-----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, O6mSLkoo3ibPphaYwTq0foUoCwLyZAN/VU3JDFu4IkRBW6Xiv57La2wpjLDd3FTN 6ZzrfM8zlLbzlvBXd1NROw== 0000909654-04-002942.txt : 20041216 0000909654-04-002942.hdr.sgml : 20041216 20041216132159 ACCESSION NUMBER: 0000909654-04-002942 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041215 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041216 DATE AS OF CHANGE: 20041216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COASTAL FINANCIAL CORP /DE CENTRAL INDEX KEY: 0000935930 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 570925911 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-01274 FILM NUMBER: 041207473 BUSINESS ADDRESS: STREET 1: 2619 NORTH OAK CITY: MYRTLE BEACH STATE: SC ZIP: 29577-3129 BUSINESS PHONE: 8432052000 8-K 1 coastalform8k12-04.txt 1 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): December 15, 2004 ----------------- COASTAL FINANCIAL CORPORATION ----------------------------- (Exact name of registrant as specified in its charter) Delaware 0-19684 57-0925911 - -------- ------- ---------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 2619 Oak Street, Myrtle Beach, South Carolina 29577 - --------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (843) 205-2000 -------------- (Registrant's telephone number, including area code) 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(b) 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)) 2 ITEM 7.01 REGULATION FD DISCLOSURE. ------------------------ On December 15, 2004, the Board of Directors of Coastal Financial Corporation (the "Company") declared a 10% stock dividend on the Company's outstanding shares of common stock, payable on January 20, 2005, to shareholders of record as of the close of business on January 6, 2005. A copy of the Company's press release dated December 15, 2004 announcing the stock dividend is attached hereto as Exhibit 99.1 and incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. --------------------------------- (a) Financial Statements of Businesses Acquired: Not applicable (b) Pro Forma Financial Information: Not applicable (c) Exhibits Number Description ------ ----------- 99.1 Press release dated December 15, 2004 3 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 thereunto duly authorized. COASTAL FINANCIAL CORPORATION Date: December 16, 2004 By: /s/ Michael C. Gerald -------------------------------------- Michael C. Gerald President and Chief Executive Officer EX-99.1 2 coastal8k12-04ex99.txt 1 COASTAL FINANCIAL CORPORATION ANNOUNCES STOCK DIVIDEND Myrtle Beach, S.C., December 15, 2004 -- Coastal Financial Corporation (Nasdaq: CFCP) today announced that the Corporation's Board of Directors, at a meeting held today, declared a 10% stock dividend. The stock dividend will be payable January 20, 2005 to Shareholders of record as of January 6, 2005. Michael C. Gerald, President and Chief Executive Officer of Coastal Financial Corporation stated, "We are very pleased to continue to reward our Shareholders for their investment with this stock dividend. This action on the part of our Board is in recognition of the Corporation's continued outstanding financial performance as indicated by the 32.5% increase in fiscal 2004 net income and 18.77% return on average Shareholders' equity. These significant accomplishments pay tribute to our QUEST FOR EXCELLENCE Operating Philosophy, our superb Leadership Group and Associates and reflect the continuing emergence of our primary market area as one of the fastest growing in the nation." As a result of the common stock dividend, earnings per share will be retroactively restated for all previous periods. Earnings per share, adjusted for the stock dividend, for the quarter ended September 30, 2004 were $.22 per share ($.21 per share diluted), as compared to $.17 per share ($.16 per share diluted) for the comparable 2003 period. Earnings per share, adjusted for the stock dividend, for the year ended September 30, 2004 were $.85 per share ($.81 per share diluted), as compared to $.65 per share ($.62 per share diluted) for the comparable 2003 period. The current cash dividend policy will be adjusted for the effect of this stock dividend. Coastal Financial Corporation, headquartered in Myrtle Beach, South Carolina, offers a broad range of commercial, consumer and mortgage financial services through two subsidiaries, Coastal Federal Bank and Coastal Retirement, Estate and Tax Planners, Inc. Coastal Federal Bank, with assets over $1.3 billion, is a federally chartered and FDIC insured community bank with eighteen offices serving the communities of Horry and Georgetown Counties, South Carolina and Brunswick and New Hanover Counties, North Carolina. Coastal Retirement, Estate and Tax Planners offers professional, objective, fee-based financial planning services. Additional information about Coastal Federal is available on its web site at http://www.coastalfederal.com. STOCK TRADING INFORMATION The common stock of Coastal Financial Corporation is traded on the Nasdaq Stock Market under the symbol "CFCP." For information, contact Raymond James Financial Services at 1-843-918-7600, Herzog, Heine, Geduld, Inc. at 1-800-523-4936, Knight Securities at 212-336-8690, Spear, Leeds & Kellogg at 1-800-526-3160 or Trident Securities at 1-800-222-2618. 2 DIVIDEND REINVESTMENT AND DIRECT STOCK PURCHASE PLAN Coastal Financial Corporation offers Shareholders a Dividend Reinvestment and Direct Stock Purchase Plan which provides existing and new shareholders a convenient means for making purchases of Coastal Financial shares free of fees and brokerage commissions and at a discount to market price. Additional cash contributions, up to $1,000 per quarter, can be made to purchase additional shares. For more information, contact the Transfer Agent at 1-800-866-1340, Ext. 2514, or Investor Relations. SHAREHOLDER SERVICES Shareholders desiring to enroll in the Coastal Financial Corporation Dividend Reinvestment Plan, change the name, address, or ownership of their stock certificates, report lost or stolen certificates, or to consolidate accounts should contact the Transfer Agent at 1-800-866-1340, Ext. 2514, or Investor Relations. FORWARD LOOKING STATEMENTS This news release may contain certain "forward-looking statements" within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended, that represent Coastal Financial Corporation's (the "Company") expectations or beliefs concerning future events. Such forward-looking statements are about matters that are inherently subject to risks and uncertainties. Factors that could influence the matters discussed in certain forward-looking statements include the timing and amount of revenues that may be recognized by the Company, continuation of current revenue and expense trends (including trends affecting charge-offs), absence of unforeseen changes in the Company's markets, legal and regulatory changes, and general changes in the economy (particularly in the markets served by the Company). Because of the risks and uncertainties inherent in forward looking statements, readers are cautioned not to place undue reliance on them, whether included in this news release or made elsewhere from time to time by the Company or on its behalf. The Company disclaims any obligation to update such forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----