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): August 2, 2011
FNB United Corp.
(Exact name of registrant as specified in its charter)
| | | | |
| North Carolina | | 000-13823 | | 56-1456589 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
| |
150 South Fayetteville Street, Asheboro, North Carolina | | 27203 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (336) 626-8300
N/A
(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:
| x | 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)) |
Item 8.01. Other Events
On August 2, 2011, the Company issued a Press Release related to the Company’s proposed recapitalization and merger with Bank of Granite Corporation previously described in the Company’s Current Reports on Form 8-K filed on April 27, 2011 and June 16, 2011. Also, on August 2, 2011, the Company provided an Employee Information Packet to certain of its employees regarding the recapitalization and merger.
The Press Release is being filed herewith as Exhibit 99.1 and the Employee Information Packet is being filed herewith as Exhibit 99.2 in compliance with Rule 425 under the Securities Act of 1933, as amended, and are hereby incorporated by reference into this Item 8.01.
Item 9.01. Financial Statements and Exhibits.
| | |
No. | | Description |
| |
| 99.1 | | Press Release, dated August 2, 2011 |
| |
| 99.2 | | Employee Information Packet, dated August 2, 2011 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | |
| | | | FNB United Corp. |
| | | | (Registrant) |
| | |
August 2, 2011 | | | | /s/ R. Larry Campbell |
| (Date) | | | | R. Larry Campbell Interim President and Chief Executive Officer (Principal Executive Officer) |
INDEX TO EXHIBITS
| | |
No. | | Description |
| |
| 99.1 | | Press Release, dated August 2, 2011 |
| |
| 99.2 | | Employee Information Packet, dated August 2, 2011 |
