-----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, ImMoqjEsg7kSS/8vqV7X3DjunNrIKaROHc2raj2u0j92jFwghHdm+hyywlCaNC55 RAD+SH/jjUK5H00fjGT31A== 0000203596-99-000004.txt : 19990510 0000203596-99-000004.hdr.sgml : 19990510 ACCESSION NUMBER: 0000203596-99-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990504 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990507 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: SEC FILE NUMBER: 000-08467 FILM NUMBER: 99613732 BUSINESS ADDRESS: STREET 1: 1 BANK PLAZA 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, 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) April 30, 1999 -------------------------- 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 or former address, if changed since last report Not Applicable --------------- 2 Item 5 - Other Events On April 30, 1999, WesBanco, Inc. consummated its acquisition of The Heritage Bank of Harrison County, Inc. ("Heritage") with and into WesBanco affiliate, WesBanco Bank Fairmont. The acquisition, which was accounted for as a purchase transaction, was effected through an exchange of stock, whereby Heritage shareholders received 1.76639 shares of WesBanco common stock for each share of Heritage common stock. WesBanco issued a total of 423,106 common shares in the transaction. The acquisition is more fully described in a Registration Statement filed with respect to the registration of the shares under Registration Statement No. 333-74323, which is incorporated herein by reference. Item 7 - Financial Statements, Pro Forma Financial Information and Exhibits Exhibits - Incorporated herein by reference is the Registrant's Prospectus/Proxy Statement effective March 25, 1999, used in connection with Registration Number 333-74323. 20 - Press release dated May 3, 1999, regarding the consummation of WesBanco's acquisition of The Heritage Bank of Harrison County, Inc. 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) May 7, 1999 /s/ Edward M. George - ----------- ------------------------------------ Date Edward M. George President & Chief Executive Officer EX-20 2 EXHIBIT 20 NEWS for Immediate Release May 3, 1999 For Further Information Contact: Edward M. George President & CEO (304) 234-9208 Nasdaq Trading Symbol: WSBC WesBanco Consummates Merger with The Heritage Bank of Harrison County Wheeling, WV. . . WesBanco, Inc. ("WesBanco")(Nasdaq:WSBC), a multi-bank holding company headquartered in Wheeling, West Virginia, today announced the consummation of its acquisition of The Heritage Bank of Harrison County ("Heritage"), Clarksburg, West Virginia, with and into WesBanco affiliate, WesBanco Bank Fairmont, Fairmont, West Virginia. Edward M. George, President & CEO of WesBanco and Thomas J. Hansberry, President & CEO of WesBanco Bank Fairmont, jointly announced the merger that was consummated on April 30, 1999. Mr. Hansberry, the former President & CEO of Heritage, was recently elected to the Boards of Directors of WesBanco Bank Fairmont and WesBanco, Inc. At March 31, 1999, WesBanco had consolidated assets of $2.2 billion, deposits of $1.8 billion and shareholders' equity of $290 million. At March 31, 1999, Heritage had total assets of $34.2 million, deposits of $29.9 million and shareholders' equity of $4.2 million. The merger was accounted for as a purchase transaction. With the addition of Heritage, WesBanco currently operates four banks through 60 banking offices in the States of West Virginia and Ohio. Its principal banking subsidiaries include: WesBanco Bank Wheeling, WesBanco Bank Fairmont, WesBanco Bank Parkersburg and WesBanco Bank Charleston. In addition, WesBanco operates a mortgage company, WesBanco Mortgage Company, and an insurance agency, Hunter Agency, Inc. Other affiliates include CommBanc Investments, Inc. and Hometown Finance Company. #### -----END PRIVACY-ENHANCED MESSAGE-----