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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 and Exchange Act of 1934
Date of Report - September 15, 1997
(Date of earliest event reported)- (August 31, 1997)
FULTON FINANCIAL CORPORATION
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(Exact Name of Registrant as specified in its charter)
Pennsylvania 0-10587 23-2195389
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
One Penn Square, P.O.Box 4887, Lancaster, PA 17604
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Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (717) 291-2411
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Item 5. Other Events.
On August 31, 1997, Fulton Financial Corporation ("FFC") acquired The
Peoples Bank of Elkton ("PBE"), a Maryland bank headquartered in Elkton,
Maryland. The acquisition was accomplished by merging PBE with and into PBE
Interim Bank ("Interim"), a Maryland bank organized by FFC to accomplish the
merger (the "Merger"). Interim survived the merger and will operate as a wholly-
owned subsidiary of FFC under the name "The Peoples Bank of Elkton" ("the
Surviving Bank"). The Surviving Bank has two offices and total consolidated
assets of approximately $92 million. PBE New is FFC's eleventh subsidiary bank
and the fifth subsidiary bank located outside of Pennsylvania. The Merger
increases FFC's assets to approximately $4.3 billion and more than 120 banking
offices in Pennsylvania, Maryland, Delaware and New Jersey.
The Merger was consummated pursuant to the previously-announced
Affiliation and Merger Agreement dated as of March 18, 1997, as amended as of
May 20, 1997 (the "Merger Agreement), between FFC, PBE and Interim. The
execution of the Merger Agreement was reported in a Current Report on Form 8-K
filed on March 31, 1997. In accordance with the terms of the Merger Agreement,
each of the 230,596 issued and outstanding shares of the $10.00 par value common
stock of PBE has been converted into 4.158 shares of the $2.50 par value common
stock of FFC ("FFC Common Stock"). Former stockholders of PBE will receive cash
in lieu of fractional shares of FFC Common Stock at the rate of $27.75 per
share.
Pursuant to General Instruction F to Form 8-K, the Press Release dated
September 2, 1997 announcing the consummation of the Merger attached to this
Current Report as Exhibit 1 is hereby incorporated herein by reference.
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Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The acquisition of Peoples Bank of Elkton by FFC does not involve a
significant amount of assets, as said term is defined in Item 2 of Form 8-K. FFC
is therefore not required to file the financial statements called for by Item
7(a) and has elected not to file such financial statements.
(b) Pro Forma Financial Information.
For the reasons set forth above, FFC has elected not to file pro forma
financial information relating to the acquisition of PBE by FFC.
(c) Exhibits.
Pursuant to Item 7(c) of Form 8-K, FFC hereby files the following
required exhibits in accordance with Item 601 of Regulation S-K:
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Number Title
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99 Press Release dated September 2, 1997.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
Fulton Financial Corporation has caused this Report to be signed on its behalf
by the undersigned hereunto fully authorized.
FULTON FINANCIAL CORPORATION
By: /s/ Rufus A. Fulton, Jr.
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Rufus A. Fulton, Jr.,
President & Chief Executive Officer
Date: September 15, 1997
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EXHIBIT INDEX
Required Exhibits
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Page (in accordance with
Number Title sequential numbering system)
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99 Press Release dated September 2,
1997.
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FULTON FINANCIAL
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CORPORATION
FOR IMMEDIATE RELEASE contact: Laura J. Wakeley
Full text available on PR NEWSWIRE phone: 717-291-2616
September 2, 1997
Fulton Financial completes Peoples Bank of Elkton acquisition
Elkton, M.D. - Fulton Financial Corp. (Nasdaq: FULT) today
announced that it has completed its acquisition of The Peoples Bank of Elkton,
effective August 31, 1997. Under the terms of the definitive merger agreement,
Peoples Bank shareholders will receive 4.158 shares of Fulton Financial common
stock for each share of Peoples Bank common stock.
Peoples Bank had 230,596 shares of stock outstanding at the time of
the transaction.
Peoples Bank, with approximately $92 million in assets, has two
offices in Elkton, Md., and becomes Lancaster, Pa.-based Fulton Financial's
eleventh bank.
Fulton Financial now has more than $4.3 billion in assets and more
than 120 branches in Pennsylvania, Maryland, Delaware and New Jersey.
Peoples Bank shareholders approved the merger at a special July 22
meeting, and regulatory approvals were received shortly thereafter.
In addition to The Peoples Bank of Elkton, Fulton Financial operates
ten banks in Pennsylvania, Maryland, Delaware and New Jersey: Fulton Bank,
Lancaster; Farmers Trust Bank, Lebanon; Swineford National Bank, Middleburg;
Lafayette Bank, Easton; FNB Bank, N.A., Danville; Great Valley Bank, Reading;
Hagerstown Trust, Hagerstown, Md.; Delaware National Bank, Georgetown, Del.; The
Bank of Gloucester County, Woodbury, New Jersey; and The Woodstown National Bank
& Trust Company, Woodstown, New Jersey.
Fulton has signed a definitive agreement to acquire Keystone Heritage
Group, Inc., a bank holding company whose sole banking subsidiary is Lebanon
Valley National Bank with assets of approximately $640 million. It is expected
to close during the first quarter of 1998.
Additional information on Fulton Financial Corporation is available
on the Internet at www.fult.com.
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