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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): April 23, 1999
FIRST STERLING BANKS, INC.
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Exact name of Registrant as Specified in Charter
Georgia 33-78046 58-2104977
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or organization) Identification No.)
1200 Barrett Parkway, Kennesaw, Georgia 30144
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(Address of Principal Executive Officers)
Registrant's Telephone Number, including area code: 770-499-2265
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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 2. ACQUISITION
At special shareholders meetings of First Sterling Banks, Inc. and
Georgia Bancshares, Inc. on April 16, 1999, shareholders of both companies
approved the merger of Georgia Bancshares, Inc. with and into First Sterling
Banks, Inc. The merger was consummated on April 23, 1999 and the registrant
issued the following press release.
PRESS RELEASE - APRIL 23, 1999
GEORGIA BANCSHARES AND FIRST STERLING BANKS
COMPLETE MERGER
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Ted A. Murphy, President and CEO of Georgia Bancshares, Inc. and Edward C.
Milligan, Chairman and CEO of First Sterling Banks, Inc., announced that the
merger of the two suburban Atlanta bank holding companies has been
consummated effective April 23, 1999. Under the terms of the merger
agreement, Community Bank of Georgia will operate as a subsidiary of First
Sterling Banks, retaining its Board of Directors, management and local
identity. First Sterling Banks will now have total assets in excess of $300
million, with three subsidiary banks and six banking locations in Cobb,
DeKalb and Gwinnett Counties.
Immediately prior to the merger, First Sterling shareholders received a stock
dividend of .2858 shares for each First Sterling share that they own.
Shareholders of Georgia Bancshares will receive one share of First Sterling
Bank stock for each share of Georgia Bancshares stock that they own.
After obtaining all required regulatory approvals, shareholders of both
companies overwhelmingly approved the merger at special shareholders meeting
on March 16, 1999.
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.
DATE: May 6, 1999
FIRST STERLING BANKS, INC.
/s/ Edward C. Milligan
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Edward C. Milligan
Chairman & Chief Executive Officer
