UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
May 23, 2007
BOK FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Oklahoma 000-19341 73-1373454
-------- --------- ----------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Bank of Oklahoma Tower, Boston Avenue at Second Street, Tulsa, Oklahoma 74172
(Address of principal executive offices)
Registrant's telephone number, including area code:
(918) 588-6000
N/A
(Former name or former address, if changes 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:
|_| 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 240.13e-4(c)).
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 1.01 - Entry Into a Material Definitive Agreement
On May 23, 2007, BOK Financial Corporation ("BOKF") entered into an
agreement to acquire all the issued and outstanding stock of United Banks of
Colorado, Inc. ("UBC") for $43 million in cash (the "Stock Purchase Agreement").
First United Bank, NA, a wholly owned subsidiary of UBC, has $173.3 million in
assets and eleven banking locations in the Denver and Colorado Springs, Colorado
markets. A copy of the press release announcing the Stock Purchase Agreement is
attached as Exhibit 99.1 and a copy of the Stock Purchase Agreement is attached
as Exhibit 99.2.
The foregoing description of the transaction does not purport to be
complete and is qualified in its entirety by the Stock Agreement which is
incorporated herein by reference. The Stock Agreement has been included in this
Current Report on Form 8-K to provide investors and stockholders with
information regarding its terms. It is not intended to provide any other factual
information about UBC or its subsidiaries. The Stock Agreement contains
representations and warranties that the parties to the Stock Agreement made
solely for the benefit of each other. The assertions embodied in such
representations and warranties are qualified by information contained in a
confidential disclosure schedule that UBC delivered in connection with signing
the Stock Agreement.
ITEM 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 Text of press release dated May 23, 2007, BOK Financial
to Acquire First United Bank
99.2 Stock Purchase Agreement Among BOK Financial
Corporation, BOKF Stock Corporation Number Thirteen,
United Banks of Colorado, Inc., First United Bank, NA
and Baltz Family Partners, Ltd. dated May 23, 2007
Signature
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.
BOK FINANCIAL CORPORATION
By: /s/ Steven E. Nell
--------------------------------
Steven E. Nell
Executive Vice President
Chief Financial Officer
Date: May 23, 2007