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) October 30, 1997
One Valley Bancorp, Inc.
(Exact name of registrant as specified in its charter)
West Virginia 0-10042 55-0609408
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
One Valley Square, Charleston, West Virginia 25326
(Address of principal executive offices)
(Zip Code)
(304) 348-7000
(Registrant's telephone number, including area code)
Not applicable
(Former name, address, and fiscal year, if changed since last report)
One Valley Bancorp, Inc.
Item 5. Other Events
On October 30, 1997, One Valley Bancorp, Inc. of Charleston, West Virginia,
announced an agreement to purchase 16 Central Fidelity and Jefferson National
branches in Virginia. The agreement includes 6 Central Fidelity branches and
10 Jefferson National branches. Central Fidelity National Bank, Jefferson
National Bank and Wachovia Corporation entered into the agreement in
anticipation that their mergers will be completed as expected.
The agreement includes 7 offices in Charlottesville, 2 in Emporia and 1 each
in Buchanan, Culpeper, Cumberland, Dumfries, Lovingston, Purcellville and
Scottsville. The sale includes the divestiture of branches as required by
Federal regulators to avoid market concentrations in loans and deposits that
would result from Central Fidelity's and Jefferson National's pending mergers
with Wachovia.
The transaction is expected to be completed in February 1998, subject to
approval by the appropriate regulatory authorities, and will include the
facilities and associated loan and deposit accounts. The acquisition of the
branches will add $321 million in assets to One Valley's total. Total
deposits of the new branches are approximately $319 million and total loans
are $142 million.
Under the terms of the purchase agreement, One Valley will assume the deposits
of the branches and will acquire the loans of the branch offices and certain
additional commercial loans. The total consideration to be paid is
anticipated to be approximately $42.0 million and will be finally determined
at closing based upon the total deposits assumed plus the seller's net book
value of the branch offices and equipment.
One Valley will offer positions to all Central Fidelity and Jefferson National
employees in the affected branches following completion of the sale.
J. Holmes Morrison, President & CEO of One Valley said, "The purchase of these
branches represents a unique opportunity for One Valley to continue to expand
its presence and commitment to the Virginia market. This purchase will
increase our Virginia presence from 10 branches to 26 branches with total
assets of $692 million. We look forward to building strong new community
partnerships and providing our new customers with sound financial solutions,
personal service and banking convenience."
In May 1996, One Valley first entered Virginia with the acquisition of CSB
Financial. The purchase included 9 branches in the greater Lynchburg area and
1 in Danville. "The integration of CSB into One Valley went extremely well,"
said Morrison. "That acquisition added great value to our franchise and I
anticipate that the new branches we are purchasing from Central Fidelity and
Jefferson National will do the same."
One Valley Bancorp is a bank holding company with $4.5 billion in assets. One
Valley operates as a super community bank with 12 affiliate banks and 89
locations serving West Virginia and Virginia. One Valley was recently ranked
the 8th best performing bank in the country according to the May 1997 U.S.
Banker magazine's ranking of the largest 100 banks.
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 thereunto duly authorized.
One Valley Bancorp, Inc.
DATE November 14, 1997
BY /s/ Laurance G. Jones
Laurance G. Jones
Executive Vice President &
Chief Financial Officer
