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
October 1, 2007 (August 29, 2007)
Date of Report (Date of earliest event reported)
FIRST BANKS, INC.
(Exact name of registrant as specified in its charter)
MISSOURI 0-20632 43-1175538
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
135 NORTH MERAMEC, CLAYTON, MISSOURI 63105
(Address of principal executive offices) (Zip code)
(314) 854-4600
(Registrant's telephone number, including area code)
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:
( ) 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))
FIRST BANKS, INC.
TABLE OF CONTENTS
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ITEM 8.01 OTHER EVENTS..................................................... 1
SIGNATURE................................................................... 3
ITEM 8.01 OTHER EVENTS.
On August 29, 2007, First Banks, Inc. ("First Banks" or the "Company")
entered into a Placement Agreement regarding the issuance of variable rate trust
preferred securities by First Bank Statutory Trust X, a newly formed Delaware
statutory trust affiliate of the Company ("FBST X"). Subject to the terms of the
Placement Agreement, on August 31, 2007, FBST X issued 15,000 variable rate
trust preferred securities at $1,000 per security in a private placement, and
issued 464 common securities to First Banks at $1,000 per security. First Banks
owns all of the common securities of FBST X. The gross proceeds of the offering
were used by FBST X to purchase $15.5 million of variable rate subordinated
debentures from First Banks, maturing on September 15, 2037. The maturity date
of the subordinated debentures may be shortened, at the option of First Banks,
to a date not earlier than September 15, 2012, if certain conditions are met.
The subordinated debentures are the sole asset of FBST X. In connection with the
issuance of the FBST X preferred securities, First Banks made certain guarantees
and commitments that, in the aggregate, constitute a full and unconditional
guarantee by First Banks of the obligations of FBST X under the FBST X preferred
securities. Proceeds from the issuance of the subordinated debentures to FBST X,
net of offering expenses, were $15.5 million. The distribution rate on the FBST
X preferred securities is equivalent to the three-month London Interbank Offered
Rate ("LIBOR") plus 230.0 basis points, and will be payable quarterly in arrears
beginning December 15, 2007. First Banks intends to use the proceeds from the
issuance of the subordinated debentures to FBST X to fund pending acquisitions,
as well as for general corporate purposes.
On September 13, 2007, First Banks entered into a Placement Agreement
regarding the issuance of variable rate trust preferred securities by First Bank
Statutory Trust IX, a newly formed Delaware statutory trust affiliate of the
Company ("FBST IX"). Subject to the terms of the Placement Agreement, on
September 20, 2007, FBST IX issued 25,000 variable rate trust preferred
securities at $1,000 per security in a private placement, and issued 774 common
securities to First Banks at $1,000 per security. First Banks owns all of the
common securities of FBST IX. The gross proceeds of the offering were used by
FBST IX to purchase $25.8 million of variable rate subordinated debentures from
First Banks, maturing on December 15, 2037. The maturity date of the
subordinated debentures may be shortened, at the option of First Banks, to a
date not earlier than December 15, 2012, if certain conditions are met. The
subordinated debentures are the sole asset of FBST IX. In connection with the
issuance of the FBST IX preferred securities, First Banks made certain
guarantees and commitments that, in the aggregate, constitute a full and
unconditional guarantee by First Banks of the obligations of FBST IX under the
FBST IX preferred securities. Proceeds from the issuance of the subordinated
debentures to FBST IX, net of offering expenses, were $25.8 million. The
distribution rate on the FBST IX preferred securities is equivalent to the
three-month LIBOR plus 225.0 basis points, and will be payable quarterly in
arrears beginning December 15, 2007. First Banks intends to use the proceeds
from the issuance of the subordinated debentures to FBST IX for general
corporate purposes.
On September 27, 2007, First Banks entered into a Placement Agreement
regarding the issuance of variable rate trust preferred securities by First Bank
Statutory Trust XI, a newly formed Delaware statutory trust affiliate of the
Company ("FBST XI"). Subject to the terms of the Placement Agreement, on
September 28, 2007, FBST XI issued 10,000 variable rate trust preferred
securities at $1,000 per security in a private placement, and issued 310 common
securities to First Banks at $1,000 per security. First Banks owns all of the
common securities of FBST XI. The gross proceeds of the offering were used by
FBST XI to purchase $10.3 million of variable rate subordinated debentures from
First Banks, maturing on December 15, 2037. The maturity date of the
subordinated debentures may be shortened, at the option of First Banks, to a
date not earlier than December 15, 2012, if certain conditions are met. The
subordinated debentures are the sole asset of FBST XI. In connection with the
issuance of the FBST XI preferred securities, First Banks made certain
guarantees and commitments that, in the aggregate, constitute a full and
unconditional guarantee by First Banks of the obligations of FBST XI under the
FBST XI preferred securities. Proceeds from the issuance of the subordinated
debentures to FBST XI, net of offering expenses, were $10.3 million. The
distribution rate on the FBST XI preferred securities is equivalent to the
three-month LIBOR plus 285.0 basis points, and will be payable quarterly in
arrears beginning December 15, 2007. First Banks intends to use the proceeds
from the issuance of the subordinated debentures to FBST XI for general
corporate purposes.
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.
FIRST BANKS, INC.
Date: October 1, 2007 By: /s/ Terrance M. McCarthy
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Terrance M. McCarthy,
President and Chief Executive Officer