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: February 1, 1994
Security Capital Bancorp
(Exact name of registrant as specified in its charter)
North Carolina 0-12359 56-13546
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
507 West Innes Street
Post Office Box 1387
Salisbury, North Carolina 28145-1387
(Address of principal executive offices)
Registrant's telephone number, including area code: (704) 636-3775
N/A
(Former name or former address, if changed since last report)
EXHIBIT INDEX ON PAGE 7
PAGE 1 OF 16
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Item 1. Changes in Control of Registrant
Not Applicable.
Item 2. Acquisition or Disposition of Assets
Not Applicable.
Item 3. Bankruptcy or Receivership
Not Applicable.
Item 4. Changes in Registrant's Certifying Accountant
Not Applicable.
Item 5. Other Events
On January 28, 1994, Security Capital Bancorp (the "Company") amended
its letter of intent with Fairfield Communities, Inc. ("FCI") concerning the
Company's acquisition of First Federal Savings and Loan Association of
Charlotte, North Carolina, a wholly-owned subsidiary of FCI ("First Federal"),
to extend its term through February 18, 1994. Copies of a press release of
the Company, dated January 28, 1994, and the amended letter of intent are
attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated
herein by reference.
Item 6. Resignations of Registrant's Directors
Not Applicable.
Item 7. Financial Statements and Exhibits
(99.1) Press Release of Security Capital Bancorp, distributed
January 28, 1994
(99.2) Amendment to Letter of Intent, dated January 28, 1994.
Item 8. Change in Fiscal Year
Not Applicable.
PAGE
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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.
SECURITY CAPITAL BANCORP
Date: February 1, 1994 By:
David B. Jordan
Vice-Chairman and Chief Executive Officer
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<TABLE>
EXHIBIT INDEX
<CAPTION>
Exhibit No. Description Sequential Page No.
<S> <C> <C>
99.1 Press Release of -11-
Security Capital Bancorp
Distributed on
January 28, 1994
99.2 Amendment to Letter -15-
of Intent, Dated
January 28, 1994
/TABLE
<PAGE>
Contact: David B. Jordan
Vice-Chairman/CEO
(704) 637-6180
SECURITY CAPITAL BANCORP ANNOUNCES INCREASED CASH DIVIDEND
Salisbury, North Carolina (January 27, 1994) - Security Capital
Bancorp (NASDAQ: SCBC) today announced a 10% increase in the cash
dividend to be payable on March 1, 1994.
David B. Jordan, Vice-Chairman and Chief Executive Officer, announced
that on January 27, 1994 the Board of Directors of Security Capital declared
a quarterly cash dividend of $.11 per share (a $.01 increase over the prior
quarter's cash dividend of $.10 per share) payable on March 1, 1994 to
shareholders of record at the close of business on February 15, 1994.
On December 15, 1993, Security Capital and Fairfield Communities, Inc.
entered a letter of intent concerning Security Capital's possible purchase
from Fairfield of the outstanding stock of First Federal Savings and Loan
Association of Charlotte, North Carolina. Security Capital and Fairfield
have agreed to extend the letter of intent through February 18, 1994 so
that additional due diligence and further negotiations may occur. Assuming
a definitive agreement is reached and all conditions are satisfied, the
acquisition would be consummated during the second or third quarters of
1994.
Security Capital which is headquartered in Salisbury, North Carolina,
operates 40 offices in 28 communities located in 11 counties in the south
central and western Piedmont regions of North Carolina.
As of December 31, 1993, Security Capital had total assets of
approximately $929 million and total shareholders' equity of approximately
$124 million. Its financial institution subsidiaries are Security Bank
and Trust Company and OMNIBANK, SSB of Salisbury, North Carolina;
Citizens Savings, SSB, Concord, North Carolina and Home Savings Bank,
SSB, Kings Mountain, North Carolina. Security Capital's principal executive
offices are located at 507 West Innes Street, Salisbury, North Carolina
28144; telephone number (704) 636-3775.
Market prices for Security Capital's outstanding shares are quoted
on the NASDAQ National Market System under the symbol "SCBC".
January 27, 1994
Security Capital Bancorp
507 West Innes Street
Salisbury, North Carolina 28145-1387
Attention: Mr. David B. Jordan, Vice Chairman/CEO
Gentlemen:
Re: First Federal Savings and Loan Association of Charlotte
Reference is made to the letter dated December 15, 1993 (the
"Letter"), concerning the possible sale to Security Capital Bancorp
("SecCap"), or a wholly-owned subsidiary thereof to be designated by
SecCap, of 100% of the issued and outstanding stock of First Federal
Savings and Loan Association of Charlotte, a wholly-owned subsidiary of
Fairfield Communities, Inc.
The first sentence of paragraph 5 of the Letter and paragraph 11.a.(i)
of the Letter are hereby amended, in both cases to delete the date
"January 29, 1994" and to substitute therefore the date "February 18,
1994". Except as hereby expressly amended, all of the terms of the Letter
remain in full force and effect.
If the foregoing meets with your approval, please so indicate by
dating and signing the enclosed duplicate original of this letter and
returning it to me not later than January 31, 1994.
Agreed to and Accepted: Very truly yours,
SECURITY CAPITAL BANCORP FAIRFIELD COMMUNITIES, INC.
By: s/ David B. Jordan By: s/ J.W. McConnell
David B. Jordan J.W. McConnell
Vice Chairman/CEO President
Date: January 27, 1994.
