0001193125-12-307471.txt : 20120719 0001193125-12-307471.hdr.sgml : 20120719 20120719161353 ACCESSION NUMBER: 0001193125-12-307471 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120718 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120719 DATE AS OF CHANGE: 20120719 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LNB BANCORP INC CENTRAL INDEX KEY: 0000737210 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341406303 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13203 FILM NUMBER: 12970154 BUSINESS ADDRESS: STREET 1: 457 BROADWAY CITY: LORAIN STATE: OH ZIP: 44052-1769 BUSINESS PHONE: 440-244-6000 MAIL ADDRESS: STREET 1: 457 BROADWAY CITY: LORAIN STATE: OH ZIP: 44052-1769 8-K 1 d382469d8k.htm FORM 8-K 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) July 18, 2012

 

 

LNB BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Ohio   0-13203   34-1406303

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

457 Broadway, Lorain, Ohio   44052-1769
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (440) 244-6000

(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):

 

¨ 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. 

The attached letter was mailed on July 19, 2012 to all shareholders of record of LNB Bancorp, Inc. (the “Company”) on July 18, 2012. A copy of the letter is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.

 

Item 8.01. Other Events.

On July 18, 2012, the Company repurchased the warrant (the “Warrant”) to purchase 561,343 shares of common stock of the Company that was issued to the United States Department of the Treasury (“Treasury”) as part of the Troubled Asset Relief Program (“TARP”) Capital Purchase Program. The Warrant was repurchased at a mutually agreed upon price of $860,326. Following the completion of the repurchase of the Warrant on July 18, 2012, Treasury no longer holds any investment in the Company under the TARP Capital Purchase Program.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

   

Description

99.1    Letter to Shareholders.

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.

 

    LNB BANCORP, INC.
    (Registrant)

Date: July 19, 2012

     By:  

/s/ Gary J. Elek

          Gary J. Elek
          Chief Financial Officer

Exhibit Index

 

Exhibit No.

   

Description

99.1    Letter to Shareholders.
 EX-99.1 2 d382469dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

[LNB Bancorp, Inc. Logo]

July, 2012

I want to take this opportunity to provide you an update on the status of the $25.2 million in capital that was invested by the Treasury in LNB through the TARP program.

I am pleased to inform you that the Treasury has sold the preferred shares to multiple professional investment organizations through an auction process. These investors demonstrated their confidence in LNB through their purchase of these preferred shares. In addition, we recently repurchased the warrants for common stock that were held by Treasury as part of the TARP program.

What does all of this mean to LNB, and to you, our shareholders:

 

  •  

The Treasury no longer has an ownership interest or investment in LNB.

 

  •  

The warrants that the Treasury held, which might have been exercised in a way that was dilutive to you, our shareholders, are no longer in existence.

As I mentioned in my previous letter to you on this topic, our intent is to carefully balance our need to maintain a strong capital position with our objectives of building shareholder value and protecting the interests of our shareholders. With the actions that have recently occurred, we now have greater clarity around the private ownership of our preferred shares and we are better prepared to develop a capital plan that meets these objectives.

I am excited about these recent developments, and I wanted to share this good news with you. We will continue to work hard to position LNB for future growth and success.

Thank you for your continued support.

Sincerely,

/s/ Daniel E. Klimas

Daniel E. Klimas

President & Chief Executive Officer