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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) AUGUST 30, 1999
(AUGUST 25, 1999)
AREA BANCSHARES CORPORATION
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(Exact name of registrant as specified in its charter)
Kentucky 0-26032 61-0902343
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
230 Frederica Street, Owensboro, KY 42301
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (270) 926-3232
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Not Applicable
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(Former name or former address, if changed since last report)
The Current Report consists of 6 pages.
The exhibit index is located on page 4.
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Item 5. Other Events
On August 25, 1999, Area Bancshares Corporation ("Area") announced the
signing of definitive agreements providing for the cash purchase of
Peoples Bank of Murray, Murray, Kentucky; Dees Bank of Hazel, Hazel
Kentucky; Bank of Lyon County, Eddyville, Kentucky; and Bank of
Livingston County, Tiline, Kentucky.
Area will pay a total of seventy seven million, seven hundred fifty
thousand dollars ($77,750,000) for these banking companies. The
transaction, which will be accounted for as a purchase transaction, is
expected to be consummated during January of 2000, pending shareholder
approval, regulatory approval and other customary conditions of
closing.
A copy of the press release is attached hereto as Exhibit 99-1, and is
incorporated herein by reference.
Item 7. Financial Statements and Exhibits
C. Exhibits
Exhibit No. Description
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99.1 Press release dated August 25, 1999
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SIGNATURE
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.
Area Bancshares Corporation
DATE: August 30, 1999 By: /s/ John A. Ray
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John A. Ray
Executive Vice President,
Chief Operating Officer &
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit Number Exhibit Description Page
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[S] [C] [C]
99.1 Press release dated August 25, 1999 5
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EXHIBIT 99.1
AREA
BANCSHARES
CORPORATION
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Media Release
FOR IMMEDIATE RELEASE
AUGUST 25, 1999
CONTACT: MR. TIMOTHY O. SHELBURNE
AREA BANCSHARES CORPORATION
SENIOR VICE PRESIDENT AND
GENERAL COUNSEL
(502)-688-7750
AREA BANCSHARES CORPORATION ANNOUNCES PROPOSED ACQUISITIONS OF PEOPLES
BANK, DEES BANK OF HAZEL, BANK OF LIVINGSTON COUNTY AND BANK OF LYON
COUNTY
OWENSBORO, KENTUCKY: August 25, 1999 - Area Bancshares Corporation and each of
the four banking companies, Peoples Bank of Murray, Dees Bank of Hazel, Bank of
Livingston County and Bank of Lyon County, have announced the signing of
definitive agreements providing for Area's cash purchase of these banking
companies. Each agreement has been approved by the Boards of Directors of Area
and each banking company and is subject to approval by the shareholders of each
banking company and by appropriate regulatory agencies. The transactions are
expected to close during January 2000.
The agreements are structured on a purchase accounting basis. The total
acquisition price for the four banks is seventy seven million, seven hundred
fifty thousand dollars ($77,750,000).
The acquisitions are expected to have a positive impact on Area's
earnings in 2000.
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ABC Release
Page 2 of 2
Thomas R. Brumley, Area's Chief Executive Officer, said, "For some time
we have been looking at strategic opportunities and attractive markets. Each of
these banking companies is a very strong, well-managed banking institution
located in an excellent western Kentucky market. We are excited about the
opportunity to join forces with them."
Harold G. Doran, Jr., President and a director of each banking company,
said, "With consolidation taking place throughout the banking industry, many
community banks are attempting to align themselves with institutions, like Area,
that can provide customers with the broadest array of products and services.
Area and our banking companies are compatible in culture and the desire to
provide top-quality service. These transactions will enable our employees to
continue to play an important role in meeting the financial service needs of our
customers in the communities we serve."
Peoples Bank of Murray, Murray, Kentucky, has assets of $266 million;
Dees Bank of Hazel, Hazel, Kentucky, has assets of $28 million; Bank of Lyon
County, Eddyville, Kentucky, has assets of $49 million; and Bank of Livingston
County, Tiline, Kentucky, has assets of $39 million. The total assets being
acquired for all four banks are approximately $382 million.
Area Bancshares Corporation, a $2.3 billion multi-bank holding company,
headquartered in Owensboro, Kentucky, operates 13 banks with 58 banking
facilities in 24 cities throughout Kentucky. Through its subsidiaries, Area
offers a broad range of banking and banking-related services.
(END)
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