-----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, UEJPIJJu0JYccKXIA145B/xgbcmm9JhP6kd/rXdkeirRTjIqaNtn3zYwy9J+nYyi 7Cq5SH3htYGUnhfOBOyyrA== 0000203596-97-000025.txt : 19970806 0000203596-97-000025.hdr.sgml : 19970806 ACCESSION NUMBER: 0000203596-97-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970801 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970805 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESBANCO INC CENTRAL INDEX KEY: 0000203596 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 550571723 STATE OF INCORPORATION: WV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08467 FILM NUMBER: 97651790 BUSINESS ADDRESS: STREET 1: ONE BANK PLZ CITY: WHEELING STATE: WV ZIP: 26003 BUSINESS PHONE: 3042349000 MAIL ADDRESS: STREET 1: ONE BANK PLZ CITY: WHEELING STATE: WV ZIP: 26003 8-K 1 1 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) August 1, 1997 ----------------- WesBanco, Inc. ----------------------------------------------------- (Exact name of registrant as specified in its charter) West Virginia 0-8467 55-0571723 - -------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1 Bank Plaza, Wheeling, WV 26003 - -------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (304) 234-9000 ---------------- Former name of former address, if changed since last report Not Applicable ---------------- 2 ITEM 5 - Other Events - ------ On August 1, 1997, WesBanco issued 5,357,003 common shares to shareholders of record on July 15, 1997, in a 3 for 2 stock split that was effected in the form of a fifty percent (50%) stock dividend. ITEM 7 - Financial Statements, Pro Forma Financial Information and Exhibits - ------ (c) Exhibits 20 - Press release dated June 19, 1997, regarding an announcement of the 3 for 2 Stock Split of WesBanco, Inc. common stock. 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 hereunto duly authorized. WesBanco, Inc. --------------- (Registrant) August 5, 1997 /s/ Paul M. Limbert - -------------- ---------------------------------- Date Paul M. Limbert Executive Vice President - Credit Administration & Chief Financial Officer August 5, 1997 /s/ Dennis P. Yaeger - -------------- ---------------------------------- Date Dennis P. Yaeger Executive Vice President - Chief Operating Officer EX-1 2 NEWS For Immediate Release June 19, 1997 For Further Information Contact: Edward M. George President & CEO (304) 234-9208 Nasdaq Trading Symbol: WSBC WesBanco Announces 3 for 2 Stock Split Wheeling, WV . . . . Edward M. George, President & CEO of WesBanco, Inc., a Wheeling, West Virginia based multi-state, multi-bank holding company, today announced that the Board of Directors of the Corporation had approved a 3 for 2 stock split which would be effected in the form of a fifty percent (50%) stock dividend payable on August 1, 1997 to shareholders of record on July 15, 1997. In lieu of fractional shares, each shareholder will be paid a cash equivalent for any fractional share or given the option to purchase the additional fractional share necessary to round up to the next share. The price of fractional shares will be based on the average of the bid and ask prices of WesBanco common stock on the record date, July 15, 1997. It is anticipated that WesBanco will issue approximately 5,350,000 new shares. Total shares outstanding will increase to approximately 16,050,000. All per share amounts will be retroactively adjusted to reflect the stock split. According to Mr. George, the second quarter cash dividend of $.29 per share will be paid on July 1, 1997 representing a 12% increase over the cash dividend paid for the second quarter 1996. Subsequent quarterly common stock cash dividends will be adjusted to $.19325 per share to reflect the stock split and the manner in which it is being implemented. WesBanco officials recently announced that the shareholders of Shawnee Bank, Inc. (Shawnee), Charleston, WV, have approved the merger of Shawnee into WesBanco affiliate, WesBanco Bank Charleston. The merger, which was previously announced on December 20, 1996, and approved by the appropriate regulatory authorities, was approved by ShawneeOs shareholders on June 3, 1997 and is scheduled to be consummated on June 30, 1997. The transaction will be accounted for as a purchase transaction and is based upon a fixed exchange ratio that will not be affected by the stock split. The Shawnee shareholders will receive the additional split shares of WesBanco stock. With the consummation of the Shawnee merger, WesBanco will operate 45 banking offices in West Virginia and Ohio and operate six mortgage company offices in West Virginia. ### -----END PRIVACY-ENHANCED MESSAGE-----