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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) February 23,1998
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First Western Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Commission file number 0-13882
Pennsylvania 25-1461570
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
101 East Washington Street, New Castle, Pennsylvania 16101
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (724) 652-8550
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Item 5. Other Events
On February 23, 1998, First Western Bancorp, Inc.'s wholly-
owned subsidiary First Western Bank, N.A. agreed to purchase 16
branches in western Pennsylvania from PNC Bank. The agreement
includes the acquisition of the 16 PNC Bank branch offices,
related deposits, consumer loans, small business banking
relationships and certain brokerage relationships of the following
branches: Farrell, Grove City, Hermitage, Sharon, Transfer, and
West Middlesex (Mercer County); Beaver, Chippewa, Midland and New
Brighton (Beaver County); Ebensburg and Barnesboro (Cambria
County); Evans City (Butler County); McDonald (Washington County);
Punxsutawney (Jefferson County); and Kiski Valley (Westmoreland
County). First Western will acquire approximately $415 million in
deposits, $71 million in consumer and small business loans and $23
million in brokerage assets, along with related fixed assets,
leases, safe deposit business and other agreements. The
consideration to be paid by First Western will be approximately
$58 million for the deposit and brokerage relationships and the
right to acquire, at book value, the loan portfolio and the real
estate and related assets of the 16 branches. The transaction is
subject to regulatory approval and is expected to be completed by
mid-year 1998.
Item 7. Financial Statements and Exhibits
(a) Financial Statements: None.
(b) Exhibits:
99.1 Press Release Announcing: First Western Bank to
Acquire 16 PNC Bank Branches in Western Pennsylvania.
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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.
First Western Bancorp, Inc.
(Registrant)
February 27, 1998 /s/ Robert H. Young
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Robert H. Young
Executive Vice President-
Chief Financial Officer,
Secretary and Treasurer
(Principal Financial Officer)
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First Western Bancorp, Inc.
Exhibits to Form 8-K
For the Current Report Dated February 23, 1998
Exhibit Index
<TABLE>
<CAPTIONS>
Exhibit Method of
Number Description Filing
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<C> <C> <C>
99.1 Press Release Announcing First Filed
Western Bank to Acquire 16 PNC Herewith
Bank Branches in Western
Pennsylvania
</TABLE>
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101 East Washington Street
P.O. Box 1488
New Castle, PA 16103-1488
Telephone: (412) 652-8550
FIRST WESTERN
BANCORP, INC.
February 23, 1998 -- Release No. 277
MEDIA: INVESTORS:
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
or or
Tilda Walsh William H. Callihan
(412) 762-4954 (412) 762-8257
PNC BANK, PITTSBURGH PNC BANK CORP.
or
Bruce Whitehair
(814) 871-9586
PNC BANK, NORTHWEST PA FOR IMMEDIATE RELEASE
FIRST WESTERN BANK TO ACQUIRE 16 PNC BANK BRANCHES IN
WESTERN PENNSYLVANIA
NEW CASTLE, Pa. (February 23, 1998) ( First Western
Bancorp, Inc. (NASDAQ: FWBI) and PNC Bank Corp. (NYSE: PNC) today
announced that their banking subsidiaries, First Western Bank,
N.A., and PNC Bank, N.A., have reached a definitive agreement for
First Western to purchase 16 branches in western Pennsylvania from
PNC Bank.
The agreement includes the acquisition of PNC Bank branch
offices, related deposits, consumer loans, small business banking
relationships and certain brokerage relationships of the following
branches: Farrell, Grove City, Hermitage, Sharon, Transfer and
West Middlesex (Mercer County); Beaver, Chippewa, Midland and New
Brighton (Beaver County); Ebensburg and Barnesboro (Cambria
County); Evans City (Butler County); McDonald (Washington County);
Punxsutawney (Jefferson County); and Kiski Valley (Westmoreland
County).
First Western Bank will acquire approximately $415 million in
deposits, $71 million in consumer and small business loans and $23
million in brokerage assets, along with related fixed assets,
leases, safe deposit business and other agreements. PNC Bank will
retain its large corporate, credit card, trust and merchant
services and mortgage customers in those areas.
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While terms of the agreement were not fully disclosed, First
Western indicated that the consideration to be paid will be
approximately $58 million for the deposit and brokerage
relationships and the right to acquire at book value the loan
portfolio and the real estate and related assets of the 16
branches. The transaction, subject to regulatory approval, is
expected to be completed by mid-year 1998.
Under the terms of the agreement, approximately 80 employees
of these PNC Bank branches will be offered employment and will
become associates of First Western Bank.
"This is the largest branch banking acquisition in the
history of First Western and will contribute significantly to our
long-term strength and continuing growth strategy," said Thomas J.
O'Shane, president and chief executive officer of First Western
Bancorp, Inc. "In terms of market share, First Western will have
significantly enhanced its banking presence in the three-county
contiguous market area of Lawrence, Mercer and Beaver counties."
PNC Bank customers can expect the same high level of customer
service at First Western, which provides a broad array of
financial products at competitive rates and terms. "First Western
is committed to continue providing the finest quality products and
customer service that our customers in western Pennsylvania have
come to expect," O'Shane said.
In addition, First Western and PNC are part of the MAC
network of automated teller machines (ATMs). Both PNC and First
Western customers will enjoy greater convenience by having access
to additional ATM machines.
"This transaction is part of PNC Bank's ongoing efforts to
optimize our branch network," said Joe Guyaux, chief executive
officer for the Regional Consumer Bank of PNC Bank. "The decision
to sell these branches was made after a thorough analysis that
determined we had insufficient market share in these localities to
produce an appropriate return for our shareholders."
PNC Bank Corp., headquartered in Pittsburgh, is one of the
largest diversified financial services organizations in the United
States. Its major businesses include consumer banking, corporate
banking, private banking, mortgage banking, secured lending and
asset management.
First Western Bancorp, Inc., with headquarters in New Castle,
Pa., and assets of more than $1.7 billion, is parent of First
Western Bank, N.A., a full-service bank, and First Western Trust
Services Co., a full-service trust company. First Western
Insurance Services, Inc. is a subsidiary of First Western Bank.
First Western employs more than 650 people and operates 39
financial stores in six Pennsylvania counties (Lawrence, Mercer,
Beaver, Butler, Erie and Allegheny) and Ashtabula County in Ohio.
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