Attached files
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EX-2.1 - AGREEMENT OF CONSOLIDATION - UNITED BANCORP INC /MI/ | agreement.htm |
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
January
14, 2010
(Date of
Report (Date of Earliest Event Reported))
United Bancorp,
Inc.
(Exact
name of registrant as specified in its charter)
Michigan
|
0-16640
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38-2606280
|
(State
or other jurisdiction
of
incorporation or organization)
|
Commission
File
Number
|
(I.R.S.
Employer
Identification
No.)
|
205 E. Chicago Boulevard,
Tecumseh, MI 49286
(Address
of principal executive offices)
(517)
423-8373
(Registrant’s
telephone number including area code)
N/A
(Former
name, former address and former fiscal year, if changed since last
report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions:
q
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
q
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
q
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
q
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01
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Entry
into a Material Definitive
Agreement.
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|
On
January 14, 2010, United Bancorp, Inc.'s
("United") subsidiary banks, United
Bank & Trust ("UBT") and United
Bank & Trust – Washtenaw ("UBTW"), entered into an Agreement of
Consolidation (the "Consolidation
Agreement"). Under the Consolidation Agreement, UBTW
will be consolidated and merged with and into UBT (the "Consolidation"). The
consolidated bank will operate under the charter and name of United Bank
& Trust.
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Each
outstanding share of UBT common stock will remain outstanding as one share
of the consolidated bank. All outstanding shares of UBTW
capital stock will be cancelled. United, as sole shareholder of
UBTW, will not receive any compensation for its cancelled shares of UBTW
capital stock.
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The
Consolidation Agreement and the Consolidation are subject to the receipt
of all applicable federal and state regulatory
approvals.
|
|
The
disclosure under this Item 1.01 is qualified in its entirety by reference
to the Consolidation Agreement, which is filed with this report as Exhibit
2.1 and is here incorporated by
reference.
|
Item
9.01
|
Financial
Statements and Exhibits
|
(c) Exhibits
|
2.1
|
Agreement
of Consolidation.
|
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.
United
Bancorp, Inc. (Registrant)
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By:
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Date: January
15, 2010
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/s/ Randal J. Rabe |
Randal
J. Rabe
Executive
Vice President and Chief
Financial Officer
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EXHIBIT
INDEX
Exhibit Number
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Document
|
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2.1
|
Agreement
of Consolidation.
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