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: June 20, 1996
FIRST SOUTHEAST FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 0-22240 57-0979678
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
201 N. Main Street, Anderson, South Carolina 29621
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (864) 224-3401
NOT APPLICABLE
Former name, former address and former fiscal year, if changed since last
report.
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Item 5. Other Events
First Southeast Financial Corporation announced June 17, 1996 that the Board
of Directors has declared a special cash dividend of $10 per share to be paid
on June 27, 1996 to shareholders of record on June 21, 1996. For information
regarding the special dividend, reference is made to the Registrant's press
release dated June 17, 1996, attached hereto as Exhibit 99 and incorporated
herein by reference.
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.
FIRST SOUTHEAST FINANCIAL CORPORATION
DATE: June 20, 1996 By: /s/David C. Wakefield, III
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David C. Wakefield, III
President and Chief Executive
Officer
(Duly Authorized Representative)
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Exhibit 99
First Southeast Financial Corporation
Press Release dated June 17, 1996
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For immediate release CONTACT: DAVID C. WAKEFIELD, III
PRESIDENT AND CEO
(864) 260-6218
FIRST SOUTHEAST ANNOUNCES A $10 SPECIAL CASH DIVIDEND
ANDERSON, SOUTH CAROLINA (June 17, 1996) --First Southeast Financial
Corporation announced today that the Board of Directors has authorized a
one-time special cash dividend of $10.00 per share to be paid on June 27, 1996
to shareholders of record on June 21, 1996.
Based on preliminary estimates, approximately one-fourth of the dividend is
expected to be considered as a tax-free return of capital. This determination
will be finalized upon completion of the June 30, 1996 fiscal year end
reporting. Additionally, the Company's earnings for the quarter ending June
30, 1996 are expected to be substantially reduced due to losses that will be
recognized upon the liquidation of securities to fund the cash dividend.
Also, receipt of the dividend payment on unallocated shares in the Employee
Stock Ownership Plan will accelerate the recognition of compensation expense.
The Board believes that the acceleration of these costs will contribute to
improved earnings performance.
Over the past year and a half, the Company, with the assistance of its
financial advisors, has undertaken a comprehensive analysis of the Company's
strategic strengths and weaknesses. Financial advisors have assisted the
Company in evaluating strategic alternatives to enhance shareholder value,
including continuing repurchases of Company stock, changes in the Company's
dividend policy, and growth through wholesale leveraging. Additionally, the
Board of Directors has explored the possibility of acquiring branches or other
financial institutions as well as the sale of the Company to a larger
financial institution as a method of enhancing shareholder value. While the
Company has received preliminary indications of interest concerning a sale,
none involved amounts at premiums to recent trading prices.
Speaking on behalf of the Board of Directors, David C. Wakefield, III, First
Southeast's President and CEO, stated that "the Board will continue to
evaluate all strategies to increase shareholder value, but has decided that
returning excess capital to the shareholders is prudent and timely. This cash
dividend payment will reduce the Company's 20% capital level by approximately
one-half and will assist in repositioning the balance sheet of First Southeast
to achieve returns on equity and earnings per share more in keeping with
industry standards. This action underscores the Board's paramount interest in
constantly exploring ways to enhance shareholder value."
The Company's subsidiary, First Federal Savings & Loan Association of
Anderson, has received Office of Thrift Supervision approval to provide $19.5
million of the funding for the cash dividend. On a pro forma basism, First
Federal's capital after payment of the special dividend will exceed twice the
regulatory minimum level. First Federal will continue to be classified as
"well capitalized" as defined by federal regulations.
First Federal operates 11 full service offices in Anderson, Greenwood and
Abbeville counties of South Carolina and has served its market area since
1922. First Southeast's common stock trades on the Nasdaq Stock Market under
the symbol "FSFC."
