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BB&T Corp – ‘8-A12G/A’ on 4/28/99

As of:  Wednesday, 4/28/99   ·   Accession #:  930661-99-958   ·   File #:  1-10853

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 4/28/99  BB&T Corp                         8-A12G/A               2:27K                                    Donnelley RR & So… Co/FA

Amendment to Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12G/A    Form 8-K                                               3     10K 
 2: EX-99.1     Amendment of Information Provided to Analysts         33     44K 


8-A12G/A   —   Form 8-K
Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Item 5. Other Events
"Item 7. Exhibits
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================================================================================ 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 April 28, 1999 Date of Report (Date of earliest event recorded) BB&T Corporation (Exact name of registrant as specified in its charter) Commission file number: 1-10853 North Carolina 56-0939887 (State of Incorporation) (I.R.S. Employer Identification No.) 200 West Second Street Winston-Salem, North Carolina 27101 (Address of Principal Executive Offices) (Zip Code) (336) 733-2000 (Registrant's Telephone Number, Including Area Code) -------------------- This Form 8-K has 36 pages. ================================================================================
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Item 5. Other Events The purpose of this Current Report on Form 8-K is to announce that BB&T Corporation ("BB&T") has entered into a definitive agreement to acquire First Liberty Financial Corp. ("First Liberty") of Macon, Georgia, in a $500 million stock swap that will give BB&T its second Georgia bank. First Liberty, with $1.7 billion in assets, operates 39 banking offices and 13 consumer finance offices in Macon and Savannah, Georgia, and neighboring areas. Its principal subsidiaries include First Liberty Mortgage Corp. and OFC Capital Corp., an equipment leasing subsidiary. The transaction, approved by the directors of both companies, will be accounted for as a pooling of interests. Based on BB&T's closing price of $39.00 on Monday, April 26, 1999, First Liberty shareholders will receive .8525 shares of BB&T common stock for each First Liberty share, worth $33.25. The final exchange ratio will be determined based on a pricing period prior to closing. First Liberty shareholders will receive $33.25 worth of BB&T common stock if BB&T's average price during the pricing period is between $38.22 and $39.12. If BB&T's price is less than $38.22, shareholders will receive a fixed exchange ratio of 0.87. If BB&T's price is more than $39.12, they will receive a fixed exchange ratio of 0.85. First Liberty President and Chief Executive Officer Robert Hatcher will be named president of BB&T's Georgia Operations. BB&T's newest region will be headquartered in Macon and First Liberty Executive Vice President Larry Flowers will be named its president. First Liberty operates banking offices in Macon and Savannah, and the following locations: Adel, Butler, Byron, Douglas, Forsyth, Fort Valley, Milledgeville, Nashville, Roberta, Swainsboro, Sylvania, Tifton, Valdosta, Vidalia, Warner Robins and Waycross. The merger, which is subject to the approval of the First Liberty shareholders and banking regulators, is expected to be completed in the fourth quarter of 1999. Item 7. Exhibits 99.1 Analyst Presentation Materials
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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. BB&T Corporation (Registrant) By: /s/ Sherry A. Kellett ---------------------------- Sherry A. Kellett Senior Executive Vice President and Controller (Principal Accounting Officer) Date: April 28, 1999.

Dates Referenced Herein   and   Documents Incorporated by Reference

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This ‘8-A12G/A’ Filing    Date First  Last      Other Filings
Filed on:4/28/99138-K,  8-K/A
4/26/992
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Filing Submission 0000930661-99-000958   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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