March 10, 2011
/PRNewswire/ -- United Community Bancorp (the "Company") (Nasdaq: UCBA), the holding company for United Community Bank (the "Bank"), announced today that the Boards of Directors of the Company, United Community MHC (the "MHC"), the Company's mutual holding company parent, and the Bank have adopted a Plan of Conversion and Reorganization (the "Plan") providing for the MHC's conversion from mutual to stock form and the concurrent sale to the public of the MHC's approximate 59.3% ownership interest in the Company in a transaction commonly referred to as a "second step" conversion. As a result of the second step conversion, the Bank will reorganize as a wholly-owned subsidiary of a new stock holding company organized under
law, also named United Community Bancorp, and the MHC and the Company will merge out of existence.
In 2006, the Bank reorganized into the two-tier mutual holding company structure and offered a minority of the Company's outstanding shares of common stock to the public.
In the second step conversion, new United Community Bancorp will offer and sell shares of its common stock in an amount representing the MHC's approximate 59.3% ownership interest in the Company. The amount sold will be based on an independent appraisal of new United Community Bancorp and the results of the offering. New United Community Bancorp will offer the shares for sale to the Bank's eligible account holders and tax-qualified employee stock ownership plan in a subscription offering. If any shares remain unsold after the expiration of the subscription offering, the unsold shares will be offered for sale to the public in a community offering and, if necessary, in a broker-assisted community offering. The highest offering priority will be depositors of the Bank with qualifying deposits as of the close of business on
December 31, 2009
Stockholders of the Company (other than the MHC), who collectively own approximately 40.7% of the Company's outstanding common shares, will receive shares of new United Community Bancorp common stock based on an "exchange ratio" designed to preserve their aggregate percentage ownership interest in new United Community Bancorp. The exchange ratio will also be determined based on an independent appraisal of new United Community Bancorp and the results of the offering.