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 3, 1999
BANKUNITED FINANCIAL CORPORATION
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(Exact name of Registrant as specified in its charter)
FLORIDA 5-43936 65-0377773
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
255 ALHAMBRA CIRCLE, CORAL GABLES, FLORIDA 33134
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(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code: (305) 569-2000
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Item 5. OTHER EVENTS.
Attached hereto as Exhibit 20.1 is a press release regarding
the issuance and sale by BankUnited, FSB (the "Bank"), a federally
chartered savings bank and the subsidiary of BankUnited Financial
Corporation (the "Registrant") of $200,000,000 aggregate principal
amount of its 5.40% Senior Notes due February 2, 2004 (the "5.40%
Notes"). The 5.40% Notes have been issued pursuant to an indenture (the
"Indenture") dated as of November 4, 1998 between the Bank and The Bank
of New York as trustee (the "Trustee"), to which the Federal Home Loan
Bank of Atlanta (the "FHLB of Atlanta") has joined as a consenting
party. Under the terms of the Indenture, the Bank may issue its Senior
Notes from time to time, up to a total principal amount of
$500,000,000, with maturities ranging from 9 months to 10 years from
the date of issuance, and with a fixed or floating rate of interest.
The full payment of the Senior Notes is supported by an irrevocable
letter of credit (the "Letter of Credit") issued by the FHLB of Atlanta
pursuant to a Letter of Credit Reimbursement Agreement between the Bank
and the FHLB of Atlanta (the "Reimbursement Agreement"). The Bank
intends to use the net proceeds from the sale of the Notes for general
corporate purposes that will ultimately promote home financing or other
housing activity and encourage and assist the Bank's asset liability
management.
The Senior Notes are being offered without registration under
the Securities Act of 1933, as amended (the "1933 Act"), in reliance
upon an exemption therefrom provided by Section 3(a) of the 1933 Act,
and without registration under the Securities Offering Regulations (12
C.F.R. Part 563g) of the Office of Thrift Supervision (the "OTS"), in
reliance upon an exemption therefrom provided by Section 3(a)(2) of the
1933 Act as such exemption is incorporated by reference therein.
Pursuant to the Distribution Agreement dated November 4, 1998
(the "Distribution Agreement") by and among the Bank and Credit Suisse
First Boston Corporation, PaineWebber Incorporated and Prudential
Securities Incorporated (the "Agents"), the Bank has appointed the
Agents exclusive agents for the purpose of soliciting purchases of the
Senior Notes from the Bank by others. The 5.40% Notes have been issued
and sold to the Agents pursuant to a Terms Agreement dated January 26,
1999 between the Agents and the Bank, subject to the terms stated
therein and in the Distribution Agreement.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
20.1 Press Release dated January 29, 1999 regarding the issuance
and sale of the 5.40% Notes by the Bank.
<PAGE>
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, hereunto duly authorized.
BANKUNITED FINANCIAL CORPORATION
By:/S/ DIANE DELELLA
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Diane DeLella
Vice President, Chief Financial Officer
and Controller
Dated: February 3, 1999
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BANKUNITED FINANCIAL CORPORATION
FORM 8-K
INDEX TO EXHIBITS
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SEQUENTIALLY
EXHIBIT NUMBERED
NO. PAGE
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20.1 Press Release dated January 29, 1999 regarding the issuance
and sale of the 5.40% Notes by the Bank
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EXHIBIT 20.1
[BankUnited LOGO]
FOR IMMEDIATE RELEASE CONTACT: Deborah L. Koch
January 29, 1999 305-569-2000
BANKUNITED ANNOUNCES SALE OF MEDIUM-TERM NOTES
CORAL GABLES, FL --- BankUnited Financial Corporation, parent company of
BankUnited, FSB, today announced the sale of $200 million of medium-term notes
yielding 5.4%.
This benchmark program allows BankUnited, FSB to issue medium term notes in
amounts up to $500 million with maturities up to ten years. The notes are
secured by a standby letter of credit from the Federal Home Loan Bank of
Atlanta, and are rated "Aaa" by Moody's and "AAA" by Standard & Poors. The
agents for issuance of the Notes are Credit Suisse First Boston, PaineWebber and
Prudential Securities.
BankUnited, FSB is the principal subsidiary of BankUnited Financial Corporation
and is the largest financial institution headquartered in Florida. BankUnited
had assets of $3.83 billion as of December 31, 1998. It operates 25 banking
offices throughout Miami-Dade, Broward, Palm Beach and Collier Counties.
Additional branch offices in Plantation and Deerfield Beach are expected to open
in the near future.
BankUnited Financial Corporation is traded on the Nasdaq National Market. Its
common stock trades under the symbol BKUNA. BankUnited Capital II trust
preferred securities trade on NASDAQ under the symbol BKUNZ. BankUnited Capital
III trust preferred securities trade on the New York Stock Exchange under the
symbol BUFPrC.
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