0001188112-12-002108.txt : 20120706 0001188112-12-002108.hdr.sgml : 20120706 20120706070028 ACCESSION NUMBER: 0001188112-12-002108 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120703 ITEM INFORMATION: Other Events FILED AS OF DATE: 20120706 DATE AS OF CHANGE: 20120706 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED COMMUNITY BANKS INC CENTRAL INDEX KEY: 0000857855 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 581807304 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35095 FILM NUMBER: 12949475 BUSINESS ADDRESS: STREET 1: P O BOX 398, 59 HIGHWAY 515 CITY: BLAIRSVILLE STATE: GA ZIP: 30512 BUSINESS PHONE: 5818073041 MAIL ADDRESS: STREET 1: P O BOX 398 STREET 2: HIGHWAY 515 CITY: BLAIRSVILLE STATE: GA ZIP: 30512 FORMER COMPANY: FORMER CONFORMED NAME: UNION BANCSHARES INC /GA/ DATE OF NAME CHANGE: 19600201 8-K 1 t74053_8k.htm FORM 8-K t74053_8k.htm
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 3, 2012

 
UNITED COMMUNITY BANKS, INC.
(Exact name of registrant as specified in its charter)

Georgia
No. 001-35095
No. 58-180-7304
(State or other jurisdiction of
(Commission File Number)
(IRS Employer
 incorporation)
  
Identification No.)
 
 
125 Highway 515 East
Blairsville, Georgia  30512
(Address of principal executive offices)
 
Registrant’s telephone number, including area code:
(706) 781-2265
 
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:
 
q  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
q  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
q  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
q  
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 July 3, 2012, United Community Banks, Inc. (the “Company”) was served with a lawsuit filed by FILB Co-Investments LLC (“FILB”) against the Company in New York federal court.  The lawsuit relates to purported contractual rights that FILB claims were assigned to it by Fletcher International, Ltd (“Fletcher”).  The Company believes the lawsuit is meritless for several reasons, and will defend it aggressively.
 
The purported assignment to FILB from Fletcher relates to a dispute between those two entities emanating from a redemption request to Fletcher by several investors in one of Fletcher’s funds.  That dispute involves judicial proceedings in the Cayman Islands that resulted in the Grand Court of the Cayman Islands ordering the liquidation of a Fletcher fund, with FILB now being managed by a court-appointed liquidator.  According to public reports, Fletcher has now filed for bankruptcy protection and is seeking to prevent the liquidation from continuing.  The Company believes that FILB has filed this lawsuit in an attempt to preserve all possible rights, regardless of merit, that might be pursued as a result of the liquidation.
 
FILB alleges that, among other things, the Company breached its obligation to deliver 76 shares of preferred stock of the Company to FILB and that the investment period with respect to FILB’s purportedly assigned right to purchase the Company’s preferred stock is continuing.  FILB also claimed that the Company’s 2011 reclassification of its common stock in the form of a 1-for-5 reverse stock split, or recombination, should be ignored for purposes of calculating the number of shares of the Company’s common stock issuable upon the redemption of the Company’s preferred stock.
 
The Company strongly disagrees with each of these claims and fully expects its position to prevail if the ligation proceeds.
 
Except for the historical information contained in this report, the statements made by the Company are forward-looking statements that involve risks and uncertainties that may cause actual results to differ materially from those expressed or implied in any such statements. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995.  For a discussion of some risks and other factors that may cause such forward-looking statements to differ materially from actual results, please refer to the Company’s filings with the Securities and Exchange Commission, including its 2011 Annual Report on Form 10-K under the sections entitled “Forward-Looking Statements” and “Risk Factors”.  Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update or revise forward-looking statements.
 
 
 
 

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.
 
  UNITED COMMUNITY BANKS, INC.  
     
       
 
By:
/s/ Rex S. Schuette  
    Rex S. Schuette  
    Executive Vice President and  
    Chief Financial Officer  
       
       
Date: July 5, 2012