SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): November 19, 1997
Regent Bancshares Corp.
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(Exact name of registrant as specified in is charter)
New Jersey 0-17753 23-2440805
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1430 Walnut Street, Philadelphia, Pennsylvania 19102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 546-6500
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
On November 18, 1997, Registrant completed the redemption of all
outstanding shares of its Series A through Series E Convertible Preferred Stock
(collectively, the "Preferred Stock"). As of June 30, 1997, Registrant had
outstanding an aggregate of 564,726 shares of Preferred Stock. Prior to the
November 18, 1997 redemption date, the holders of 548,194 shares of Registrant's
Preferred Stock converted their Preferred Stock into Registrant's Common Stock
in accordance with the terms of the applicable certificates of designation. On
November 18, 1997, the remaining 16,532 shares of Registrant's Preferred Stock
were redeemed at the redemption price of $10.00 per share.
As of the close of business on November 18, 1997, Registrant had
outstanding 3,407,022 shares of Common Stock. The Common Stock is Registrant's
only outstanding class of equity security.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired:
Not applicable.
(b) Pro forma financial information:
Not applicable.
(c) Exhibits:
99 - November 19, 1997 press release regarding the completion
of the redemption of Registrant's outstanding Preferred
Stock.
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SIGNATURE
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.
REGENT BANCSHARES CORP.
Dated: December 10, 1997 By:/s/ Robert B. Goldstein
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Robert B. Goldstein, President
and Chief Executive Officer
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<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
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99 November 19, 1997 press release
regarding the completion of the
redemption of Registrant's outstanding
Preferred Stock
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REGENT NEWS
Regent Bancshares Corp. o 1430 Walnut Street o Philadelphia, PA 19102
(215) 546-6500 o FAX (215) 546-5790
FOR IMMEDIATE RELEASE:
Contact: Joel E. Hyman
Chief Financial Officer & Treasurer
(215) 546-6500
Regent Bancshares Completes Redemption of Preferred Stock
(Philadelphia, Pennsylvania, November 21, 1997) -- Regent Bancshares Corp.
(Nasdaq: RBNK), today announced that it had completed the redemption of the
564,726 outstanding shares of its Series A through E Convertible Preferred
Stock. The holders of 548,194 of the 546,726 outstanding shares of Preferred
Stock (97%) elected to convert their Preferred Stock into Regent Common Stock
in lieu of receiving the redemption price of $10.00 per share. As a result,
as of the close of business on November 18, 1997, Regent has outstanding
3,406,479 shares of Common Stock.
Robert B. Goldstein, President and Chief Executive Officer of Regent, stated
"We are pleased that virtually all of the holders of our Preferred Stock have
expressed their confidence in Regent's new management, which restored Regent
to profitable operations in the third quarter of 1997, and were able to benefit
from the performance of Regent's Common Stock." Mr. Goldstein noted that
Regent's Common Stock closed at $13.375 per share on November 18, 1997, up from
$10.75 on June 30, 1997. Mr. Goldstein further stated that "The simplification
of Regent's capital structure will provide Regent with additional flexibility
and enhance Regent's ability to realize growth opportunities."
Regent, a one-bank holding company headquartered in Philadelphia, Pennsylvania,
had net income of $173,590, or $.06 per share, for the third quarter of 1997,
compared to a loss of $345,509, or $.08 per share, for the third quarter
of 1996.
