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): September 5, 2000
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FIRSTSPARTAN FINANCIAL CORP.
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(Exact name of registrant as specified in its charter)
Delaware 0-22445 56-2015272
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
380 E. Main Street, Spartanburg, South Carolina 29302
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Address of principal executive offices Zip Code
Registrant's telephone number, including area code: (864) 582-2391
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On September 5, 2000, FirstSpartan Financial Corp. ("FirstSpartan") and
BB&T Corporation ("BB&T") entered into an Agreement and Plan of Reorganization
(the "Agreement") pursuant to which FirstSpartan will merge with and into BB&T.
The Agreement is filed as Exhibit 2.1 hereto and is incorporated herein by
reference.
Pursuant to the terms of the Agreement, each share of FirstSpartan
common stock, $0.01 par value per share, issued and outstanding at the effective
time of the merger will become and be converted into the right to receive one
share of BB&T common stock, par value $5.00 per share.
The merger will be structured as a tax-free reorganization and will be
accounted for under the purchase method of accounting. Consummation of the
merger is subject to various conditions, including the approval of the
stockholders of FirstSpartan and the receipt of all requisite regulatory
approvals.
In connection with the Agreement, FirstSpartan granted to BB&T a stock
option pursuant to a Stock Option Agreement, dated as of September 5, 2000,
which, under certain defined circumstances, would enable BB&T to purchase
740,300 shares of FirstSpartan common stock, subject to adjustment, at a price
of $21.25 per share. A copy of the Stock Option Agreement is attached hereto as
Exhibit 10.1.
The summary of the Agreement and the Stock Option Agreement is not
complete and is qualified in its entirety by reference to the complete text of
such documents filed as exhibits herewith and incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(C) Exhibits.
Exhibit 2.1 Agreement and Plan of Reorganization, dated as of September 5,
2000, by and between BB&T Corporation and FirstSpartan
Financial Corp.
Exhibit 10.1 Stock Option Agreement dated as of September 5, 2000 by and
between BB&T Corporation and FirstSpartan Financial Corp.
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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.
FirstSpartan Financial Corp.
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(Registrant)
September 8, 2000 /s/ Billy L. Painter
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Date Billy L. Painter
President and Chief Executive Officer
