-----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, T4xTPZrKn/6WZue0Hl9YO2bE3PbcMTnouZLSOEawkJhl3fzXDuHwW2hT6c5V/MtU 5xRan6G184ZP2i8ER8vaMg== 0001275287-06-006190.txt : 20061121 0001275287-06-006190.hdr.sgml : 20061121 20061121165956 ACCESSION NUMBER: 0001275287-06-006190 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061121 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061121 DATE AS OF CHANGE: 20061121 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CATHAY GENERAL BANCORP CENTRAL INDEX KEY: 0000861842 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 954274680 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18630 FILM NUMBER: 061233437 BUSINESS ADDRESS: STREET 1: 777 N BROADWAY CITY: LOS ANGELES STATE: CA ZIP: 90012 BUSINESS PHONE: 2136254700 MAIL ADDRESS: STREET 1: 777 NORTH BROADWAY CITY: LOS ANGELES STATE: CA ZIP: 90012 FORMER COMPANY: FORMER CONFORMED NAME: CATHAY BANCORP INC DATE OF NAME CHANGE: 19930328 8-K 1 cg8034.txt 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): November 21, 2006 CATHAY GENERAL BANCORP (Exact name of registrant as specified in its charter) Delaware 0-18630 95-4274680 (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 777 North Broadway, Los Angeles, California 90012 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (213) 625-4700 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(d) 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. As previously disclosed, Cathay General Bancorp's subsidiary Cathay Bank entered into an agreement in March 2006 to buy a 20% stake in First Sino Bank of Shanghai, China. This investment was subject to regulatory approval from the China Bank Regulatory Commission in China and Cathay Bank's regulators in the United States and other customary closing conditions. The agreement provided that it could be terminated by either party if all conditions to closing were not fulfilled or waived prior to September 30, 2006. By mutual agreement of the parties, this closing date was extended to November 15, 2006. As of November 21, 2006, the parties have elected not to further extend this closing date and the agreement can be terminated by either party upon written notice. ITEM 8.01 OTHER EVENTS. On November 21, 2006, Cathay General Bancorp announced in a press release that it has entered into an agreement to acquire United Heritage Bank, located in Edison, New Jersey. Reference is hereby made to the press release, which is attached as Exhibit 99.1 hereto, and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits 99.1 Press Release of Cathay General Bancorp dated November 21, 2006. 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 thereunto duly authorized. Date: November 21, 2006 CATHAY GENERAL BANCORP By: /s/ Heng W. Chen --------------------------- Heng W. Chen Executive Vice President and Chief Financial Officer EXHIBIT INDEX Number Exhibit - ------ ---------------------------------------------------------------- 99.1 Press Release of Cathay General Bancorp dated November 21, 2006. EX-99.1 2 cg8034ex991.txt EXHIBIT 99.1 Exhibit 99.1 CATHAY GENERAL BANCORP TO ACQUIRE UNITED HERITAGE BANK LOS ANGELES and EDISON, N.J., Nov. 21 /PRNewswire-FirstCall/ -- Cathay General Bancorp ("Cathay") (Nasdaq: CATY), the holding company for Cathay Bank, and United Heritage Bank ("UHB") announced today that they had entered into an agreement for Cathay to acquire UHB, which was founded in 1997, for $9.4 million in cash before adjustments, if any. As of September 30, 2006, UHB had total assets of approximately $60.4 million, total loans of approximately $40.0 million, total deposits of approximately $55.2 million, and total shareholders equity of approximately $5.0 million. "We are pleased to announce our agreement to acquire UHB and expand into New Jersey, where there are many attractive communities including those with significant numbers of Asian residents and businesses," said Mr. Dunson K. Cheng, Chairman of the Board, President, and Chief Executive Officer of Cathay. "Together with the nine branches that Cathay has in New York City, our new Edison, New Jersey branch will allow us to better serve our target market in the Greater New York area. This acquisition continues Cathay's nationwide expansion strategy as New Jersey becomes the seventh state served by Cathay's branch network." "We are very pleased with this agreement to become a part of Cathay, as they expand into New Jersey," said David Lee, Chairman of the Board of UHB. "We believe that by joining Cathay, we will be able to better serve our diverse community by expanding our products and services, providing opportunities of growth for our employees and continuing the spirit and intent underlying the founding of United Heritage Bank. Cathay has a demonstrated commitment to community banking and we look forward to being a part of the Cathay family in the future," concluded Mr. Lee. Holders of more than 50% of the shares of United Heritage Bank have agreed to support the transaction and vote their shares in favor of the merger proposal. Upon the completion of the merger, UHB stockholders will be entitled to receive $9.40 in cash per share of UHB common stock, without interest, and before adjustments, if any. The transaction is expected to close during the first quarter of 2007 after the receipt of applicable regulatory approvals and the satisfaction of other customary conditions. ABOUT CATHAY GENERAL BANCORP Cathay General Bancorp is the holding company for Cathay Bank, a California state-chartered bank. Founded in 1962, Cathay Bank offers a wide range of financial services. Cathay Bank currently operates thirty branches in California, nine branches in New York State, one in Massachusetts, one in Houston, Texas, two in Washington State, three in Chicago, Illinois, and representative offices in Taipei, Hong Kong, and Shanghai. Cathay Bank's website is found at http://www.cathaybank.com/. ABOUT UNITED HERITAGE BANK United Heritage Bank was formed in 1997 in Edison, New Jersey and has one branch in Edison, New Jersey. FORWARD-LOOKING STATEMENTS AND OTHER NOTICES Statements made in this press release, other than statements of historical fact, are forward-looking statements within the meaning of the applicable provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this press release are forward-looking statements. Forward-looking statements are not guarantees. They involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements, of Cathay General Bancorp to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such risks and uncertainties and other factors include, but are not limited to: the ability to obtain governmental approvals of the merger on the proposed terms and schedule; the risk that the businesses will not be integrated successfully; and the risks of entering into new markets. Additional factors that could cause results to differ materially from those described in the forward-looking statements can be found in Cathay General Bancorp's Annual Report on Form 10-K for the year ended December 31, 2005, its Quarterly Report on Form 10-Q for the quarter ended September 30, 2006, its reports and registration statements filed with the Securities and Exchange Commission ("SEC") and other filings it makes in the future with the SEC from time to time. All forward-looking statements speak only as of the date of this press release. Cathay General Bancorp has no intention and undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise or to publicly announce the results of any revision of any forward-looking statement to reflect future developments or events. Cathay General Bancorp's filings with the SEC are available to the public from commercial document retrieval services and at the website maintained by the SEC at http://www.sec.gov, or by request directed to Cathay General Bancorp, 777 N. Broadway, Los Angeles, CA 90012, Attention: Investor Relations (213) 625-4749. SOURCE Cathay General Bancorp -0- 11/21/2006 /CONTACT: Heng W. Chen of Cathay General Bancorp, +1-213-625-4752; or Joseph Chu of United Heritage Bank, +1-732-985-8880/ /Web site: http://www.cathaybank.com / -----END PRIVACY-ENHANCED MESSAGE-----