SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) June 30, 1997
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WesBanco, Inc.
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(Exact name of registrant as specified in its charter)
West Virginia 0-8467 55-0571723
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(State or other
jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1 Bank Plaza, Wheeling, WV 26003
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (304) 234-9000
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Former name or former address, if changed since last report Not Applicable
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Item 5 - Other Events
On June 30, 1997, WesBanco, Inc. consummated the acquisition
of Shawnee Bank, Inc. ("Shawnee") through a statutory merger of
Shawnee into WesBanco affiliate, WesBanco Bank Charleston. The
acquisition, which was accounted for as a purchase transaction,
was effected through an exchange of stock, whereby Shawnee
shareholders received 10.094 shares of WesBanco common stock for
each share of Shawnee common stock. WesBanco registered 323,506
common shares for the purpose of issuance with respect to this
acquisition. The acquisition is more fully described in a
Registration Statement filed with respect to the registration of
the shares under Registration Statement No. 333-24171, which is
incorporated herein by reference.
Item 7 - Financial Statements, Pro Forma Financial Information
and Exhibits
Exhibits - Incorporated herein by reference is the Registrant's
Prospectus/Proxy Statement effective April 29, 1997,
used in connection with Registration Number 333-24171.
20 - Press release dated June 30, 1997, regarding the
consummation of the acquisition of Shawnee by
WesBanco, Inc.
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.
WesBanco, Inc.
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(Registrant)
July 7, 1997 /s/ Edward M. George
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Date Edward M. George
President & Chief Executive Officer
EXHIBIT 20
WesBanco
NEWS For Immediate Release
June 30, 1997 For Further Information Contact:
Edward M. George
President & CEO (304) 234-9208
Nasdaq Trading Symbol: WSBC
WesBanco Consummates Merger With Shawnee Bank, Inc.
Wheeling, WV . . . . Edward M. George, President and Chief
Executive Officer of WesBanco, Inc., a multi-state multi-bank
holding company headquartered in Wheeling, West Virginia,
announced today the consummation of the merger of Shawnee Bank,
Inc. (Shawnee), Charleston, West Virginia, into WesBanco affiliate,
WesBanco Bank Charleston.
As a result of the merger, Shawnee shareholders received 10.094
shares of WesBanco common stock for each share of Shawnee common
stock in a tax-free exchange. The transaction, which will be
accounted for as a purchase transaction, was based upon a fixed
exchange ratio that was not affected by a recently announced
WesBanco common stock split.
As a result of a 3 for 2 stock split, which will be effected
in the form of a fifty percent (50%) stock dividend payable on
August 1, 1997 to shareholders of record on July 15, 1997,
Shawnee shareholders will receive additional split shares of
WesBanco stock.
Under the terms of the merger, Mr. R. Brawley Tracy, Chairman of
the Board of Shawnee, and Ms. Brenda H. Robertson, President of
Shawnee, will be elected to the WesBanco Charleston Board of
Directors.
With the consummation of this merger, WesBanco operates 45
banking offices in West Virginia and Ohio and operates six
mortgage company offices in West Virginia with total assets in
excess of $1.7 billion.
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