-----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, VQ5HMGR4ItYwwjwDZn+Kh/2bZutaIeI4gCDVAmcb2QCiOFPqcYiuxrSjTK3LRz8p f/X4vqrAS8J74Eu2dbGVwg== 0001144204-09-045377.txt : 20090824 0001144204-09-045377.hdr.sgml : 20090824 20090824172056 ACCESSION NUMBER: 0001144204-09-045377 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090821 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090824 DATE AS OF CHANGE: 20090824 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTER BANCORP INC CENTRAL INDEX KEY: 0000712771 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 521273725 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11486 FILM NUMBER: 091032196 BUSINESS ADDRESS: STREET 1: 2455 MORRIS AVE CITY: UNION STATE: NJ ZIP: 07083 BUSINESS PHONE: 9086889500 MAIL ADDRESS: STREET 1: 2455 MORRIS AVE CITY: UNION STATE: NJ ZIP: 07083 8-K 1 v158901_8k.htm Unassociated Document
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):  August 21, 2009

CENTER BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)
 
New Jersey
 
2-81353
 
52-1273725
(State or Other
Jurisdiction of
Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
         
2455 Morris Avenue, Union, New Jersey
 
07083
(Address of principal executive offices)
 
(Zip Code)
 
Registrant's telephone number, including area code: (800) 862-3683

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))
 
 
 

 
 
Item 8.01 Other Events.

On August 21, 2009, Center Bancorp, Inc. (“Center Bancorp”) issued a press release announcing that a record date of September 1, 2009 has been set for its proposed rights offering of up to $11 million of its common stock.  Upon commencement of the proposed rights offering, Center Bancorp will distribute non-transferable subscription rights to purchase shares of its common stock to each holder of its common stock as of the close of business on the record date.  The amount of subscription rights to be distributed in the rights offering will be determined based on the total number of outstanding shares of Center Bancorp’s common stock on the record date.  The subscription price, which is anticipated to be at a discount to the market price, will be determined on a date closer to the record date.
 
A copy of the press release is attached to this Form 8-K as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits.

(d)           Exhibits

 
Exhibit 99.1  - Center Bancorp, Inc. Press Release, dated August 21, 2009

 
 

 
 
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.
 
  CENTER BANCORP, INC.  
       
 
By:
/s/ Anthony C. Weagley  
  Name: Anthony C. Weagley  
  Title: President & CEO  
       
Dated: August 24, 2009      
 
 

 

EXHIBIT INDEX

 
Exhibit 99.1  - Center Bancorp, Inc. Press Release, dated August 21, 2009
 
EX-99.1 2 v158901_ex99-1.htm Unassociated Document
Center Bancorp, Inc. Announces Record Date for Proposed Rights Offering
 
UNION, N.J., August 21, 2009 (GLOBE NEWSWIRE) – As previously announced, Center Bancorp, Inc. (Nasdaq:CNBC), parent company of Union Center National Bank (UCNB), intends to pursue a rights offering for up to $11 million of its Common Stock.  A record date of September 1, 2009 has been set for the proposed rights offering. Upon commencement of the proposed rights offering, Center Bancorp will distribute non-transferable subscription rights to purchase shares of its Common Stock to each holder of its Common Stock as of the close of business on the record date. The amount of subscription rights to be distributed in the rights offering will be determined based on the total number of outstanding shares of Center Bancorp’s Common Stock on the record date. The subscription price, which is anticipated to be at a discount to the market price, will be determined on a date closer to the record date.
 
Center Bancorp’s President and Chief Executive Officer, Anthony C. Weagley, commented, “While Center’s capital is in excess of regulatory ‘well capitalized’ levels, we believe the current environment presents an opportunity for Center Bancorp to raise capital to replace the TARP funds it previously received and enhance its flexibility in this uncertain marketplace. Increased liquidity and capital at the holding company level will position Center Bancorp as an ongoing source of strength for UCNB as the Bank continues its focus on serving its communities and supporting its customers’ banking needs. Offering our stock directly to our existing shareholders will give every shareholder the opportunity to participate and acquire shares on the same terms.”
 
A registration statement related to these securities has been filed with the Securities and Exchange Commission but has not yet become effective.  The securities may not be sold nor may offers to buy be accepted, prior to the time the registration statement becomes effective.  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 in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
 
About Center Bancorp:
 
Center Bancorp, Inc. is a financial services holding company and operates Union Center National Bank, its main subsidiary. Chartered in 1923, Union Center National Bank is one of the oldest national banks headquartered in the state of New Jersey and currently the largest commercial bank headquartered in Union County. Its primary market niche is its commercial banking business. The Bank focuses its lending activities on commercial lending to small and medium sized businesses, real estate developers and high net worth individuals.
 
The Bank, through its Private Wealth Management Division which includes its wholly owned subsidiary, Center Financial Group LLC, and through a strategic partnership with American Economic Planning Group, provides financial services, including brokerage services, insurance and annuities, mutual funds, financial planning, estate and tax planning, trust, elder care and benefit plan administration. Center additionally offers title insurance services in connection with the closing of real estate transactions, through two subsidiaries, Union Title Company and Center Title Company.
 
 
 

 
 
The Bank currently operates 13 banking locations in Union and Morris counties in New Jersey. Banking centers are located in Union Township (6 locations), Berkeley Heights, Boonton/Mountain Lakes, Madison, Millburn/Vauxhall, Morristown, Springfield, and Summit, New Jersey. The Bank also operates remote ATM locations in the Chatham and Madison New Jersey Transit train stations, and the Boys and Girls Club of Union.
 
While the Bank's primary market area is comprised of Morris and Union Counties, New Jersey, the Corporation has expanded to northern and central New Jersey. At June 30, 2009, the Bank had total assets of $1.3 billion, total deposit funding sources, which includes overnight repurchase agreements, of $979.3 million and stockholders' equity of $89.5 million. For further information regarding Center Bancorp, Inc., call 1-(800)-862-3683. For information regarding Union Center National Bank, visit our web site at http://www.centerbancorp.com
 
CONTACT:  Center Bancorp, Inc.
          Anthony C. Weagley, President & Chief Executive Officer
          Joseph Gangemi, Investor Relations Officer
          (908) 206-2886
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