- Current report filing (8-K)
November 05 2009 - 3:02PM
Edgar (US Regulatory)
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
Date of Report (Date of earliest event reported): November 5, 2009
Beach First National Bancshares, Inc.
(Exact name of registrant as specified in its charter)
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South Carolina
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000-22503
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57-1030117
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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3751 Robert M. Grissom Parkway, Suite 100,
Myrtle Beach, South Carolina
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29577
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(843) 626-2265
(Former name or former address, if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective November 4, 2009, the Board of Directors of Beach First National Bank (the Bank), the
subsidiary of Beach First National Bancshares, Inc. (the Company), executed a Stipulation and
Consent to the Issuance of a Consent Order (the Order) with the Office of the Comptroller of the
Currency (the OCC).
The Order requires the Bank, among other things,
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to continue to maintain an
active compliance committee to
monitor and coordinate
compliance with the Order;
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to develop within 90 days, a
revised strategic plan covering
at least a three-year period,
which shall, among other
things, include a specific
description of the goals and
objectives to be achieved, the
targeted markets, and the
specific Bank personnel who are
responsible and accountable for
the plan; and to obtain OCC
approval prior to any
significant deviation from this
strategic plan;
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to develop, within 90 days, a
revised three-year capital plan
for the Bank, which shall,
among other things, include
specific plans for maintaining
adequate capital, a discussion
of the sources and timing of
additional capital and
contingency plans for
alternative sources of capital,
and specific plans detailing
how the Bank will comply with
the requirements in the
Consent, including the
restrictions on brokered
deposits; and to achieve within
120 days and thereafter
maintain a Tier 1 capital to
adjusted total assets ratio of
8.5% and a Total capital to
risk weighted assets ratio of
12%.
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to conduct a written assessment
of the capabilities of the
Banks executive officers and
to provide additional training
or make such changes as the
Board may determine appropriate
based on this assessment;
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to revise and maintain, within
60 days, a liquidity risk
management program, which
assesses, on an ongoing basis,
the Banks current and
projected funding needs, and
ensures that sufficient funds
exist to meet those needs;
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to revise, within 60 days, the
loan policy, ensure
implementation and adherence to
the concentration management
program, and establish an
independent and ongoing loan
review program to review
quarterly the banks loan
portfolio and Allowance for
Loan and Lease Losses;
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to adopt and implement a plan for monitoring, managing or
strengthening the criticized assets to
promote the best interests of the Bank; and
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to develop and implement,
within 30 days, an independent
review and analysis process to
ensure that appraisals conform
to appraisal standards and
regulations.
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The Order also permits the OCC Director of the Special Supervision Division to extend the time
periods under the Order upon written request. Any material failure to comply with the provisions
of the Order could result in further enforcement actions by the OCC. In addition, if the OCC does
not accept the capital plan or the Bank fails to achieve the minimum capital levels, the OCC may
require that the Bank develop a plan to sell, merge or liquidate the Bank. While the Company
intends to take such actions as may be necessary to enable the Bank to comply with the requirements
of the Order, there can be no assurance that the Bank will be able to comply fully with the
provisions of the Order, or that efforts to comply with the Order, particularly the limitations on
interest rates offered by the Bank, will not have adverse effects on the operations and financial
condition of the Company and the Bank.
The foregoing description of the Order is qualified in its entirety by reference thereto, a copy of
which is attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated herein by
reference.
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 5, 2009, the Company issued a press release discussing the Order outlined in Item 1.01
and its financial results for the quarter ended September 30, 2009.
The foregoing description of the press release is qualified in its entirety by reference thereto, a
copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated
herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
The following exhibits are filed as part of this report:
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Exhibit
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Number
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Description
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10.1
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Form of Consent Order, effective November 4, 2009, issued by the
Comptroller of the Currency in the matter of Beach First National
Bank.
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10.2
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Form of Stipulation and Consent to the Issuance of a Consent
Order, effective November 4, 2009, between the Comptroller of the
Currency and Beach First National Bank.
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99.1
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Press release for the quarter ended September 30, 2009.
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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.
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BEACH FIRST NATIONAL BANCSHARES, INC.
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By:
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/s/ Gary S. Austin
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Name:
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Gary S. Austin
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Title:
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Chief Financial Officer
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Dated: November 5, 2009
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EXHIBIT INDEX
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Exhibit
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Number
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Description
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10.1
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Form of Consent Order, effective November 4, 2009, issued by the
Comptroller of the Currency in the matter of Beach First National
Bank.
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10.2
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Form of Stipulation and Consent to the Issuance of a Consent
Order, effective November 4, 2009, between the Comptroller of the Currency
and Beach First National Bank.
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99.1
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Press release for the quarter ended September 30, 2009.
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5
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