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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): January 14, 1998
FIRST UNITED BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
ARKANSAS 0-11916 71-0538646
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification
Number)
MAIN AND WASHINGTON STREETS, EL DORADO, ARKANSAS 71730
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (870) 863-3181
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On December 31, 1997, First United Bancshares, Inc., El Dorado,
Arkansas ("First United"), acquired all of the issued and outstanding common
stock of City Bank & Trust of Shreveport, Shreveport, Louisiana ("CBT"),
pursuant to the Agreement and Plan of Reorganization, dated April 25, 1997
("Agreement"), whereby First United acquired all of the outstanding shares of
common stock of CBT and satisfied unexercised stock options of CBT common stock
in exchange for the issuance of 424,880 shares of First United common stock. The
method of calculating the average sales price for determining fractional share
payments and exchange ratio for shares and options are fully described in First
United's Form S-4 Registration Statement under the Securities Act of 1933,
Registration No. 333-37281 as filed with the Securities and Exchange Commission
("SEC") on October 6, 1997, and Amendment No. 1 thereto filed on November 3,
1997, and which became effective November 4, 1997 ("Registration Statement").
Pursuant to the Agreement, no fractional shares of First United common
stock were issued. Therefore, CBT stockholders and optionholders have received
or will receive cash payments for their fractional shares. First United has made
or will make all cash payments from its excess funds. Prior to consummating the
Agreement, First United had 9,851,892 shares of common stock issued and
outstanding. By issuing 424,880 shares of First United common stock, which
amounted to 0.0413% of the pre-merger issued and outstanding shares, First
United presently has 10,276,772 shares issued and outstanding. All of the issued
and outstanding shares are listed on the National Association of Securities
Dealers automated quotation system national market system.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The following financial statements have been previously filed by First
United in its Form S-4 Registration Statement under the Securities Act of 1933,
Registration No. 333-37281 as filed with the Securities and Exchange Commission
on October 6, 1997, and Amendment No. 1 thereto filed on November 3, 1997, which
became effective November 4, 1997:
(a) Financial Statements of Business Acquired.
(1) Financial statements of City Bank & Trust of Shreveport
and notes thereto as of December 31, 1996 and 1995 and for each of the three
years in the period ended December 31, 1996.
(2) Financial statements of CBT (unaudited) as of June 30,
1997 and for the six months ended June 30, 1997 and 1996.
(b) Pro-forma Financial Information required pursuant to Article 11 of
Regulation S-X:
(1) Pro-forma combining balance sheet (unaudited) as of
June 30, 1997.
(2) Pro forma combining income statements (unaudited) for each
of the three years in the period ended December 31, 1996 and for the six months
ended June 30, 1997 and 1996.
(c) Exhibits.
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description of Exhibit
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2 Agreement and Plan of Reorganization between First
United Bancshares, Inc. and City Bank & Trust of
Shreveport and Plan of Merger attached as Exhibit A
thereto incorporated herein by reference as
previously filed by First United in its Form S-4
Registration Statement under the Securities Act of
1933, Registration No. 333-37281 as filed with the
Securities and Exchange Commission on October 6,
1997, and Amendment No. 1 thereto, filed on November
3, 1997, which became effective November 4, 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, thereunto duly authorized.
FIRST UNITED BANCSHARES, INC.
(REGISTRANT)
By /s/ John E. Burns
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John E. Burns, Vice President and
Chief Financial Officer
Date: January 14, 1998
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