-----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, QWMOsr/JTm9qMZk+9bcoW/gBClpUtjp+YVbKekbqGfYtIr9o3WYuse0BFopUftgl mHtGOSjji6A87/+0q7B4rw== 0001275287-07-001596.txt : 20070402 0001275287-07-001596.hdr.sgml : 20070402 20070330210539 ACCESSION NUMBER: 0001275287-07-001596 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070330 ITEM INFORMATION: Material Modifications to Rights of Security Holders ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070402 DATE AS OF CHANGE: 20070330 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: 07735321 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 cg9483.htm 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):  March 30, 2007

CATHAY GENERAL BANCORP

(Exact name of registrant as specified in its charter)


Delaware

 

0-18630

 

95-4274680

(State or other jurisdiction of
 incorporation)

 

(Commission
File Number)

 

(IRS Employer
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:

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 3.03     Material Modification to Rights of Security Holders

          The information required by this item is included in Item 8.01 and incorporated herein by reference.

Item 8.01     Other Events

          On March 30, 2007, Cathay General Bancorp (the “Company”) announced in a press release that it had completed its acquisition of United Heritage Bank.  A copy of the press release is furnished herewith as Exhibit 99.1.

          On March 30, 2007, the Company also announced that it had completed a trust preferred securities transaction.  In connection with the transaction, the Company established Cathay Capital Trust III, a Delaware statutory trust (the “Trust”).  The Trust issued and sold $45,000,000 aggregate principal amount of capital securities (the “Trust Preferred Securities”) in a private placement to institutional investors and issued $1,392,000 of common securities (the “Common Securities”) to the Company.  The Trust used the proceeds of these issuances to purchase $46,392,000 of the Company’s Junior Subordinated Debentures due June 15, 2037 (the “Debentures”).

          Interest on the Debentures may be deferred at any time or from time-to-time for a period not exceeding 20 consecutive quarterly payments, provided there is no event of default and the deferral does not extend beyond maturity.  If the Company elects to defer interest on the Debentures, or if a default occurs, the Company will generally not be able to declare or pay any dividends or distributions on, or redeem, purchase, acquire, or make a liquidation payment with respect to, any of the Company’s common stock.  The entire principal of the Debentures may become due and payable immediately if an event of default occurs.

          The net proceeds to the Company from the sale of the Debentures to the Trust will be used by the Company for general corporate purposes.

          Concurrently with the issuance of the Debentures and the Trust Preferred Securities, the Company entered into a Guarantee Agreement with LaSalle Bank National Association under which the Company guaranteed the payment of various obligations associated with the Trust Preferred Securities.            

Item 9.01     Financial Statements and Exhibits.

(d)     Exhibits

          99.1          Press Release of Cathay General Bancorp dated March 30, 2007.



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: March 30, 2007

 

 

 

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 March 30, 2007.



EX-99.1 2 cg9483ex991.htm EXHIBIT 99.1

Exhibit 99.1

Cathay General Bancorp Completes Acquisition of United Heritage Bank and
Trust Preferred Securities Offering

          LOS ANGELES, March 30 /PRNewswire-FirstCall/ -- Cathay General Bancorp (“Cathay”) (Nasdaq: CATY), the holding company for Cathay Bank, announced today that it had completed the acquisition of United Heritage Bank, which has been merged with and into Cathay Bank.  United Heritage Bank was founded in 1997 with one branch located in Edison, New Jersey.  On November 21, 2006, Cathay announced that it had entered into an agreement to acquire United Heritage Bank for $9.4 million in cash before adjustments, if any.

          “With this acquisition, we continue to connect our customers in more places as New Jersey becomes the seventh state to be served by Cathay’s branch network.  It also allows Cathay Bank to expand to other cities in New Jersey, where there are significant opportunities to grow our franchise,” said Mr. Dunson K. Cheng, Chairman of the Board, President, and Chief Executive Officer of Cathay.

          Separately, Cathay also announced today that it has completed an offering of $45 million of trust preferred securities.  The trust preferred securities were issued by a newly established subsidiary, Cathay Capital Trust III.  These trust preferred securities have a 30-year term and are redeemable in whole or in part five years after their issuance.  Cathay plans to use the net proceeds from the offering for general corporate purposes.

          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, three branches in Chicago, Illinois, one branch in Massachusetts, one in Houston, Texas, two in Washington State, one branch in New Jersey, a loan production office in Dallas, Texas, and representative offices in Taipei, Hong Kong, and Shanghai.  Cathay Bank’s website is found at http://www.cathaybank.com/.

          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.  These forward-looking statements may include, but are not limited to, such words as “believes,” “expects,” “anticipates,” “intends,” “plans,” “estimates,” “may,” “will,” “should,” “could,” “predicts,” “potential,” “continue,” or the negative of such terms and other comparable terminology or similar expressions.  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, adverse developments or conditions related to or arising from: expansion into new market areas; acquisitions of other banks, if any; fluctuations in interest rates; demographic changes; earthquake or other natural disasters; competitive pressures; deterioration in asset or credit quality; changes in the availability of capital; legislative and regulatory developments; changes in business strategy; general economic or business conditions in California and other regions where Cathay Bank has operations.



          These and other factors are further described in Cathay General Bancorp’s Annual Report on Form 10-K for the year ended December 31, 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.  Cathay General Bancorp has no intention and undertakes no obligation to update any forward-looking statements 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-                                        03/30/2007
          /CONTACT:  Heng Chen of Cathay General Bancorp, +1-213-625-4752/
          /Web site:  http://www.cathaybank.com/
          (CATY)


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