<PAGE>
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) March 9, 1999
-------------
USABANCSHARES, INC.
--------------------------------------------------
(Exact name of registrant as specified in charter)
<TABLE>
<CAPTION>
Pennsylvania 000-27244 23-2806495
- ---------------------------------------------- ----------------------- -----------------------------------
<S> <C> <C>
(State or other jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification Number)
</TABLE>
One Lincoln Plaza, 1535 Locust Street, Philadelphia PA 19102
------------------------------------------------------ ---------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 215-569-4200
------------
<PAGE>
Item 5. Other Events
On March 9, 1999, USABancShares, Inc. ("USABancShares") completed a $10
million private placement of 9.50% cumulative trust preferred securities due
March 15, 2029 through a newly-formed subsidiary, USA Capital Trust I. The
securities were offered and sold to qualified institutional buyers and
institutional accredited investors in reliance on Rule 144A and Regulation D
promulgated under the Securities Act of 1933.
USABancShares issued a press release regarding the private placement on
March 10, 1999, a copy of which is attached hereto and incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
99 Press Release of USABancShares dated March 10, 1999.
-2-
<PAGE>
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.
USABANCSHARES, INC.
Date: March 16, 1999 By: /s/ Kenneth L. Tepper
-------------------------------------
Kenneth L. Tepper
President and Chief Executive Officer
-3-
<PAGE>
EXHIBIT INDEX
Exhibit No.
99 Press Release dated March 10, 1999
-4-
<PAGE>
USABANCSHARES
MEDIA ADVISORY
FOR IMMEDIATE RELEASE FOR INFORMATION CONTACT
March 10, 1999 Brian M. Hartline
USABANCSHARES ANNOUNCES COMPLETION
OF $10 MILLION TRUST PREFERRED OFFERING
- - USABancShares (NASDAQ:"USAB"), the holding company for
BankPhiladelphia, announced the sale completion of $10.0 million of 9.50%
Cumulative Trust Preferred Securities of USA Capital Trust I, in a private
offering. The securities were sold to qualified institutional accredited
investors.
The proceeds from the offering will bolster USAB's capital position, allowing
USAB to continue its strategic growth plans. The majority of the proceeds will
be invested in BankPhiladelphia, for purposes of continuing and expanding the
community banking franchise.
Kenneth L. Tepper, President & CEO of USABancShares stated, "We are pleased to
announce the accomplishment of another milestone in our journey to becoming
Philadelphia's premier community bank. The trust preferred securities will allow
USAB to build shareholder value by continuing to grow its earnings, assets and
franchise. We are most appreciative of Sandler O'Neill & Partners, L.P. for
their efforts on our behalf as underwriter . . . they're simply the greatest."
USABancShares is a community bank holding company regulated by the Federal
Reserve Board; its FDIC insured banking subsidiary, BankPhiladelphia, is a
Pennsylvania state chartered savings bank engaged in both originating and
acquiring commercial, consumer and residential loans.
ONE LINCOLN PLAZA o 1535 LOCUST STREETo PHILADELPHIA, PA 19102
(215) 569-4200 o FAX (215) 569-4214
-5-
