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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 report) August 11, 1997
LSB BANCSHARES, INC.
(Exact Name of Registrant as Specified in Its Charter)
North Carolina
(State or Other Jurisdiction of Incorporation)
0-11448 56-1348147
(Commission File Number) (I.R.S. Employer Identification No.)
One LSB Plaza, Lexington, North Carolina 27292
(Address of Principal Executive Offices) (Zip Code)
(910) 248-6500
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Effective August 11, 1997, Old North State Bank ("ONSB") merged with and into
Lexington State Bank (the "Merger"), a subsidiary of LSB Bancshares, Inc., a
bank holding company (the "Company"). The Merger occurred pursuant to an
Agreement and Plan of Reorganization and Merger (the "Merger Agreement") dated
as of March 14, 1997 by and among the Company, Lexington State Bank and ONSB.
Pursuant to the Merger Agreement, each outstanding share of ONSB common stock
was converted into .938 shares of the Company's common stock, $5 par value per
share. An aggregate of 1,507,719 shares of the Company's common stock were
issued in the Merger. The Company paid cash in lieu of fractional share
interests at $20.24 per fractional share of ONSB common stock. Outstanding
options and warrants to purchase ONSB's common stock were converted into
options and warrants to purchase shares of the Company's common stock based
upon the same exchange rate. The shareholders of the Company and ONSB approved
the Merger at meetings held on August 1, 1997. The Federal Deposit Insurance
Corporation approved the Merger on July 25, 1997, and the North Carolina
Banking Commission approved the Merger on July 23, 1997.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of businesses acquired.*
(b) Pro forma financial information.*
(c) The following exhibits are filed herewith:
Exhibit No. Description of Exhibit
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2 Agreement and Plan of Reorganization and Merger dated March 14,
1997 by and among LSB Bancshares, Inc., Lexington State Bank, and
Old North State Bank.
* Not currently available. To be filed by amendment pursuant to Items 7(a)(4)
and 7(b)(2) of Form 8-K not later than October 25, 1997.
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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.
LSB BANCSHARES, INC.
Date: August 25, 1997 By: /s/ Monty J. Oliver
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Monty J. Oliver
Executive Vice President
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
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2 Agreement and Plan of Reorganization and Merger dated March 14,
1997 by and among LSB Bancshares, Inc., Lexington State Bank, and
Old North State Bank.