-----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, PUIlz7JUthHriUtJB7ugqkE8+d3t92CeZ3mXTsHiF5kTTj/WmeVPXNa/6Ix2Denl 8Cbwx/Lb4cxbxIyRbhGA6w== 0000930661-02-002726.txt : 20020809 0000930661-02-002726.hdr.sgml : 20020809 20020809171639 ACCESSION NUMBER: 0000930661-02-002726 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020808 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST STATE BANCORPORATION CENTRAL INDEX KEY: 0000897861 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 850366665 STATE OF INCORPORATION: NM FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12487 FILM NUMBER: 02725406 BUSINESS ADDRESS: STREET 1: 7900 JEFFERSON NE CITY: ALBUQUERQUE STATE: NM ZIP: 87109 BUSINESS PHONE: 5052417500 MAIL ADDRESS: STREET 1: 7900 JEFFERSON NE CITY: ALBUQUERQUE STATE: NM ZIP: 87190 8-K 1 d8k.txt FORM 8-K 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): August 8, 2002 FIRST STATE BANCORPORATION (Exact Name of Registrant as Specified in Its Charter) New Mexico (State or Other Jurisdiction of Incorporation) 001-12487 85-0366665 (Commission File Number) (IRS Employer Identification No.) 7900 Jefferson, N.E., Albuquerque, New Mexico 87109 (Address of Principal Executive Offices) (Zip Code) (505) 241-7500 (Registrant's Telephone Number, Including Area Code) Item 5. Other Events. On August 8, 2002, the Registrant issued a News Release announcing the sale of 2.1 million shares of its common stock to an underwriting group led by Keefe, Bruyette & Woods, Inc. A copy of the News Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Items (a) and (b) are inapplicable. Item (c) Exhibits. Exhibit 99.1 News Release issued by the Registrant, dated August 8, 2002. 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 hereunto duly authorized. FIRST STATE BANCORPORATION Date: August 9, 2002 By: /s/ Brian C. Reinhardt --------------------------------- Brian C. Reinhardt Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Description - ------- ----------- 99.1 Press release dated August 8, 2002. EX-99.1 3 dex991.txt NEWS RELEASE DATED AUGUST 8, 2002 Exhibit 99.1 [LOGO] [LETTERHEAD] NEWS RELEASE H. Patrick Dee Brian C. Reinhardt Chief Operating Officer Chief Financial Officer (505) 241-7102 (505) 241-7598 - -------------------------------------------------------------------------------- First State Bancorporation Announces Pricing of Common Stock Offering Albuquerque NM--August 8, 2002--First State Bancorporation ("First State") (NASDAQ:FSNM) today announced the sale of 2.1 million shares of its common stock to an underwriting group led by Keefe, Bruyette & Woods, Inc., ("KBW"). The shares are being offered to the public at $22.50 per share. KBW is serving as lead manager for this offering. The other underwriters of the offering are Stifel, Nicolaus & Company, Incorporated and D.A. Davidson & Co. The underwriters have a 30-day option to purchase up to an additional 315,000 shares of common stock from First State solely to cover over-allotments, if any. Copies of the final prospectus may be obtained from Keefe, Bruyette & Woods, Inc., 787 Seventh Avenue, 4th Floor, New York, NY 10019. The public offering of the 2.1 million shares is anticipated to close on August 14, 2002. First State intends to use all of the net proceeds from this offering, together with a portion of the net proceeds from their recent offering of trust preferred securities, to pay the purchase price for the acquisition of First Community Industrial Bank, headquartered in Denver, Colorado. Pending the use of the net proceeds of this offering for that purpose, First State intends to invest the net proceeds in short-term, interest-bearing investments. This notice is provided for information purposes only, and does not represent a solicitation or offer to buy or sell any security. A registration statement relating to these securities was filed with and has been declared effective by the U.S. Securities and Exchange Commission. The offering is made by means of a prospectus only, which may be obtained by contacting any of the underwriters. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sales of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. First State Bancorporation is the only publicly traded New Mexico based commercial bank holding company. First State provides services to customers from a total of 21 locations in Albuquerque, Taos, Rio Rancho, Santa Fe, Los Lunas, Bernalillo, Placitas, Questa, Belen, Moriarty, and Pojoaque, New Mexico. This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. For example, the discussions regarding prospects of the pending acquisition of First Community Industrial Bank and its financing include forward-looking statements. Other forward-looking statements can be identified by the use of forward-looking words such as "believes," "expects," "may," "will," "should," "seeks," "approximately," "intends," "plans," "estimates," or "anticipates" or the negative of those words or other comparable terminology. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking statement. Some factors include fluctuations in interest rates, inflation, government regulations, loss of key personnel, faster or slower than anticipated growth, economic conditions, competition's responses to First State's marketing strategy, and competition in the geographic and business areas in which we conduct our operations. Other factors are described in First State's filings with the Securities and Exchange Commission. First State is under no obligation to update any forward-looking statements. First State's news releases are available through the Investor Relations section of First State's website at www.fsbnm.com. -----END PRIVACY-ENHANCED MESSAGE-----