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) October 1, 2009
CENTERSTATE BANKS, INC.
(Exact name of registrant as specified in charter)
| | | | |
| Florida | | 000-32017 | | 59-3606741 |
(State or other jurisdiction of incorporation) | | (Commission file number) | | (IRS employer identification no.) |
| | | | |
| 42745 U.S. Highway 27, Davenport, FL | | | | 33837 |
| (Address of principal executive offices) | | | | (Zip Code) |
Registrant’s telephone number, including area code: (863) 419-7750
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 (see General Instruction A.2. below):
| ¨ | 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)) |
On September 30, 2009, CenterState Banks, Inc. (the “Company”) repurchased 27,875 shares of its Fixed Rate Cumulative Perpetual Preferred Stock, Series A, liquidation preference $1,000 per share (the “Preferred Stock”) that the Company issued to the U. S. Department of the Treasury in November 2008, at the liquidation preference amount plus accrued and unpaid dividends, for an aggregate repurchase price of approximately $28,049,000.
As a result of the Company’s repurchasing the Preferred Stock, the Company will incur a one-time, non-cash negative adjustment of approximately $946,000 in its calculation of basic and diluted earnings per share (reduction to earnings (losses) applicable to the Company’s common shareholders) for the three month and nine month periods ended September 30, 2009 due to the accelerated amortization of issuance discount for the Preferred Stock. The repurchase of such Preferred Stock will be accretive to earnings per common share in subsequent quarters.
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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.
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| CENTERSTATE BANKS, INC. |
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| By: | | /s/ James J. Antal |
| | James J. Antal |
| | Senior Vice President and Chief Financial Officer |
Date: October 1, 2009
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