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NEWS FOR IMMEDIATE RELEASE EXHIBIT 99.1
November 24, 2000 ------------
WesBanco, Inc.
1 Bank Plaza
Wheeling, WV 26003
and
Freedom Bancshares, Inc.
315 Crim Avenue
P.O. Box 10
Belington, WV 26250
For Further Information Contact:
Edward M. George (304) 234-9208
President & CEO, WesBanco, Inc.
or
Michael H. Hudnall (304) 823-1531
President & CEO
Freedom Bancshares, Inc.
Freedom Bancshares and WesBanco, Inc.
Announce Execution of Memorandum of Intent to Merge
BELINGTON, WEST VIRGINIA and WHEELING, WEST VIRGINIA - November 24, 2000 -
Freedom Bancshares, Inc. ("Freedom") and WesBanco, Inc. ("WesBanco")
(NASDAQ:WSBC) jointly announced today that they have entered into a
Memorandum of Intent preliminary to a definitive Agreement and Plan of
Merger providing for the merger of Freedom's affiliate Belington Bank,
Belington, West Virginia, with and into WesBanco affiliate, WesBanco Bank,
Inc. The joint announcement was made by Edward M. George, President & CEO
of WesBanco, Inc. and Thomas M. Pitsenberger, Chairman and Michael
H. Hudnall, President & CEO of Freedom.
At September 30, 2000, Freedom had total assets of $103.1 million, deposits
of $95.4 million and shareholders' equity of $7.7 million.
WesBanco is a multi-bank holding company presently operating through 60
banking offices. Banking subsidiaries include: WesBanco Bank, Inc.,
WesBanco Securities, Inc., WesBanco Insurance Services, Inc., and Hometown
Finance Company.
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At September 30, 2000, WesBanco had consolidated assets of $2.3 billion,
deposits of $1.8 billion and loans of $1.6 billion. For the nine months
ended September 30, 2000, WesBanco earned $22.1 million which represents an
annualized return on average assets of 1.2%.
Under the terms of the Memorandum of Intent, WesBanco will exchange WesBanco
common stock based upon a fixed exchange ratio of 2.58 shares of WesBanco
common stock for each share of Freedom common stock outstanding. Freedom's
affiliate, Belington Bank, operates offices in five communities located in
four counties in central West Virginia: Belington and Philippi in Barbour
County, Bridgeport in Harrison County, Buckhannon in Upshur County, and
Elkins in Randolph County.
This acquisition will be accounted for as a purchase transaction.
Edward M. George, President and Chief Executive Officer of WesBanco,
commented: "We are very pleased to have Freedom Bancshares, Inc. join
the WesBanco organization. Joining with Freedom will allow us to expand
upon our franchise in North Central West Virginia. Customers of Freedom
will be able to avail themselves of WesBanco's trust, insurance, brokerage,
and Wesmark mutual funds along with the many banking services already being
provided to them."
Thomas M. Pitsenberger, Chairman of Freedom, was equally supportive of the
transaction. Mr. Pitsenberger commented: "WesBanco has the local community
interest and West Virginia focus that we consider an ideal partner for
Freedom Bancshares and Belington Bank."
Mike Hudnall, President and CEO of Belington Bank further noted: "We believe
this is an excellent opportunity for our shareholders, our employees, and
our customers. In addition, WesBanco's long standing commitment to the
communities they currently serve will be extremely beneficial to the markets
in which we now operate."
The transaction, which is subject to, among other things, approval by the
appropriate regulatory authorities and the stockholders of Freedom, is
expected to be completed during the second quarter of 2001.
