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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) July 28, 1999
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GRAND CENTRAL FINANCIAL CORP.
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(Exact name of registrant as specified in its charter)
Delaware 0-25045 34-1877137
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(State or other Jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
601 Main Street, Wellsville, Ohio 43968
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(Address of principal executive offices)
(330) 532-1517
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
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On July 28, 1999, Grand Central Financial Corp. ("Grand Central") issued a
press release which announced that it had received regulatory clearance to
repurchase up to 5% of Grand Central's outstanding shares held by shareholders
other than Central Federal Savings and Loan Association of Wellsville.
A press release announcing the stock repurchase is attached as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS AND OTHER EXHIBITS.
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Exhibit 99 Press Release dated July 28, 1999
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.
Dated: August 13, 1999 By: /s/ William R. Williams
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William R. Williams
President and Chief Executive Officer
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EXHIBIT 99 PRESS RELEASE
GRAND CENTRAL FINANCIAL CORP.
CONTACT:
William R. Williams
President and Chief Executive Officer
Grand Central Financial Corp.,
(330) 532-1517
COMMON STOCK PURCHASES
Wellsville, Ohio - (July 28, 1999) Grand Central Financial Corp., the
holding company for Central Federal Savings and Loan Association of Wellsville,
Wellsville, Ohio, has announced that it has received regulatory clearance to
purchase up to 96,943 shares of its common stock.
William R. Williams, President and Chief Executive Officer of Grand
Central Financial Corp. said that the Company has been authorized by its Board
of Directors to repurchase up to 5% of the Company's 1,938,871 outstanding
shares during the next six months.
Mr. Williams commented, "We believe that the repurchase of the shares will
enhance shareholder value as such repurchases have the effect of increasing the
earnings per share and book value of the remaining shares outstanding. The last
trade of the common stock on July 27, 1999 was at approximately 77% of its
tangible book value at $16.49 per share (as of July 28, 1999). Based on this, we
believe that the repurchase of our shares is an excellent long-term investment."
The repurchase will be made in open-market transactions, subject to the
availability of stock.
Mr. Williams also announced that, in order to fund the Company's 1999
Stock-Based Incentive Plan, the related trust intends to purchase shares of the
Company's common stock in the open-market with funds contributed by the Company.
Purchases will be made from time to time at the discretion of the trust and will
amount up to 77,554, or 4% of the Company's issued and outstanding common stock.
Grand Central Financial Corp. completed its initial public offering of
common stock in connection with the conversion of Central Federal Savings and
Loan Association of Wellsville from a federally chartered mutual saving and loan
association to a federally chartered stock savings and loan association, on
December 30, 1998. In the conversion, Grand Central sold 1,938,871 shares at
$10.00 per share, raising $19,388,710 in gross proceeds.
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Central Federal Savings and Loan Association of Wellsville is
headquartered in Wellsville, Ohio and operates through its home office and its
five full services branches in Columbiana, Mahoning and Jefferson Counties in
Eastern Ohio.
Statements contained in this news release, which are not historical facts,
contain forward- looking statements as that term is defined in the Private
Securities Litigation Reform Act of 1995. Such forward-looking statements are
subject to risk and uncertainties, which could cause actual results to differ
materially from those currently anticipated due to a number of factors, which
include, but are not limited to, factors discussed in documents filed by the
Company with the Securities and Exchange Commission from time to time.
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