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
November 30, 2006
Date of Report (Date of earliest event reported)
FIRST COMMUNITY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
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| Nevada
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000-19297
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55-0694814 |
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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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P.O. Box 989
Bluefield, Virginia
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24605-0989 |
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(Zip Code) |
(276) 326-9000
(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:
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))
Item 8.01 Other Events
As disclosed in its November 30, 2006, press release, First Community Bancshares, Inc. and its
wholly-owned subsidiary, First Community Bank, N. A. acquired Investment Planning Consultants,
Inc., a Bluefield, W.Va. investment advisory firm in a stock transaction pursuant to a stock
purchase agreement.
The stock purchase agreement provides for the purchase of all Investment Planning Consultants, Inc.
outstanding stock for a purchase price of between $1.47 million and $2.40 million. Shares of the
Company’s common stock with a value of $1.47 million were issued at closing to the sellers (39,874
shares), and deferred payments of shares valued at $455 thousand, $250 thousand and $250 thousand
will be issued to the sellers on the first, second, and third anniversaries, respectively. There
is also the potential for performance payments to the sellers of approximately $250 thousand in
Company common stock at the fourth and fifth anniversary dates if certain pre-tax income levels (as
defined in the stock purchase agreement) are achieved.
In connection with the transaction, First Community Bancshares, Inc. entered into an employment
agreement with Ronald L. Campbell, pursuant to which he remains President of IPC.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibit is included with this report:
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Exhibit Description |
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99.1 |
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Press Release dated November 30, 2006
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