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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
Date of report (Date of earliest event reported) September 9, 1999
PROFESSIONAL BANCORP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
PENNSYLVANIA 0-11223 95-3701137
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No)
606 BROADWAY, SANTA MONICA, CA 90401
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (310) 458-1521
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ITEM 5. OTHER EVENTS
On September 7, 1999, Professional Bancorp, Inc. (the "Company") announced
through the attached press release that it had agreed with FirstFed Financial
Corp. (NYSE: FED - news) to discontinue negotiations toward a Definitive
Agreement leading to the possible acquisition of Professional Bancorp, Inc. by
FirstFed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
PROFESSIONAL BANCORP, INC
Date: September 9, 1999 By: /s/ Eric J. Woodstrom
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Acting Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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1 Press Release, dated September 7, 1999, announcing the
Termination of the negotiations with FirstFed Financial Corp.
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EXHIBIT 1
PRESS RELEASE DATED:
Tuesday, September 7, 1999
Company Press Release
Professional Bancorp Announces Termination of Negotiations with FirstFed
Financial Corp. and Continued Exploration of Strategic Partnerships
SANTA MONICA, Calif., Sept. 7, 1999 -- Professional Bancorp, Inc. (Company)
(Amex: MDB - news) announced today that it had agreed with FirstFed Financial
Corp. (NYSE: FED - news) to discontinue negotiations toward a Definitive
Agreement leading to the possible acquisition of Professional Bancorp by
FirstFed. The Board of Directors of Professional Bancorp, Inc. has concluded
that continued negotiations were unlikely to result in the execution of an
Agreement at the $23.50 per share level disclosed in its press release dated
June 28, 1999. As a result, the Company's Board of Directors and FirstFed have
mutually agreed to terminate the letter of intent announced on June 28, 1999.
Concurrently, the Company's Board of Directors reaffirmed its commitment to
discussions with suitable strategic partners while continuing its internal
programs designed to increase earnings, enhance the Company's franchise and
expand the scope of its products. The goal of these initiatives continues to be
the near term enhancement of earnings and shareholder value.
