-----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, N1BfyJcuSlopHZ/1EH1+oN9dOBjc4fITp85KpkQHHoWenRFAPwnZdGoWt1x/W1O/ llYn2lRgac71rjal5Bp9Ww== 0001299933-10-002418.txt : 20100618 0001299933-10-002418.hdr.sgml : 20100618 20100618165650 ACCESSION NUMBER: 0001299933-10-002418 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100617 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20100618 DATE AS OF CHANGE: 20100618 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEACOAST BANKING CORP OF FLORIDA CENTRAL INDEX KEY: 0000730708 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 592260678 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13660 FILM NUMBER: 10906355 BUSINESS ADDRESS: STREET 1: 815 COLORADO AVE STREET 2: P O BOX 9012 CITY: STUART STATE: FL ZIP: 34994 BUSINESS PHONE: 5612874000 MAIL ADDRESS: STREET 1: 815 COLORADO AVE STREET 2: P O BOX 9012 CITY: STUART STATE: FL ZIP: 34995 8-K 1 htm_38072.htm LIVE FILING Seacoast Banking Corporation of Florida (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):   June 17, 2010

Seacoast Banking Corporation of Florida
__________________________________________
(Exact name of registrant as specified in its charter)

     
Florida 001-13660 59-2260678
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
815 Colorado Avenue, Stuart, Florida   34994
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   772-287-4000

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 3.02 Unregistered Sales of Equity Securities.

As previously reported, Seacoast Banking Corporation of Florida (the "Company") entered into an Investment Agreement, dated as of April 8, 2010 (the "Investment Agreement"), with the investors named on the signature pages thereto providing for, subject to the terms and conditions set forth therein, including, if applicable, approval of the applicable regulatory authorities, the purchase from the Company of $50 million of Series B Mandatorily Convertible Noncumulative Nonvoting Preferred Stock (the "Series B Preferred Stock") in connection with a private placement (the "Private Placement"). On June 17, 2010, following the receipt of approval of the applicable regulatory authorities, the Company issued the final 15,611 shares of Series B Preferred Stock to be issued under the Investment Agreement.

The Series B Preferred Stock is mandatorily convertible into shares of the Company’s common stock, par value $0.10 per share (the "Common Stock"), immediately following receipt of the shareholder appro vals at the Company’s 2010 Annual Meeting of Shareholders, which is scheduled for June 22, 2010, to:

• amend the Company’s Amended and Restated Articles of Incorporation to increase the number of authorized shares of Common Stock to permit the conversion in full of the Preferred Stock and provide available authorized but unissued shares for general corporate purposes; and

• approve the issuance of the Company’s Common Stock upon conversion of the Series B Preferred Stock for purposes of Rule 5635 of the Nasdaq Listing Rules.

The Private Placement was made pursuant to exemptions from registration under the Securities Act of 1933, as amended, and Regulation D thereunder.






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.

         
    Seacoast Banking Corporation of Florida
          
June 18, 2010   By:   /s/ Dennis S. Hudson, III
       
        Name: Dennis S. Hudson, III
        Title: Chairman & Chief Executive Officer
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