United Community Bancorp Announces Stock Offering Results and Expected Closing
LAWRENCEBURG, Ind., Jan. 8, 2013
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
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
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
Contact: William F. Ritzmann, President and Chief Executive Officer, United
Community Bancorp, +1-812-537-4822
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