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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) February 9, 2000
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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 February 9, 2000, Grand Central Financial Corp. ("Grand Central")
issued a press release which announced the expiration of the ten day notice
period prior to the repurchase of up to five percent (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 February 9, 2000
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: February 9, 2000 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
CONTACT: WILLIAM R. WILLIAMS
PRESIDENT AND CHIEF EXECUTIVE OFFICER
GRAND CENTRAL FINANCIAL CORP.
(330) 532-1517
GRAND CENTRAL FINANCIAL CORP. TO REPURCHASE COMMON STOCK
Wellsville, Ohio, February 9, 2000 -- Grand Central Financial Corp., the
holding company for Central Federal Savings and Loan Association of Wellsville,
Wellsville, Ohio, has announced the expiration of the ten (10) day notice period
to the purchase of up to 92,096 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 five percent (5%) of the Company's 1,841,927
outstanding shares during the next six (6) 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 February 7, 2000 was at approximately 74% of its
tangible book value at $17.65 per share (as of February 2, 2000). 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.
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 savings
institution to a federally-chartered stock savings institution on December 30,
1998. In the conversion, Grand Central Financial Corp. sold 1,938,871 shares at
$10.00 per share, raising $19,388,710 in gross proceeds.
On June 16, 1999, the Company applied for a waiver of the repurchase
restrictions to purchase up to five percent (5%) of its outstanding shares of
common stock. In a letter dated July 23, 1999, the OTS Central Regional Office
approved the Company's waiver request permitting the repurchase of up to 96,943
shares, or five percent (5%), of the Company's outstanding common stock. The
Company completed the repurchase on August 6, 1999.
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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
two full service branches in Columbiana 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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