United Community Bancorp Announces Stock Offering Results and
Expected Closing
LAWRENCEBURG, Ind.,
Jan. 8, 2013 /PRNewswire/
-- United Community Bancorp (Nasdaq: "UCBA") (the "Company" or
"UCB") announced today the results of the stock offering conducted
by United Community Bancorp, an Indiana corporation ("new United Community
Bancorp"), the proposed successor holding company to UCB in
connection with the Company's pending conversion from mutual
holding company to stock holding company form. The closing of the
conversion and offering, which is expected to occur on January 9, 2013, is subject to the satisfaction
of customary closing conditions.
As a result of the conversion and offering, United Community MHC
and UCB will cease to exist and new United Community Bancorp will
become the parent holding company of United Community Bank and will
be wholly owned by public shareholders.
A total of 3,060,058 shares of common stock will be sold in the
subscription and community offerings at $8.00 per share, including 194,007 shares of
common stock to be purchased by the United Community Bank Employee
Stock Ownership Plan. All valid orders received in the subscription
and community offerings will be filled in full. As part of the
conversion, each existing share of UCB currently held by the
Company's public shareholders will be converted into the right to
receive 0.6573 of a share of new United Community Bancorp common
stock. The exchange ratio ensures that, after the conversion and
offering, the current public shareholders of United Community
Bancorp will maintain approximately the same ownership interest in
new United Community Bancorp as they owned in UCB. Cash will be
issued in lieu of fractional shares based on the offering price of
$8.00. Total shares outstanding after
the completion of the offering and the exchange will be
approximately 5,149,997 shares before taking into account
adjustments for fractional shares.
New United Community Bancorp's common stock is expected to trade
on the Nasdaq Global Market under the trading symbol "UCBA"
beginning on January 10, 2013.
Stock certificates for shares purchased in the subscription and
community offerings are expected to be mailed to subscribers on or
about January 11, 2013. Existing UCB
shareholders holding shares in street name or in book-entry form
will receive shares of new United Community Bancorp common stock
within their accounts. UCB shareholders holding shares in
certificated form will be mailed a letter of transmittal on or
about January 11, 2013. Unless
existing shareholders of UCB elect to receive their shares of new
United Community Bancorp common stock in book-entry form, their
shares of new United Community Bancorp common stock will be issued
in certificated form. Shareholders will receive cash in lieu of
fractional shares after returning their UCB stock certificates and
a properly completed letter of transmittal to new United Community
Bancorp's transfer agent.
Sandler O'Neill & Partners, L.P. acted as marketing agent
for new United Community Bancorp. Kilpatrick Townsend & Stockton LLP acted as
legal counsel to UCB and new United Community Bancorp.
UCB is the holding company of United Community Bank,
headquartered in Lawrenceburg,
Indiana. United Community Bank currently operates eight
offices in Dearborn County and
Ripley County, Indiana.
This press release contains certain forward-looking statements
about the conversion and offering. Forward-looking statements
include statements regarding anticipated future events and can be
identified by the fact that they do not relate strictly to
historical or current facts. They often include words such as
"believe," "expect," "anticipate," "estimate," and "intend" or
future or conditional verbs such as "will," "would," "should,"
"could," or "may." Forward-looking statements, by their
nature, are subject to risks and uncertainties. Certain
factors that could cause actual results to differ materially from
expected results include delays in consummation of the conversion
and offering, increased competitive pressures, changes in the
interest rate environment, general economic conditions or
conditions within the securities markets, and legislative and
regulatory changes that could adversely affect the business in
which the Company and United Community Bank are engaged.
A registration statement relating to these securities has been
filed with the United States Securities and Exchange Commission.
This press release is neither an offer to sell nor a solicitation
of an offer to buy common stock. The offer will be made only by
means of the written prospectus forming part of the registration
statement.
The shares of common stock of new United Community Bancorp are
not savings accounts or savings deposits, may lose value and are
not insured by the Federal Deposit Insurance Corporation or any
other government agency.
SOURCE United Community Bancorp