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 (Date of earliest event reported)
July 7, 1998
BB&T Corporation
(Exact name of registrant as specified in its charter)
Commission file number : 1-10853
North Carolina 56-0939887
(State of incorporation) (I.R.S. Employer Identification No.)
200 West Second Street
Winston-Salem, North Carolina 27101
(Address of principal executive offices) (Zip Code)
(336) 733-2000
(Registrant's telephone number, including area code)
This Form 8-K has 3 pages.
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ITEM 5. OTHER EVENTS
On June 25, 1998, BB&T Corporation (the "Company") consummated an
underwritten public offering of $350 million principal amount of its 6.375%
Redeemable and Putable SecuritiesSM due 2025 (the "RaPS") priced at 99.821% of
par. Bear, Stearns & Co. Inc.; Craigie Incorporated; Keefe, Bruyette & Woods
Inc.; and Donaldson, Lufkin & Jenrette Securities Corporation were the
underwriters for the offering. The annual interest rate on the RaPS is 6.375%
for the period from the date of issuance to June 30, 2005 (the "Remarketing
Date"). As provided in the Remarketing Agreement, dated June 25, 1998, between
the Company and Bear, Stearns & Co. Inc. (the "Remarketing Agreement"), on the
Remarketing Date the RaPS will either be mandatorily tendered to and purchased
by Bear, Stearns & Co. Inc., or its successor, as Remarketing Dealer, for
remarketing to the public, or will be redeemed by BB&T, in each case at 100% of
the principal amount of the RaPS plus accrued interest, if any, to the
Remarketing Date. If the Remarketing Dealer elects to remarket the RaPS, the
Remarketing Dealer will determine a new interest rate to maturity for the RaPS.
The RaPS are unsecured and subordinated to all present and future senior
indebtedness of BB&T.
The obligation of the Remarketing Dealer to purchase the RaPS on the
Remarketing Date following the Remarketing Dealer's election to remarket the
RaPS is subject to terminating conditions set forth in the Remarketing
Agreement. The occurrence of certain terminating conditions may obligate the
Company to pay the Remarketing Dealer the fair market value, calculated in
accordance with the Remarketing Agreement, of the Remarketing Dealer's right to
purchase and remarket the RaPS.
The net proceeds from the offering are approximately $362 million
(including a payment of $15,400,000 made to BB&T by the Remarketing Dealer in
respect of its right to remarket the RaPS) and will be used for the repurchase
of shares of BB&T's common stock in connection with certain pending acquisitions
expected to close this year and other general corporate purposes.
The foregoing description of the RaPS is qualified by the description
thereof set forth beneath the heading "Description of RaPS" in the Company's
Prospectus Supplement (To Prospectus Dated May 10, 1996), dated June 25, 1998,
relating to the offering of the RaPS, which is incorporated herein by reference.
SM A Service mark of Bear, Stearns & Co., Inc.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
99. Description of the RaPS, which is incorporated by
reference to pages S-8 to S-14 of the Prospectus
Supplement (To Prospectus Dated May 10, 1996), dated
June 25, 1998 (File No. 33-02899), filed with the
Securities and Exchange Commission on June 26, 1998
pursuant to Rule 424(b)(2).
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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 hereunto duly authorized.
BB&T CORPORATION
By:__________________
Sherry A. Kellett
Senior Executive Vice President
and Controller (Principal
Accounting Officer)
Date: July 7, 1998
