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): December 10, 1997
Norwood Financial Corp.
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(Exact name of Registrant as specified in its Charter)
Pennsylvania 0-28366 23-2828306
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(State or other jurisdiction (SEC File No.) (IRS Employer
of incorporation) Identification
Number)
717 Main Street, Honesdale, Pennsylvania 18341
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(717) 253-1455
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Not Applicable
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(Former name or former address, if changed since last Report)
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NORWOOD FINANCIAL CORP.
INFORMATION TO BE INCLUDED IN REPORT
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Item 5. Other Events
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The Registrant announced that its Board of Directors has declared a two-for-one
stock split in the form of a 100% stock dividend. The Registrant intends to
issue a stock dividend of 100% on the Company's outstanding common stock. In
addition, the Registrant increased its cash dividend from $.105 per share to
$.12 per share, after adjusting for the stock dividend. Both dividends are
payable on February 1, 1998, to stockholders of record as of January 15, 1997.
Furthermore, the Registrant announced that it is considering listing its common
stock on the NASDAQ Stock Market.
For further details, reference is made to the Press Release dated December 10,
1997, which is attached hereto as Exhibit 28 and incorporated herein by this
reference.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits
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Exhibit 99 -- Press Release dated December 10, 1997.
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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.
Norwood Financial Corp.
Date: December 10, 1997 By: /s/ Lewis J. Critelli
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Lewis J. Critelli
Senior Vice President and Chief Financial
Officer
Exhibit 99
Norwood Financial Corp.
717 Main Streeto Honesdale, Pennsylvania 18431o 717-253-1455
FOR IMMEDIATE RELEASE
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NORWOOD FINANCIAL CORP. ANNOUNCES SPECIAL STOCK DIVIDEND
AND 14% INCREASE IN CASH DIVIDEND
Honesdale, PA, December 10, 1997 - William W. Davis, Jr., President and Chief
Executive Officer of Norwood Financial Corp., and its subsidiary Wayne Bank,
announced today that the Company's Board of Directors declared a special 100%
stock dividend and increased its cash dividend by 14.3%. For payment of the
stock dividend, each shareholder will receive one additional share of stock for
each share that they currently own. In addition, the regular quarterly cash
dividend will increase $14.3% from $.105 per share to $.12 per share, after
adjusting for the stock dividend. Both dividends are payable February 1, 1998 to
shareholders of record as of January 15, 1998.
Mr. Davis commented, "The Company has had strong earnings for the first
nine months of the year. As a result of this performance, we're please to
provide our shareholders with this special stock dividend and an increase in
their cash payment. In addition, in order to expand marketability and enhance
shareholder value, we are in the process of applying to have Norwood Financial
Corp. Common Stock (NWFL) listed on the NASDAQ National Market. Hopefully, this
will be finalized during the First Quarter of 1998."
(MORE)
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Norwood Financial Corp., through its subsidiary Wayne Bank, a full
service independent community bank, operates eight branch offices located
throughout Wayne and Pike Counties. At September 30. 1997, total assets were
$267.7 million, with loans of $188.7 million and deposits of $229.7 million.
CONTACT: Lewis J. Critelli
Senior Vice President and
Chief Financial Officer
Norwood Financial Corp.
(717) 253-1455 or 1-800-598-5002
