-----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, OeOjnF+kajcAj9bsysdtUWf2NpBAnqVTgou5ejsmNaouDVVvYW8MmkOArAOD831z PGip7NDtF0Q/Ee6jZzjl4A== 0000950144-97-007788.txt : 19970715 0000950144-97-007788.hdr.sgml : 19970715 ACCESSION NUMBER: 0000950144-97-007788 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970627 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970714 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: POPULAR INC CENTRAL INDEX KEY: 0000763901 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 660416582 STATE OF INCORPORATION: PR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13818 FILM NUMBER: 97639937 BUSINESS ADDRESS: STREET 1: 209 MUNOZ RIVERA AVE STREET 2: POPULAR CENTER BUILDING CITY: HATO REY STATE: PR ZIP: 00918 BUSINESS PHONE: 8097659800 MAIL ADDRESS: STREET 1: P.O. BOX 362708 CITY: SAN JUAN STATE: PR ZIP: 00936-2708 FORMER COMPANY: FORMER CONFORMED NAME: BANPONCE CORP DATE OF NAME CHANGE: 19920703 8-K 1 POPULAR: 8-K 1 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 27, 1997 ------------- Popular, Inc. -------------------------------------------------- (Exact name of registrant as specified in its charter) COMMONWEALTH OF PUERTO RICO NO. 0-13818 NO. 66-0416582 - ------------------------------- ----------- ------------------- (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 209 MUNOZ RIVERA AVENUE HATO REY, PUERTO RICO 00918 - --------------------------------------- --------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (787) 765-9800 -------------- ------------------------------------------------------------ (Former name or former address, if changed since last report) 2 Item 5. Other Events Merger agreement between Popular, Inc. and Roig Commercial Bank On June 27, 1997, Popular, Inc.'s management announced that under the terms of the merger agreement between Popular, Inc. and Roig Commercial Bank, Roig's shareholders will receive for each Roig common share either 5.14695 shares of the Corporation's common stock or $208.12987, depending on shareholders elections which deadline was June 30, 1997. In addition management announced that the average daily closing price of the Corporation's common stock amounted to $40.4375 for the specified period from June 13, 1997 to June 26, 1997. On June 30, 1997, Management announced that the effective date of the merger between Banco Popular de Puerto Rico ("Banco Popular") and Roig was June 30th, 1997. As part of the business transaction between the merged entities, the employees of the Roig are now part of Banco Popular's human resources. The clients of the Roig and Banco Popular will continue conducting all bank transactions in their respective banks until September 12, when the system conversion will be concluded. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99(a) Press release, dated June 27, 1997, announcing the average daily closing price of Popular, Inc. common stock for the specified period and other information under the terms of the merger agreement. 99(b) Press release, dated June 30, 1997, announcing the effective date of the merger and other pertinent information. 3 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. POPULAR, INC. ------------- (Registrant) Date: July 1, 1997 By: /s/ Amilcar L. Jordan ---------------- ---------------------------------- Name : Amilcar L. Jordan, Esq. Title : Senior Vice President and Comptroller 4 EXHIBIT INDEX ------------- EXHIBIT NUMBER DESCRIPTION - -------------- ----------- 99(a) Press release, dated June 27, 1997 99(b) Press release, dated June 30, 1997 EX-99.A 2 PRESS RELEASE DATED 6/27/97 1 [POPULAR, INC. LETTERHEAD] Exhibit 99(a) June 27, 1997 PRESS RELEASE The average daily closing price of Popular, Inc. common stock for the period from June 13, 1997 to June 26, 1997 was $40.4375. Under the terms of the merger agreement between Popular, Inc. and Roig Commercial Bank, Roig shareholders will receive for each Roig common share either 5.14695 shares of Popular, Inc. common stock or $208.12987, depending on shareholder elections. The election deadline for Roig shareholders is June 30, 1997. Questions regarding the exchange process should be directed to Mr. Amilcar L. Jordan at (787) 764-1893. EX-99.B 3 PRESS RELEASE DATED 6/30/97 1 [BANCO POPULAR LETTERHEAD] NEWS RELEASE Exhibit 99(b) BANCO POPULAR AND ROIG COMMERCIAL BANK MERGER TAKES PLACE The merger between Banco Popular and the Roig Commercial Bank is effective today, June 30th, 1997. As part of the business transaction between the merged entities, the employees of the Roig Commercial Bank are now part of Banco Popular's human resources. The clients of the Roig Commercial Bank and Banco Popular will continue conducting all bank transactions in their respective banks until September 12, when the system conversion will be concluded. *** -----END PRIVACY-ENHANCED MESSAGE-----