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)
August 10, 1998
BB&T Corporation
(Exact name of registrant as specified on 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. The sequential numbering of the pages is indicated in
the lower right hand corner.
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ITEM 5. OTHER EVENTS
The purpose of this Current Report on Form 8-K is to announce that BB&T
Corporation has executed a definitive agreement to acquire Scott & Stringfellow
Financial, Inc., an investment banking firm headquartered in Richmond, Virginia.
EXHIBIT INDEX
Exhibit 99.1 Announcement to acquire Scott & Stringfellow Financial, Inc.
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BB&T Corporation ("BB&T") announced on August 10, 1998, that it will
acquire Scott & Stringfellow Financial, Inc. ("Scott & Stringfellow"), an
investment banking firm headquartered in Richmond, Virginia. The transaction
will be effected through the exchange of one share of BB&T common stock for each
share of Scott & Stringfellow common stock outstanding. Based on BB&T's closing
price of $34.44 per share on Friday, August 7, 1998, the transaction has a value
of $34.44 per Scott & Stringfellow common share, or $131 million in the
aggregate. The acquisition will significantly increase BB&T's presence in
investment banking and retail brokerage.
The transaction, approved by the Boards of Directors of BB&T and Scott
& Stringfellow on August 10, will be accounted for as a pooling of interests.
Management estimates annual cost savings of approximately 5% of Scott &
Stringfellow's current expense base, to be achieved as a result of the
integration of BB&T's current investment banking subsidiary, Craigie, Inc. into
Scott & Stringfellow. Management projects the acquisition will be slightly
dilutive to BB&T's earnings per share in the first two years after consummation
but become accretive thereafter.
Scott & Stringfellow, established in 1893, manages more than $10 billion
in total assets for its clients and operates 31 offices in Virginia, West
Virginia, North Carolina and South Carolina. Scott & Stringfellow offers
full-service retail brokerage, institutional equity and debt underwriting,
investment advisory services, corporate finance, equity trading, equity research
and a wide-range of other investment-related financial services. Scott &
Stringfellow common stock is traded on the NASDAQ National Market System under
the trading symbol SCOT.
The aquisition, which is subject to the approval of the shareholders of
Scott & Stringfellow and Federal and state regulators, is expected to be
completed in the fourth quarter of 1998. After consummation of the acquisition,
BB&T's investment banking operations will be based in Richmond, Virginia.
BB&T, a multi-bank holding company with $31.5 billion in assets as of June
30, 1998, operates 518 banking offices in the Carolinas and Virginia. BB&T
common stock is listed on the New York Stock Exchange under the trading symbol
BBK.
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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.
BB&T CORPORATION
(Registrant)
By: /S/ SHERRY A. KELLETT
Sherry A. Kellett
Senior Executive Vice President and
Controller (Principal Accounting Officer)
Date: August 10, 1998
