL CORP. 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):       April 1, 2008     
UNITED COMMUNITY FINANCIAL CORP.
 
(Exact name of registrant as specified in its charter)
         
OHIO   0-024399   34-1856319
         
(State or other jurisdiction of
incorporation)
  (Commission File No.)   (IRS Employer I.D. No.)
275 Federal Plaza West, Youngstown, Ohio 44503-1203
 
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:       (330) 742-0500     
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 (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Section 1. Registrant’s Business and Operations
Item 1.02   Termination of a Material Definitive Agreement.
     On April 1, 2008, PVF Capital Corp. (“PVF Capital”) informed United Community Financial Corp. (“UCFC”) that the PVF Capital board of directors had terminated the Agreement and Plan of Merger dated as of July 24, 2007, as amended, between PVF Capital and UCFC (the “Merger Agreement”). The termination notice stated that the termination was under Section 10.01(b)(i) of the Merger Agreement, which provides each party with the right to terminate the Merger Agreement if the proposed merger is not completed by March 31, 2008 and the failure to consummate the merger is not caused by a breach of the Merger Agreement by the terminating party.
     The Merger Agreement provided for the merger of PVF Capital into UCFC and the subsequent merger of Park View Federal Savings Bank, PVF Capital’s wholly-owned subsidiary, with The Home Savings and Loan Company of Youngstown, Ohio, UCFC’s wholly-owned subsidiary. The material terms and conditions of the Merger Agreement were previously disclosed in UCFC’s Current Reports on Form 8-K filed on July 26, 2007 and October 1, 2007, which are incorporated herein by reference.
Section 8. Other Events
Item 8.01   Other Events
     On April 1, 2008, United Community issued a press release announcing the termination of the Merger Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Section 9 — Financial Statements and Exhibits
Item 9.01   Financial Statements and Exhibits.
     (d) Exhibits.
         
Exhibit Number   Description    
 
       
99
  Press Release dated April 1, 2008.   Included herewith.

 


 

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 thereunto duly authorized.
         
  UNITED COMMUNITY FINANCIAL CORP.
 
 
  By:   /s/ Patrick A. Kelly    
    Patrick A. Kelly   
    Chief Financial Officer   
 
Date: April 3, 2008

 

EX-99 2 l30927aexv99.htm EX-99 EX-99
 

Exhibit 99
 
 
UNITED COMMUNITY FINANCIAL CORP.
275 West Federal Street
Youngstown, Ohio 44503-1203
FOR IMMEDIATE RELEASE
Contact:
Patrick A. Kelly
Chief Financial Officer
(330) 742-2592
United Community Financial Corp. Announces
Termination of Merger Agreement with PVF Capital Corp.
YOUNGSTOWN, Ohio (April 1, 2008) United Community Financial Corp. (Nasdaq: UCFC) announced that the Agreement and Plan of Merger among UCFC, PVF Capital Corp. (PVFC), and their respective subsidiaries, The Home Savings and Loan Company and Park View Federal Savings Bank has been terminated. UCFC received notice from PVFC today that PVFC was terminating the Agreement, which either party had the right to do under certain circumstances if the merger had not been consummated by March 31, 2008.
United Community Financial Corp. is an Ohio-based unitary thrift holding company. Its subsidiaries include The Home Savings and Loan Company and Butler Wick Corp. Home Savings has 39 full-service branches and six loan production offices located throughout Ohio and Western Pennsylvania, while Butler Wick 23 offices providing full service retail brokerage, capital markets and trust services throughout Ohio, Western Pennsylvania and New York. Additional information on the Company, Home Savings and Butler Wick may be found on the Company’s web site: www.ucfconline.com.
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