Form 8-K
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): October 20, 2011
SEACOAST BANKING CORPORATION OF FLORIDA
(Exact name of registrant as specified in its charter)
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Florida
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0-13660
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59-2260678 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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815 Colorado Avenue,
Stuart, FL
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34994 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (772) 287-4000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
SEACOAST BANKING CORPORATION OF FLORIDA
Item 2.02 Results of Operations and Financial Condition
On October 20, 2011, the Seacoast Banking Corporation of Florida (Seacoast or the Company)
announced its financial results for the third quarter ended September 30, 2011.
A copy of the press release announcing Seacoasts results for the third quarter ended September 30,
2011 is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure
On October 21, 2011, Seacoast held an investor conference call to discuss its financial results for
the third quarter ended September 30, 2011. A transcript of this conference call is attached
hereto as Exhibit 99.2 and incorporated herein by reference. Also attached as Exhibit 99.3 are
charts (available on the Companys website at www.seacoastbanking.net) containing information used
in the conference call and incorporated herein by reference. All information included in the
transcript and the charts is presented as of September 30, 2011, and the Company does not assume
any obligation to correct or update said information in the future.
The information in Items 2.02 and 7.01, as well as Exhibits 99.1, 99.2 and 99.3, is being furnished
and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934,
nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit |
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No. |
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Description |
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99.1 |
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Press Release dated October 20, 2011 with respect to Seacoasts
financial results for the third quarter ended September 30, 2011 |
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99.2 |
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Transcript of Seacoasts investor conference call held on October
21, 2011 to discuss the Companys financial results for the third
quarter ended September 30, 2011 |
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99.3 |
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Data on website containing information used in the conference call
held on October 21, 2011 |
Exhibits 99.1, 99.2 and 99.3 referenced herein contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934, including, without limitation, statements about future financial and operating results,
ability to realized deferred tax assets, cost savings, enhanced revenues, economic and seasonal
conditions in our markets, and improvements to reported earnings that may be realized from cost
controls and for integration of banks that we have acquired, as well as statements with respect to
Seacoasts objectives, expectations and intentions and other statements that are not historical
facts. Actual results may differ from those set forth in the forward-looking statements.
Forward-looking statements include statements with respect to our beliefs, plans, objectives,
goals, expectations, anticipations, estimates and intentions, and involve known and unknown risks,
uncertainties and other factors, which may be beyond our control, and which may cause the actual
results, performance or achievements of Seacoast to be materially different from future results,
performance or achievements expressed or implied by such forward-looking statements. You should not
expect us to update any forward-looking statements.
You can identify these forward-looking statements through our use of words such as may, will,
anticipate, assume, should, support, indicate, would, believe, contemplate,
expect, estimate, continue, further, point to, project, could, intend or other
similar words and expressions of the future. These forward-looking statements may not be realized
due to a variety of factors, including, without limitation: the effects of future economic and
market conditions, including seasonality; governmental monetary and fiscal policies, as well as
legislative, tax and regulatory changes; changes in accounting policies, rules and practices; the
risks of changes in interest rates on the level and composition of deposits, loan demand, liquidity
and the values of loan collateral,
securities, and interest sensitive assets and liabilities;
interest rate risks, sensitivities and the shape of the yield curve; the effects of competition from other commercial
banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, securities
brokerage firms, insurance companies, money market and other mutual funds and other financial
institutions operating in our market areas and elsewhere, including institutions operating
regionally, nationally and internationally, together with such competitors offering banking
products and services by mail, telephone, computer and the Internet; and the failure of assumptions
underlying the establishment of reserves for possible loan losses. The risks of mergers and
acquisitions, include, without limitation: unexpected transaction costs, including the costs of
integrating operations; the risks that the businesses will not be integrated successfully or that
such integration may be more difficult, time-consuming or costly than expected; the potential
failure to fully or timely realize expected revenues and revenue synergies, including as the result
of revenues following the merger being lower than expected; the risk of deposit and customer
attrition; any changes in deposit mix; unexpected operating and other costs, which may differ or
change from expectations; the risks of customer and employee loss and business disruption,
including, without limitation, as the result of difficulties in maintaining relationships with
employees; increased competitive pressures and solicitations of customers by competitors; as well
as the difficulties and risks inherent with entering new markets.
All written or oral forward-looking statements attributable to us are expressly qualified in their
entirety by this cautionary notice, including, without limitation, those risks and uncertainties
described in our annual report on Form 10-K for the year ended December 31, 2010 under Special
Cautionary Notice Regarding Forward-Looking Statements and Risk Factors, and otherwise in our
SEC reports and filings. Such reports are available upon request from the Company, or from the
Securities and Exchange Commission, including through the SECs Internet website at
http://www.sec.gov.
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.
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SEACOAST BANKING CORPORATION OF FLORIDA
(Registrant)
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Date: October 25, 2011 |
By: |
/s/ William R. Hahl
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William R. Hahl |
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Executive Vice President and Chief Financial Officer |
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