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EX-99.1 - EXHIBIT 99.1 - BNC BANCORPv332943_ex99-1.htm


United States








Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (date of earliest event reported): January 22, 2013



Bnc bancorp

(Exact name of registrant as specified in its charter)



North Carolina   000-50128   47-0898685

(State or other jurisdiction of


  (Commission File Number)  

(IRS Employer

Identification No.)



1226 Eastchester Drive

High Point, North Carolina 27265

(Address of principal executive offices)



(336) 476-9200

(Registrant’s telephone number, including area code)



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:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13(e)-4(c))




Item 8.01   Other Events


On January 22, 2013, the Board of Directors of BNC Bancorp (the “Company”) declared a quarterly cash dividend of $0.05 per share payable on February 22, 2013, to shareholders of record as of February 8, 2013. The holder of our Series B Preferred Stock will also receive the same dividend with respect to each share of Series B Preferred Stock.


The Company’s press release dated January 22, 2013, announcing the quarterly cash dividend, is attached hereto as Exhibit 99.1, and is incorporated herein by reference.


Cautionary Note Regarding Forward-Looking Statements


This report contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 with respect to the Company’s intent and ability to pay future dividends. Although the Company believes that its plans, intentions and expectations reflected in or suggested by such forward-looking statements are reasonable, such forward-looking statements are subject to a number of risks and uncertainties, and the Company can provide no assurances that such plans, intentions or expectations will be implemented or achieved. Many of these risks and uncertainties are discussed in detail in the Company’s reports and statements that it files with the U.S. Securities and Exchange Commission, in particular in its Annual Report on Form 10-K for the year ended December 31, 2011. You should carefully review these risks and uncertainties.


All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. All forward-looking statements speak only to the respective dates on which such statements are made and the Company does not undertake and specifically declines any obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events, except as may be required by law.


Item 9.01    Financial Statements and Exhibits


(d) Exhibits


Exhibit 99.1 – Press release dated January 24, 2013






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.


Dated: January 24, 2013

  By:   /s/ David B. Spencer                        
    Name: David B. Spencer
Its: Executive Vice President & Chief Financial Officer