First Bancorp (NASDAQ:FBNC) Files An 8-K Other EventsItem 9.01 – Other Events
On August 14, 2017, the registrant issued a news release to report that First Bancorp (the “Company”), the parent company of First Bank, has now received all required regulatory approvals to acquire ASB Bancorp, Inc. (“ASB Bancorp”), the parent company of Asheville Savings Bank, SSB.
The ASB Bancorp shareholder meeting to approve the merger transaction is scheduled for September 19, 2017, and shareholders have been mailed the related proxy statement/prospectus. The Company expects to complete the merger of ASB Bancorp into First Bancorp and Asheville Savings Bank, SSB into First Bank on October 1, 2017.
Prior to the merger date, ASB Bancorp shareholders will be mailed an election form with instructions and a deadline for electing their desired mix of cash and stock according to the terms of the merger.
Asheville Savings Bank, SSB, will continue to operate as Asheville Savings Bank after the merger until the data processing system conversion, which the Company currently expects will occur in March 2018.
Item 9.01 – Financial Statements and Exhibits
Exhibit 99(a) – News Release dated August 14, 2017.
Disclosures About Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, which statements are inherently subject to risks and uncertainties. Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results or otherwise are not statements of historical fact. Such statements are often characterized by the use of qualifying words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” or other statements concerning opinions or judgments of the Company and its management about future events. Factors that could influence the accuracy of such forward-looking statements include, but are not limited to, the financial success or changing strategies of the Company’s customers, the Company’s level of success in integrating acquisitions, actions of government regulators, the level of market interest rates, and general economic conditions. For additional information about the factors that could affect the matters discussed in this paragraph, see the “Risk Factors” section of the Company’s most recent annual report on Form 10-K available at www.sec.gov. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements. The Company is also not responsible for changes made to the press release by wire services, internet services or other media.
Additional Information About the Proposed Transaction WITH ASB Bancorp and Where to Find It
This communication includes statements made in respect of the proposed transaction involving First Bancorp and ASB Bancorp, Inc. (“ASB Bancorp”).This material is not a substitute for the proxy statement/prospectus or any other documents which First Bancorp and ASB Bancorp may send to their respective shareholders in connection with the proposed merger.This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities.
In connection with the proposed transaction, First Bancorp has filed with the SEC a Registration Statement on Form S-4 that includes a proxy statement of ASB Bancorp and a prospectus of First Bancorp, as well as other relevant documents concerning the proposed transaction.Investors and security holders are also urged to carefully review and consider each of First Bancorp’s and ASB Bancorp’s public filings with the SEC, including but not limited to their Annual Reports on Form 10-K, their proxy statements, their Current Reports on Form 8-K and their Quarterly Reports on Form 10-Q. BEFORE MAKING ANY INVESTMENT DECISIONS, INVESTORS AND SHAREHOLDERS OF ASB BANCORP ARE URGED TO CAREFULLY READ THE ENTIRE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain a free copy of the proxy statement/prospectus and other filings containing information about First Bancorp and ASB Bancorp at the SEC’s website at www.sec.gov. Investors and security holders may also obtain free copies of the documents filed with the Securities and Exchange Commission by First Bancorp on its website at http://www.localfirstbank.com and by ASB Bancorp on its website at http://www.ashevillesavingsbank.com.
FIRST BANCORP /NC/ ExhibitEX-99.A 2 ex99a.htm EX-99.A News Release For Immediate Release: For More Information,…To view the full exhibit click here
About First Bancorp (NASDAQ:FBNC)
First Bancorp is the bank holding company for First Bank (the Bank). The Company’s principal activity is the ownership and operation of First Bank. The Company engages in a range of banking activities, including the acceptance of deposits and the making of loans. The Company offers credit cards, debit cards, letters of credit, safe deposit box rentals and electronic funds transfer services, including wire transfers. In addition, the Company offers Internet banking, mobile banking, cash management and bank-by-phone capabilities to its customers. The Company also offers a mobile check deposit feature for its mobile banking customers that allows them to deposit checks through their smartphone. The Company offers remote deposit capture for its business customers. The Company conducts business from approximately 90 branches. The Bank’s subsidiaries include First Bank Insurance Services, Inc. (First Bank Insurance) and First Troy SPE, LLC.