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UCBI > SEC Filings for UCBI > Form 8-K on 28-Sep-2009All Recent SEC Filings

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Form 8-K for UNITED COMMUNITY BANKS INC


28-Sep-2009

Entry into a Material Definitive Agreement


Item 1.01 Entry into a Material Definitive Agreement.
On September 24, 2009, United Community Banks, Inc. (the "Company") entered into an underwriting agreement with Sandler O'Neill & Partners, L.P. as representative of the underwriters named therein (the "Underwriting Agreement"), in connection with its public offering of 38,700,000 shares of common stock of the Company, par value $1.00 per share (the "Common Stock"), at a public offering price of $5.00 per share. The Company granted the underwriters a 30-day option to purchase up to an additional 5,805,000 shares of Common Stock pursuant to the Underwriting Agreement to cover over-allotments, if any.
The sale of the shares was made pursuant to the Company's Registration Statement on Form S-3 (File No. 333-159958), including a prospectus supplement dated September 24, 2009 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)(5) under the Securities Act of 1933, as amended.
This 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 hereto as Exhibit 1.1 and is incorporated herein by reference. Item 8.01 Other Events.
Press Release
On September 24, 2009, the Company issued a press release announcing the pricing of the Company's public offering. A copy of the press release is attached hereto as Exhibit 99.1.
Legal Opinion
The validity of the shares offered in its public offering was passed upon for the Company by Kilpatrick Stockton LLP. The opinion is attached hereto as Exhibit 5.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.

Exhibit No.   Description

1.1           Underwriting Agreement, dated September 24, 2009 between the Company
              and Sandler O'Neill & Partners, L.P. as representatives of the
              underwriters named therein.

5.1           Opinion and Consent of Kilpatrick Stockton LLP.

99.1          Press Release, dated September 24, 2009.


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