0001188112-13-000685.txt : 20130315 0001188112-13-000685.hdr.sgml : 20130315 20130315165747 ACCESSION NUMBER: 0001188112-13-000685 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130315 ITEM INFORMATION: Other Events FILED AS OF DATE: 20130315 DATE AS OF CHANGE: 20130315 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: 13694877 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 t75864_8k.htm FORM 8-K t75864_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):
March 15, 2013
 

 
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:
 
o  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o  
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 March 11, 2013, the United States Department of Treasury (“Treasury”), the holder of all 180,000 shares of outstanding Fixed Rate Cumulative Preferred Stock, Series B (the “Securities”), issued by United Community Banks, Inc. (the “Company”), announced that it had auctioned the Securities in a private transaction with unaffiliated third party investors. The Company received no proceeds from this transaction. The clearing price in the auction was $962.50 per share of the Securities (which have a $1,000 liquidation preference). The closing of the sale of the Securities offered in the auction is expected to occur on or about March 28, 2013.
 
The sale of the Securities has no effect on the terms of the outstanding Securities, including the Company’s obligation to satisfy accrued and unpaid dividends prior to payment of any dividend or other distribution to holders of junior stock, including the Company’s common stock, and an increase in the dividend rate from 5% to 9%, effective December 15, 2013 and commencing with the dividend payment on February 15, 2014. Further, the sale of the Securities will have no effect on the Company’s capital, regulatory capital, financial condition or results of operations. Upon the closing of the sale of the Securities, the Company generally will not be subject to various executive compensation and corporate governance requirements to which participants in Treasury’s Capital Purchase Program were subject while Treasury held the Securities.
 
The sale of Securities did not include the sale of a warrant to purchase 219,909 shares of the Company’s common stock at an exercise price of $61.40, which Treasury will continue to hold and may sell in its discretion, subject to applicable securities laws and the Company’s right to repurchase the warrant at fair market value under the terms of the Company’s agreements with Treasury.
 
 
 
 
 
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:  March 15, 2013