0001127264-01-500074.txt : 20011019 0001127264-01-500074.hdr.sgml : 20011019 ACCESSION NUMBER: 0001127264-01-500074 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011012 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011012 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITY HOLDING CO CENTRAL INDEX KEY: 0000726854 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 550619957 STATE OF INCORPORATION: WV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11733 FILM NUMBER: 1757870 BUSINESS ADDRESS: STREET 1: 25 GATEWATER ROAD STREET 2: P O BOX 7520 CITY: CHARLESTON STATE: WV ZIP: 25313 BUSINESS PHONE: 3047691100 MAIL ADDRESS: STREET 1: 25 GATEWATER ROAD STREET 2: P O BOX 7520 CITY: CHARLESTON STATE: WV ZIP: 25313 8-K 1 city8k.txt FORM 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): September 28, 2001 CITY HOLDING COMPANY (Exact name of registrant as specified in its charter) West Virginia 0-17733 55-0619957 ------------- ------- ---------- (State or other jurisdiction of (Commission File No.) (IRS Employer incorporation or organization) Identification Number) 25 Gatewater Road Charleston, West Virginia, 25313 (Address of principal executive officers) (304) 769-1100 (Registrant's telephone number, including area code) Not applicable (Former name, former address and former fiscal year, if changed since last report) Item 5. Other Events On September 28, 2001, City Holding Company issued a news release, which is attached as Exhibit 99, announcing that its principal subsidiary, City National Bank of West Virginia, had entered into a revised formal agreement with the Office of the Comptroller of the Currency undertaking to implement remedial action in a number of areas. The new agreement recognizes areas of compliance under the formal agreement signed in July 2000, and replaces that agreement. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (a) Financial Statements None (b) Pro Forma Financial Information None (c) Exhibits 99 News Release issued on September 28, 2001 Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CITY HOLDING COMPANY Date: October 12, 2001 By: /s/ Michael D. Dean ---------------------------------- Michael D. Dean Senior Vice President - Finance, Chief Accounting Officer and Duly Authorized Officer EX-99 3 ex_99.txt PRESS RELEASE Exhibit 99 NEWS RELEASE -------------------------------------------------------------------------------- For Immediate Release September 28, 2001 For Further Information Contact: Jerry Francis, President & CEO (304) 769-1101 City Holding Company Announces A Revised Formal Agreement With The Office Of The Comptroller Of Currency Charleston, West Virginia - City Holding Company (NASDAQ:CHCO), a $2.4 billion bank holding company headquartered in Charleston, today announced that its principal subsidiary, City National Bank of West Virginia, has entered into a revised, less comprehensive formal agreement with the Office of the Comptroller of the Currency undertaking to implement remedial action in a small number of areas. The new agreement recognizes areas of compliance under the formal agreement signed in July 2000, and replaces that agreement. It calls for, among other things: o Continuation of a compliance committee responsible for monitoring and coordinating the Bank's adherence to the provisions of the Agreement o Continued refinement of the process to request and review real estate appraisals for adequacy and compliance o Further development and implementation of a written program to improve the Bank's loan portfolio management o Further development of an effective, independent and ongoing loan review system o Implementation and adherence to the capital program previously approved by the Board of Directors o Implementation of an independent, risk-based, internal audit program o Continuing review of the adequacy of the bank's allowance for loan and lease losses According to Jerry Francis, City Holding Company's President and CEO, "the agreement does not affect the way the Bank conducts business with its customers. The various provisions should not have any significant impact on our results of operations over the next several months, even though the agreement does require the Bank to continue to strengthen its lending policies and to modify its methodology for the allowance for loans and lease losses." The Company does not anticipate that the agreement will have any effect on fourth quarter operating results. City Holding Company is the parent company of City National Bank of West Virginia and City Financial Corporation. City National Bank, in addition to its banking divisions, operates CityInsurance Professionals, an insurance agency offering a full range of insurance products and services. This news release contains certain forward-looking statements that are included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve certain risks and uncertainties, including a variety of factors that may cause the actual results of City Holding to differ materially from the anticipated results or other expectations expressed in such forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) the formal agreement with the Comptroller of the Currency may have effects on the Company's business that are not currently anticipated, including effects on operating results; (2) competitive pressures may increase significantly; (3) general economic or business conditions, either nationally or in the states or regions in which the companies do business may be less favorable than expected, resulting in, among other things, a deterioration in credit quality or a reduced demand for credit; (4) legislative or regulatory changes may adversely affect the businesses in which the companies are engaged; (5) changes may occur in the securities markets.