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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): April 10, 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 March 30, 1998, First United Bancshares, Inc., El Dorado, Arkansas
("First United"), acquired all of the issued and outstanding common stock of
Citizens National Bancshares of Hope, Inc., Hope, Arkansas ("Citizens"),
pursuant to the Agreement and Plan of Reorganization, dated September 15, 1997
("Agreement"), in exchange for the issuance of 1,569,887 shares of First United
common stock. The method of calculating the average sales price for determining
fractional share payments and exchange ratio for shares are fully described in
First United's Form S-4 Registration Statement under the Securities Act of 1933,
Registration No. 333-43637 as filed with the Securities and Exchange Commission
("SEC") on December 31, 1997, and Amendment No. 1 to the Registration Statement
filed on February 3, 1998. The Registration Statement, as amended, became
effective February 6, 1998 ("Registration Statement").
Citizens was a bank holding company which owned 100% of the common
stock of The Citizens National Bank of Hope, Hope, Arkansas, and Peoples Bank &
Loan Company, Lewisville, Arkansas. Citizens engaged, directly or through
subsidiaries, in those activities closely related to banking which are
specifically permitted under the Bank Holding Company Act of 1956, as amended.
Pursuant to the Agreement, no fractional shares of First United common
stock were issued. Therefore, Citizens stockholders 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 10,276,772 shares of common stock issued and
outstanding. By issuing 1,569,887 shares of First United common stock, which
amounted to 15.28% of the pre-merger issued and outstanding shares, and an
additional 799,864 shares in connection with the March 30, 1998, acquisition of
First Republic Bancshares, Inc., Rayville, Louisiana ("Republic"), First United
presently has 12,646,523 shares issued and outstanding. First United is filing
an additional report on Form 8-K simultaneously herewith providing information
in connection with its acquisition of Republic. 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. 333-43637 as filed with the Securities and Exchange Commission
on December 31, 1997, and Amendment No. 1 thereto filed on February 3, 1998,
which became effective February 6, 1998:
(a) Financial Statements of Business Acquired.
(1) Financial statements of Citizens National Bancshares of
Hope, Inc., 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 Citizens (unaudited) as of
September 30, 1997 and for the nine months ended September 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
September 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 nine months
ended September 30, 1997 and 1996.
(c) Exhibits.
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INDEX TO EXHIBITS
Exhibit No. Description of Exhibit
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2 Agreement and Plan of Reorganization between First United
Bancshares, Inc. and Citizens National Bancshares of Hope,
Inc. and Plan of Merger attached as Exhibit A thereto
(previously filed by First United in its Form S-4 Registration
Statement under the Securities Act of 1933, Registration No.
333-43637 as filed with the Securities and Exchange Commission
on December 31, 1997, and Amendment No. 1 thereto, filed on
February 3, 1998, which became effective February 6, 1998)
incorporated herein by reference.
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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, Senior Vice President
and Chief Financial Officer
Date: April 10, 1998
