SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K/A1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 5, 1994
CITY HOLDING COMPANY
(Exact name of registrant as specified in charter)
West Virginia 0-11733 55-0619957
(State or other (Commission (IRS Employer
Jurisdiction of) File Number) Identification No.)
3601 MacCorkle Avenue, S.E., Charleston, WV 25304
(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code: (304)926-3000
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
Item 7 (b) is amended to include the following pro forma financial information:
1. Pro Forma Condensed Consolidated Balance Sheet as of
September 30, 1994.
2. Pro Forma Condensed Consolidated Statement of Income for the years
ended December 31, 1993 and 1992.
3. Pro Forma Condensed Consolidated Statement of Income for the
nine months ended September 30, 1994.
INDEX TO FINANCIAL STATEMENTS
The Index to Financial Statements is amended to include the following:
Pro Forma Consolidated Financial Information Page
Pro Forma Condensed Consolidated Balance Sheet as of
September 30, 1994. F-1
Pro Forma Condensed Consolidated Statement of Income
for the years ended December 31, 1993 and 1992. F-2
Pro Forma Condensed Consolidated Statement of Income
for the nine months ended September 30, 1994. F-4
CITY HOLDING COMPANY AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET (unaudited)
SEPTEMBER 30, 1994
(In thousands)
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City City Holding and
Holding Hinton Hinton
as as Pro Forma Pro Forma
Reported Reported Adjustments Combined
ASSETS
Cash and due from banks $ 19,410 $ 1,362 $ 20,772
Federal funds sold 0 725 725
Securities available for sale 68,544 10,453 78,997
Investment securities 119,836 18,497 138,333
Total loans 488,905 35,577 524,482
Less: Allowance for loan loss (5,540) (465) (6,005)
NET LOANS 483,365 35,112 518,477
Bank premises & equipment 16,551 648 17,199
Other assets 17,867 954 18,821
TOTAL ASSETS $725,573 $ 67,751 $793,324
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Deposits:
Noninterest-bearing $ 71,472 $ 4,958 $ 76,430
Interest-bearing 512,945 53,460 566,405
TOTAL DEPOSITS 584,417 58,418 642,835
Federal funds purchased and securities
sold under agreements to repurchase 78,226 78,226
Long-term debt 8,375 8,375
Other liabilities 5,784 428 6,212
TOTAL LIABILITIES 676,802 58,846 735,648
SHAREHOLDERS' EQUITY
Common stock 7,696 6 1,749 (1) 9,451
Capital surplus 13,911 1,294 5,441 (1) 20,646
Net unrealized loss on securities
available for sale (1,354) (341) (1,695)
Retained earnings 30,608 7,946 (9,280) (1) 29,274
Treasury stock (2,090) 2,090 (1) 0
TOTAL SHAREHOLDERS' EQUITY 48,771 8,905 0 57,676
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $725,573 $67,751 $ 0 $793,324
</TABLE>
(1) The shareholders' equity accounts are reclassified to reflect the
issuance of 460,047 shares of City Holding stock at $2.50 par value and
a 10% stock dividend issued to shareholders in January 1995.
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CITY HOLDING COMPANY AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1993
(IN THOUSANDS, EXCEPT PER SHARE)
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CITY HOLDING
AND HINTON
CITY HOLDING HINTON PRO FORMA
AS REPORTED AS REPORTED COMBINED
Interest Income:
Interest and fees on loans $30,289 $2,962 $33,251
Interest on investment securities
Taxable 11,343 1,307 12,650
Tax-exempt 1,408 431 1,839
Other interest income 374 102 476
TOTAL INTEREST INCOME 43,414 4,802 48,216
Interest Expense:
Interest on deposits 16,903 1,946 18,849
Short-term borrowings 424 0 424
Long-term debt 274 0 274
TOTAL INTEREST EXPENSE 17,601 1,946 19,547
NET INTEREST INCOME 25,813 2,856 28,669
Provision for possible loan losses 1,251 90 1,341
NET INTEREST INCOME AFTER
PROVISION FOR POSSIBLE LOAN
LOSSES 24,562 2,766 27,328
Other income 2,823 181 3,004
Other expense 19,255 1,696 20,951
INCOME BEFORE INCOME TAXES 8,130 1,251 9,381
Income taxes 2,627 322 2,949
NET INCOME $ 5,503 $ 929 $6,432
Net Income Per Share (1) $ 1.69 $ 15.49 (1) $ 1.71
AVERAGE SHARES OUTSTANDING 3,257 60 3,763
</TABLE>
(1) City Holding Company and Pro Forma per share data have been restated to
reflect a 10% stock dividend issued to shareholders in January 1995.
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CITY HOLDING COMPANY AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1992
(IN THOUSANDS, EXCEPT PER SHARE)
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CITY HOLDING
AND HINTON
CITY HOLDING HINTON PRO FORMA
AS REPORTED AS REPORTED COMBINED
Interest Income:
Interest and fees on loans $24,917 $3,305 $28,222
Interest on investment securities
Taxable 11,274 1,621 12,895
Tax-exempt 1,562 318 1,880
Other interest income 414 116 530
TOTAL INTEREST INCOME 38,167 5,360 43,527
Interest Expense:
Interest on deposits 16,042 2,472 18,514
Short-term borrowings 329 0 329
Long-term debt 35 0 35
TOTAL INTEREST EXPENSE 16,406 2,472 18,878
NET INTEREST INCOME 21,761 2,888 24,649
Provision for possible loan losses 1,950 272 2,222
NET INTEREST INCOME AFTER
PROVISION FOR POSSIBLE LOAN
LOSSES 19,811 2,616 22,427
Other income 1,729 168 1,897
Other expense 14,293 1,616 15,909
INCOME BEFORE INCOME TAXES 7,247 1,168 8,415
Income taxes 2,208 303 2,511
NET INCOME $ 5,039 $ 865 $5,904
Net Income Per Share (1) $ 1.54 $ 14.41 (1) $ 1.56
AVERAGE SHARES OUTSTANDING 3,274 60 3,780
</TABLE>
(1) City Holding Company and Pro Forma per share data have been restated
to reflect a 10% stock dividend issued to shareholders in January 1995.
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CITY HOLDING COMPANY AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
NINE MONTHS ENDED SEPTEMBER 30, 1994
(IN THOUSANDS, EXCEPT PER SHARE)
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CITY HOLDING
AND HINTON
CITY HOLDING HINTON PRO FORMA
AS REPORTED AS REPORTED COMBINED
Interest Income:
Interest and fees on loans $27,412 $2,133 $29,545
Interest on investment securities
Taxable 8,281 997 9,278
Tax-exempt 971 345 1,316
Other interest income 136 42 178
TOTAL INTEREST INCOME 36,800 3,517 40,317
Interest Expense:
Interest on deposits 13,400 1,470 14,870
Short-term borrowings 855 0 855
Long-term debt 310 0 310
TOTAL INTEREST EXPENSE 14,565 1,470 16,035
NET INTEREST INCOME 22,235 2,047 24,282
Provision for possible loan losses 631 0 631
NET INTEREST INCOME AFTER
PROVISION FOR POSSIBLE LOAN
LOSSES 21,604 2,047 23,651
Other income 2,741 138 2,879
Other expense 17,739 1,392 19,131
INCOME BEFORE INCOME TAXES 6,606 793 7,399
Income taxes 2,175 197 2,372
NET INCOME $ 4,431 $ 596 $5,027
Net Income Per Share (1) $ 1.36 $ 9.90 (1) $ 1.33
AVERAGE SHARES OUTSTANDING 3,265 60 3,771
</TABLE>
(1) City Holding Company and Pro Forma per share data have been
restated to reflect a 10% stock dividend issued to shareholders in
January 1995.
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, thereunto duly authorized.
CITY HOLDING COMPANY
Date: February 17, 1995 By: /s/ Robert A. Henson
Robert A. Henson
Chief Financial Officer