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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 8 - K
PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) October 13, 1998
CNB FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Commission file number 2-88511
Pennsylvania 25-1450605
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
County National Bank
1 South Second Street
P.O. Box 42
Clearfield, Pennsylvania 16830
(Address of principal executive offices)
Registrant's telephone number, including area code, (814) 765-9621
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Item 5. Other Events
On October 13, 1998, CNB Financial Corporation's wholly-owned subsidiary
County National Bank agreed to purchase the Punxsutawney office in western
Pennsylvania from First Western Bank, N.A. The agreement includes the
acquisition of the related deposits, consumer loans, and small business banking
relationships for the Punsutawney office located in Jefferson County. County
National will acquire approximately $37 million in deposits, $11.5 million in
consumer and small business loans, along with related fixed assets, leases, and
other agreements. The consideration to be paid by County National will be
approximately $5 million for the deposits and the right to acquire, at book
value, the loan portfolio and related assets of the office. The transaction is
subject to regulatory approval and is expected to be completed by mid February
1999.
Item 7. Financial Statements and Exhibits
(a) Financial Statements: None.
(b) Exhibits:
1 Press Release Announcing: County National Bank to Acquire
Punxsutawney Office of First Western Bank.
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.
CNB Financial Corporation
(Registrant)
November 9, 1998 /s/ Joseph B. Bower, Jr.
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Joseph B. Bower, Jr.
Treasurer
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CNB Financial Corporation
Exhibits to Form 8-K
For the Current Report Dated October 13, 1998
Exhibit Index
Exhibit Method of
Number Description Filing
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99.1 Press Release Announcing County Filed
National Bank to Acquire Herewith
Punxsutawney Office of First
Western Bank
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Exhibit 99.1
NEWS RELEASE
Date: October 14, 1998
Contact: Media: Investors:
William F. Falger William A. Franson
President and CEO Executive Vice President, CFO
County National Bank County National Bank
(814)765-9621 (814)765-9621
or or
Robert H. Young Robert H. Young
Executive Vice President, CFO Executive Vice President, CFO
First Western Bancorp, Inc. First Western Bancorp, Inc.
(724)652-8550 (724)652-8550
FOR IMMEDIATE RELEASE
County National Bank To Acquire First Western Bank's Punxsutawney Branch
Clearfield, PA (October 14, 1998) --CNB Financial Corporation, headquartered
in Clearfield, PA, and First Western Bancorp, Inc., headquartered in New Castle,
PA, today announced that their banking subsidiaries, County National Bank and
First Western Bank, N.A., have reached a definitive agreement for County
National Bank to purchase the Punxsutawney branch from First Western Bank.
The agreement includes the acquisition of the branch office, related
deposits, consumer loans and small business banking relationships of the
Punxsutawney branch, located at 545 W. Mahoning Street, in Jefferson County.
County National Bank will acquire approximately $37 million in deposits and
$11.5 million in consumer and small business loans, along with related fixed
assets, lease, and other agreements. The transaction, subject to regulatory
approval, is expected to be completed by mid February, 1999.
"The acquisition of this Punxsutawney branch complements our existing
banking franchise and supports our strategy of long-term asset and earnings
growth," stated William F. Falger, President and Chief Executive Officer of
County National Bank. "This location gives us the opportunity to expand our
banking presence within Central Pennsylvania by including Jefferson County in
our existing four county market area of Clearfield, Centre, Elk, and McKean
counties."
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First Western Bank customers can be assured that County National Bank will
provide the same high level of customer service they have received from First
Western through its broad menu of basic and innovative financial products at
competitive rates and terms. "Our community banking philosophy stresses the
importance of giving our customers the type of service that not only meets but
exceeds their expectations by focusing on convenience, easy access, and fast,
local decision making," stated Mr. Falger. "Also, we're committed to our
communities we serve. Recently, we made a commitment to the DuBois market by
building a new full-service office, located close to the DuBois Mall, to meet
the ever expanding needs of our customers."
"This branch is not located within or near our core banking network in
Western Pennsylvania," stated Mr. Stephen R. Sant, President of First Western
Bank, N.A. "After thoroughly reviewing our markets and facilities, we determined
that it made better sense from a profitability standpoint for the Punxsutawney
office to be operated by a bank that is better known."
First Western Bancorp, Inc. with assets of more than $2.1 billion, is parent
of First Western Bank, N.A., a full-service bank that also provides trust and
financial services. First Western Insurance Services, Inc. is a subsidiary of
First Western Bank. First Western employs more than 750 people and operates 51
financial stores in ten Pennsylvania counties (Lawrence, Mercer, Beaver, Butler,
Erie, Allegheny, Cambria, Washington, Jefferson, and Westmoreland) and Ashtabula
County in Ohio.
Employing approximately 208 people, County National Bank is an independent,
locally owned, community bank with 15 offices located throughout Clearfield,
Centre, Elk and McKean counties, and is the sole banking subsidiary of CNB
Financial Corporation. Total assets for the bank holding company are
approximately $399 million. The Bank also has an extensive Trust & Asset
Management Services division.
