-----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, IgXYEGyggwN7t0JoOW9HngxiU2MJNCTMJfrrtKRALKRnLlSPNm5nNRZetOHFVtbb DPUIgeg0AIOVK2qHzrtv8g== 0000930661-01-000079.txt : 20010123 0000930661-01-000079.hdr.sgml : 20010123 ACCESSION NUMBER: 0000930661-01-000079 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010116 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUMMIT BANCSHARES INC /TX/ CENTRAL INDEX KEY: 0000745344 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 751694807 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-11986 FILM NUMBER: 1509298 BUSINESS ADDRESS: STREET 1: 1300 SUMMIT AVE CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8173368383 MAIL ADDRESS: STREET 1: 1300 SUMMIT AVENUE CITY: FORT WORTH STATE: TX ZIP: 76102 8-K 1 0001.txt FORM 8-K FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 16, 2001 SUMMIT BANCSHARES, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Texas 0-11986 75-1694807 - ------------------------ ------------------------ ------------------------ (State of Incorporation) (Commission File Number) (I.R.S. Employer ID No.) 1300 Summit Avenue, Fort Worth, Texas 76102 ------------------------------------------- (Address of principal executive offices) (817) 336-6817 ---------------------------------------------------- (Registrant's telephone number, including area code) N/A -------------------------------------------------------------- (Former name or former address, if changed since last report.) ITEM 1. CHANGES IN CONTROL OF REGISTRANT Not Applicable ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS Not Applicable ITEM 3. BANKRUPTCY OR RECEIVERSHIP Not Applicable ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT Not Applicable ITEM 5. OTHER EVENTS The Company issued a news release dated January 16, 2001 entitled Summit Bancshares Subsidiaries To Consolidate. A copy of the news release is attached as an exhibit. ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS Not Applicable ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS No financial statements or pro forma financial statements are required to be filed as a part of this report. The following is a list of exhibits filed as part of this Current Report on Form 8-K: Exhibit No. Exhibit - ------- ------- 99.1 Copy of News Release dated January 16, 2001 issued by the Registrant. 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. SUMMIT BANCSHARES, INC. DATE: January 16, 2001 By: /s/ Bob G. Scott ------------------------------------- Bob G. Scott, Chief Operating Officer EX-99.1 2 0002.txt PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: Bob G. Scott EVP, Chief Operating Officer 817.877.2660 SUMMIT BANCSHARES SUBSIDIARIES TO CONSOLIDATE Board Action, New Name Part of Strategic Plan To Grow Texas Bank (FT. WORTH, Texas, January 16, 2001) - The Board of Directors of Summit Bancshares, Inc. (NASDAQ: SBIT) yesterday approved consolidation of its two banking subsidiaries, Summit National Bank and Summit Community Bank, N.A., to a unified structure to be named Summit Bank, N.A. announced Philip E. Norwood, chairman of the board. The organization will apply to the Comptroller of the Currency for prior regulatory approval of the consolidation. "This move comes after analysis of our strategic options and market position and capitalizes on the collective strength of our two organizations," Norwood said. "Unification of our bank charters will solidify our role in the growing Tarrant County commercial marketplace. The consolidation will allow us to better invest in new technologies, branches and products that we believe will positively impact customer service, shareholder value and employee satisfaction for the long-term." As part of its strategic analysis, the company retained an independent financial advisor to explore various long-term strategic opportunities available to the company, including the possibility of entering into a business combination transaction with another suitable financial institution. After a thorough review and analysis of various opportunities in light of the organization's business objectives, the Board of Directors believes that remaining independent will provide the best opportunity for delivering superior value to the company's shareholders. While the Board has made this determination, it will continue to consider legitimate acquisition and future business combination opportunities that are consistent with the company's long- term strategy. "This direction provides focus and flexibility for Summit Bancshares to deliver superior value to shareholders and favorably positions the organization to take advantage of future acquisitions in our marketplace," Norwood said. As part of the internal reorganization, Jeffery M. Harp will exit his positions with the organization in accordance with an undisclosed, but pre- existing and approved separation agreement. As part of the transition to a one bank charter, Norwood, who already serves as chairman of the board of the holding company and president of Summit Community Bank, N.A., will serve as interim president of Summit National Bank until the consolidation is complete. Norwood will become President of Summit Bancshares, Inc. -more- ADD ONE/SUMMIT BANCSHARES, INC. "Our Board has set forth clear expectations for a unified market position and continued growth," Norwood said. "We intend to capitalize on this unified direction to build upon our organizational synergies to drive growth in the commercial and retail sectors. We anticipate no other changes among our senior and tenured managers and are confident that all of our employees will benefit from new career path opportunities presented by the consolidation." Norwood said the consolidation and name change will be completed following receipt of all necessary regulatory approvals, with the rollout of the new positioning of Summit in the marketplace and introduction of new technologies to be completed later this year. Summit Bancshares, Inc. is a community-oriented bank holding company serving customers from five locations with full-service commercial and consumer banking in Tarrant County, Texas. Certain statements contained in this press release, which are not historical in nature, including statements regarding the company's and/or management's intentions, strategies, beliefs, expectations, representations, plans, projections, or predictions of the future, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions for forward-looking statements contained in such Act. We are including this statement for purposes of invoking these safe harbor provisions. Forward-looking statements are made based on assumptions involving certain known and unknown risks and uncertainties, many of which are beyond the company's control, and other important factors that could cause actual results, performance or achievements to differ materially from the expectations expressed or implied by such forward- looking statements. These risk factors and uncertainties are listed from time to time in the company's filings with the Securities and Exchange Commission, including but not limited to the annual report on Form 10-K for the year ended December 31, 1999. ##### -----END PRIVACY-ENHANCED MESSAGE-----