-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K3UK4y2g4A++mZlyy6v8RV8Un3l+extqrLX+jW+8JOY/n6nfNKl1AdRlE0nlFedT vgQlMeEeBg8ECo/a3LIq5A== 0001157523-03-002575.txt : 20030624 0001157523-03-002575.hdr.sgml : 20030624 20030624111055 ACCESSION NUMBER: 0001157523-03-002575 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030624 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030624 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CCBT FINANCIAL COMPANIES INC CENTRAL INDEX KEY: 0001074972 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 043437708 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-72565 FILM NUMBER: 03754369 BUSINESS ADDRESS: STREET 1: 495 STATION AVENUE CITY: SOUTH YARMOUTH STATE: MA ZIP: 02601 BUSINESS PHONE: 5087608323 MAIL ADDRESS: STREET 1: 495 STATION AVENUE CITY: SOUTH YARMOUTH STATE: MA ZIP: 02601 FORMER COMPANY: FORMER CONFORMED NAME: CCBT BANCORP INC DATE OF NAME CHANGE: 19981209 8-K 1 a4421005.txt CAPE COD BANK 8-K 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): June 24, 2003 CCBT FINANCIAL COMPANIES, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Massachusetts 000-25381 04-3437708 - ---------------------------- ----------------------- ------------------- (State or other jurisdiction (Commission file number) (IRS employer of incorporation) identification no.) 495 Station Avenue, South Yarmouth, Massachusetts 02664 ------------------------------------------------------- (Address of principal executive offices) (Zip code) (508) 394-1300 ---------------------------------------------------- (Registrant's telephone number, including area code) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits Exhibit 99.1 Press Release dated June 23, 2003. Item 9. Regulation FD Disclosure. On June 23, 2003, CCBT Financial Companies, Inc. (the "Company"), the bank holding company for Cape Cod Bank and Trust Company, N.A. (the "Bank"), issued a press release announcing that the Bank has entered into a settlement with the Massachusetts Department of Revenue regarding a disputed tax liability. The press release attached as Exhibit 99.1 is incorporated by reference herein. 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 thereunto duly authorized. CCBT FINANCIAL COMPANIES, INC. Date: June 24, 2003 /s/ Phillip W. Wong ----------------------------- Phillip W. Wong Treasurer and Chief Financial Officer Exhibit Index 99.1 Press release, dated June 23, 2003 EX-99 3 a4421005_ex991.txt CAPE COD BANK EXHIBIT 99.1 Exhibit 99.1 CCBT Settles REIT Tax Dispute with Massachusetts DOR SOUTH YARMOUTH, Mass.--(BUSINESS WIRE)--June 23, 2003--CCBT Financial Companies, Inc. (the "Company") (NASDAQ: CCBT) the holding company for Cape Cod Bank and Trust Company, N.A. (the "Bank"), announced today that the Bank has entered into a settlement with the Massachusetts Department of Revenue ("DOR"), representing approximately 50% of a disputed tax liability for which the Company previously accrued income tax and related interest expense totaling approximately $5.1 million. As a result of this settlement, the Company will recognize a reduction of income tax and related interest expense of approximately $2.5 million, or approximately $.30 per share, in the second quarter of 2003. The Bank's settlement with the DOR is similar to and in participation with numerous other financial institutions in Massachusetts. The dispute involved the DOR's disallowance of the deduction taken by the Bank for dividends received from its REIT subsidiary for the 1999, 2000, 2001 and 2002 tax years. In March 2003, legislation was enacted in Massachusetts expressly disallowing the deduction for dividends received from a real estate investment trust subsidiary, retroactive to tax years ending on or after December 31, 1999. As a result of the enactment of this legislation, the Company ceased recording the tax benefits associated with the dividends received deduction effective for the 2003 tax year and established the $5.1 million accrual, representing an estimate of the additional state tax liability, including interest (net of any federal and state tax deduction associated with such taxes and interest), relating to the deduction for dividends received from the REIT for the 1999 through 2002 fiscal years. Stephen B. Lawson, President and Chief Executive Officer of the Company, commented, "While we do not agree with the DOR's contentions, we believe that the settlement is in the best interest of the Bank and will enable us to focus our efforts on the business of the Bank. We are pleased that we were able to settle the dispute for significantly less than the earlier accrual." This press release may contain statements that are not historical facts and are considered forward-looking statements within the meaning of the federal securities laws. These statements are based on management's beliefs and on assumptions made by, and information currently available to, management. You should not rely on forward-looking statements because the Company's actual results may differ materially from those indicated by these forward-looking statements as a result of a number of important factors. These factors include, but are not limited to, changes in legislation, prevailing interest rates and changes in economic conditions. The Company cautions you that, while forward-looking statements reflect its good faith beliefs when the Company makes them, they are not guarantees of future performance and are impacted by actual events when they occur after the Company makes such statements. CONTACT: CCBT Financial Companies Phillip W. Wong, 508/760-8306 -----END PRIVACY-ENHANCED MESSAGE-----