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): November 21, 2005
CAPITAL BANK CORPORATION
(Exact name of registrant as specified in its charter)
North Carolina 000-30062 56-2101930
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification Number)
4901 Glenwood Ave.
Raleigh, North Carolina 27612
(Address of principal executive offices)
(919) 645-6400
(Registrant's telephone number, including area code)
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:
[_] Written communications pursuant to Rule 425 under the Securities Act
(17CFR 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On November 21, 2005, Capital Bank Corporation (the "Company") signed an
Office Lease dated as of November 1, 2005 (the "Lease"), with 333 Ventures, LLC
(the "Landlord"), who also signed the Lease on November 21, 2005, for an
eventual total of approximately 55,359 rentable square feet of premises at 333
Fayetteville Street, Raleigh, North Carolina. This space will serve as a branch
location (with associated office space) for the Company.
The initial term of the Lease is one hundred twenty (120) full months. The
Company has two (2) options to extend the Lease for terms of five (5) years
each. Future minimum lease payments under the lease are as follows:
$ Thousands
2006 $ 456
2007 855
2008 1,216
2009 1,216
2010 1,216
Thereafter 6,387
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Total $ 11,346
In addition to base rent, the Company will be responsible for certain
costs and charges as more particularly described in the Lease, including certain
operating expenses, real estate taxes, and utility expenses. The Company intends
to make certain improvements to the Premises covered by the Lease. Costs of
construction in excess of $32.50 per rentable square foot must be paid by the
Company.
The foregoing is a summary description of certain terms of the Lease and
is qualified in its entirety by the text of the Lease, attached as Exhibit 10.1
to this Current Report on Form 8-K and incorporated herein by reference.
Information set forth above contains various forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, which statements
represent the Company's judgment concerning the future and are subject to risks
and uncertainties that could cause the Company's actual operating results to
differ materially. Such forward-looking statements can be identified by the use
of forward-looking terminology, such as "may", "will",
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"expect", "anticipate", "estimate", "believe", or "continue", or the negative
thereof or other variations thereof or comparable terminology. The Company
cautions that such forward-looking statements are further qualified by important
factors that could cause the Company's actual operating results to differ
materially from those in the forward-looking statements, as well as the factors
set forth in the Company's periodic reports and other filings with the SEC.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
The information contained in Item 1.01 (Entry into a Material Definitive
Agreement) above is incorporated herein by reference. The description of the
lease contained in Item 1.01 above is qualified in its entirety by reference to
its full terms and provisions as set forth therein. A copy of the lease is
attached as Exhibit 10.1 to this current report on Form 8-K and is incorporated
herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
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Exhibit No. Description of Document
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10.1 Lease Agreement, dated November 1, 2005, by and between
Capital Bank Corporation and 333 Ventures, LLC.
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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 hereunto duly authorized.
Date: November 28, 2005
CAPITAL BANK CORPORATION
By: /s/B. Grant Yarber
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B. Grant Yarber
Chief Executive Officer
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