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): April 15, 1999
UNITED COMMUNITY FINANCIAL CORP.
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(Exact name of registrant as specified in its charter)
OHIO 0-024399 34-1856319
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(State or other jurisdiction (Commission File No.) (IRS Employer I.D. No.)
of incorporation)
275 Federal Plaza West, Youngstown, Ohio 44503-1203
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (330) 742-0500
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ITEM 5. OTHER EVENTS.
On April 15, 1999, United Community Financial Corp., an Ohio corporation
("UCFC"), and Butler Wick Corp., an Ohio corporation ("BWC"), announced that the
parties had entered into an Agreement and Plan of Merger (the "Agreement"). BWC
is the parent company for three wholly-owned subsidiaries whose businesses
include retail investment brokerage, asset management, trust and estate
services, public finance and insurance. Pursuant to the Agreement, BWC will
merge with a wholly-owned subsidiary of UCFC (the "Merger") and UCFC will issue
up to 1.7 million UCFC common shares, subject to possible adjustments based upon
the market price of UCFC shares, in exchange for all of the issued and
outstanding common shares of BWC. Consummation of the Merger is subject to a
number of conditions, including, but not limited to, (i) the approval of the
Agreement by the shareholders of BWC and (ii) the receipt of requisite
regulatory approvals. The Merger is expected to be completed in the third
quarter of 1999.
The press release issued by UCFC and BWC regarding the announcement of the
transaction described herein is attached hereto as Exhibit 99.1 and is
incorporated herein by reference in its entirety. The press release incorporated
herein by reference contains forward-looking statements that involve risk and
uncertainty. It should be noted that a variety of factors could cause UCFC's
actual results and experience to differ materially from the anticipated results
or other expectations expressed in the forward-looking statements. The risks and
uncertainties that may affect the operations, performance, development, growth
projections and results of UCFC's business after the Merger include, but are not
limited to, the growth of the economy, interest rate movements, the impact of
competitive products, services and price, customer based requirements, Federal
and state legislation, acquisition cost savings and revenue enhancements and
similar matters. Readers of this Current Report on Form 8-K, including the
exhibits hereto, are cautioned not to place undue reliance on forward-looking
statements which are subject to influence by the named risk factors and
unanticipated future events. Actual results, accordingly, may differ materially
from management expectations.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits 99 - News release of UCFC and BWC dated April 15, 1999
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 thereunto duly authorized.
UNITED COMMUNITY FINANCIAL CORP.
By:
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Douglas M. McKay, President and
Chief Executive Officer
Date: April ___, 1999