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): October 11, 2021

First Bancorp

(Exact Name of Registrant as Specified in its Charter)

North Carolina	0-15572	56-1421916
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification Number)

300 SW Broad Street,
Southern Pines,	NC	28387
(Address of Principal Executive Offices)		(Zip Code)

(910) 246-2500

(Registrant’s telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of each exchange on which registered:
Common Stock, No Par Value	FBNC	The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

1

First Bancorp

INDEX

 

	Page
Item 8.01 - Other Events	3
Item 9.01 – Financial Statements and Exhibits	3
Signatures	4
Exhibit 99 (a) News Release dated October 11, 2021	5

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Item 8.01 – Other Events

On October 11, 2021, the registrant issued a news release to report that First Bancorp (the “Company”), the parent company of First Bank, has received all required regulatory and shareholder approvals to acquire Select Bancorp (“Select”), the parent company of Select Bank & Trust Company ("Select Bank").

Select Bank will continue to operate as Select Bank after the merger until the data processing system conversion, which the registrant currently expects will occur in March 2022.

Item 9.01 – Financial Statements and Exhibits

Exhibit 99(a) – News Release dated October 11, 2021

Disclosures About Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, which statements are inherently subject to risks and uncertainties. Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results or otherwise are not statements of historical fact. Such statements are often characterized by the use of qualifying words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” or other statements concerning opinions or judgments of the Company and its management about future events. Factors that could influence the accuracy of such forward-looking statements include, but are not limited to, the financial success or changing strategies of the Company’s customers, the Company’s level of success in integrating acquisitions, actions of government regulators, the level of market interest rates, and general economic conditions. For additional information about the factors that could affect the matters discussed in this paragraph, see the “Risk Factors” section of the Company’s most recent annual report on Form 10-K available at www.sec.gov. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements. The Company is also not responsible for changes made to the press release by wire services, internet services or other media.

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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.

		FIRST BANCORP
October 11, 2021	By:	/s/ Richard H. Moore
		Richard H. Moore
		Chief Executive Officer

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EX-99.A

News Release

For Immediate Release:	For More Information,
October 11, 2021	Contact: Elaine Pozarycki
	919-834-3090

First Bancorp Receives Regulatory Approval

for Acquisition of Select Bancorp, Inc.

Southern Pines, N.C. –First Bancorp (NASDAQ - FBNC), the parent company of First Bank, reports that it has received all required regulatory approvals to acquire Select Bancorp, Inc. (“Select”), the parent company of Select Bank & Trust Company ("Select Bank").

Shareholders for each company have previously approved the transaction and the merger of Select into First Bancorp is expected to be completed following the close of business Friday, October 15, 2021.Select Bank branches are expected to open as branches of First Bank, doing business as Select Bank, on Monday, October 18, 2021.Following the merger, Select Bank customers should continue to conduct their business with their current Select Bank branches until customer accounts are converted to First Bank’s data systems, which is expected to occur in March 2022.

Following the completion of the merger, shareholders of Select who own their shares of common stock in book entry form or hold their shares with brokers will have their shares automatically converted to shares of First Bancorp, with no action required, at the rate of 0.408 shares of First Bancorp common stock for each share of Select common stock.Shareholders who hold stock certificates of Select will be mailed instructions for converting their shares of Select to First Bancorp stock.

* * *

First Bancorp is a bank holding company headquartered in Southern Pines, North Carolina, with total assets of approximately $8.2 billion. Its principal activity is the ownership and operation of First Bank, a state chartered institution that provides a wide array of banking products and services through 100 branches in North Carolina and South Carolina. First Bank also provides SBA loans to its customers through a nationwide network of lenders. For more information on First Bank’s SBA lending capabilities, please visit www.firstbanksba.com.

Please visit our website at www.LocalFirstBank.com.

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, which statements are inherently subject to risks and uncertainties.Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results or otherwise are not statements of historical fact.Such statements are often characterized by the use of qualifying words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” or other statements concerning opinions or judgments of First Bancorp (the "Company") and its management about future events.Factors that could influence the accuracy of such forward-looking statements include, but are not limited to, the financial success or changing strategies of the Company’s customers, the Company’s level of success in integrating acquisitions, actions of government regulators, the level of market interest rates, and general economic conditions.For additional

information about the factors that could affect the matters discussed in this paragraph, see the “Risk Factors” section of the Company’s most recent annual report on Form 10-K available at www.sec.gov.Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements.The Company is also not responsible for changes made to the press release by wire services, internet services or other media.

XML

Cover Page	Oct. 11, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 11, 2021
Entity Registrant Name	First Bancorp
Entity Incorporation, State or Country Code	NC
Entity File Number	0-15572
Entity Tax Identification Number	56-1421916
Entity Address, Address Line One	300 SW Broad Street,
Entity Address, City or Town	Southern Pines,
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	28387
City Area Code	(910)
Local Phone Number	246-2500
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, No Par Value
Trading Symbol	FBNC
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000811589