SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
January 10, 2018
(Exact name of registrant as specified in its
|(State or other jurisdiction of
||(Commission File Number)
125 Highway 515 East
Blairsville, Georgia 30512
(Address of principal executive offices)
Registrant's telephone number, including area
(Former name or former address, if changed since
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:
|o||Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)|
|o||Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)|
|o||Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))|
|o||Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))|
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§240.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
growth company o
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.01 Entry into a Material Definitive
On January 10, 2018, United Community
Banks, Inc. (the “Company”) entered into an underwriting agreement with Morgan Stanley & Co. LLC acting severally
on behalf of themselves and the several underwriters named therein (the “Underwriting Agreement”), in connection with
its public offering of $100,000,000 aggregate principal amount of its 4.500% Fixed to Floating Rate Subordinated Notes due January
30, 2028 (the “Notes”).
The sale of the Notes was made pursuant
to the Company’s Registration Statement on Form S-3 (File No. 333-203548) (the “Registration Statement”), including
a prospectus supplement dated January 9, 2018 and a final prospectus supplement dated January 10, 2018 to the prospectus contained
in the Registration Statement. The final prospectus supplement was filed by the Company with the Securities and Exchange Commission,
pursuant to Rule 424(b)(2) under the Securities Act of 1933, as amended.
The description of the Underwriting
Agreement is a summary and is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is attached
as Exhibit 1.1 and is incorporated herein by reference.
Item 8.01 Other Events.
On January 11, 2018, the Company
issued a press release announcing the upsizing and pricing of its underwritten public offering of $100,000,000 aggregate principal
amount of 4.500% Fixed to Floating Rate Subordinated Notes due January 30, 2028. A copy of the press release is attached hereto
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto
||UNITED COMMUNITY BANKS, INC.|
||/s/ Jefferson Harralson|
||Executive Vice President and|
||Chief Financial Officer|
Date: January 12, 2018