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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 Act of 1934
Date of Report (Date of earliest event reported): July 12, 1996
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CENTURA BANKS, INC.
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(Exact name of registrant as specified in charter)
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North Carolina 1-10646 56-1688522
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(State of Incorporation) (Commission File Number) (IRS Employer Identification No.)
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134 North Church Street, Rocky Mount, North Carolina 27804
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (919) 977-4400
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N/A
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(Former name or former address, if changed since last report)
Exhibit Index on Page 4.
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Item 5. Other Events:
On July 12, 1996, Centura Banks, Inc. ("Centura") announced that it has
temporarily suspended its purchases of Centura common stock in the open market
under rules promulgated by the Securities and Exchange Commission, particularly
because it has mailed the prospectus and proxy statement in connection with its
proposed acquisition of First Community Bank of Gastonia. Centura's board of
directors has authorized the repurchase of shares up to the total number of
shares issued in connection with the First Community transaction, and to date,
Centura has repurchased approximately 400,000 of the approximately 750,000
shares it anticipates repurchasing. Centura's board of directors also has
authorized the repurchase in the open market of a number of shares of Centura
common stock up to 9.9 percent (approximately 101,000 shares) of the shares
anticipated to be issued in connection with its proposed acquisition of
FirstSouth Bank, Burlington. Centura anticipates that it will resume its open
market purchases in connection with the First Community transaction immediately
following the meeting of shareholders of FirstSouth, expected to be held in
mid-September, and to begin its repurchase activity in connection with the
FirstSouth transaction immediately upon termination of purchases in connection
with the First Community transaction. A press release is attached as Exhibit 99.
Item 7. Financial statements and Exhibits.
The exhibit listed in the Exhibit Index is filed herewith as part of this
Current Report on Form 8-K.
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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.
CENTURA BANKS, INC.
Registrant
Date: July 12, 1996 By: /s/ Frank L. Pattillo
Frank L. Pattillo
Senior Executive Vice President
and Chief Financial Officer
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EXHIBIT INDEX
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Sequential
Page
Exhibit Description of Exhibit Number
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99 Press release dated July 12, 1996 5
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For Immediate Release
July 12, 1996
Contact: Frank L. Pattillo
(919) 977-8341
[email protected]
CENTURA SUSPENDS STOCK REPURCHASE BECAUSE OF ACQUISITIONS
ROCKY MOUNT, N.C.-- Centura Banks Inc. (NYSE:CBC) has temporarily
suspended its purchases of Centura common stock in the open market
because of two pending acquisitions and expects to resume its repurchase
activity in September.
Under Securities and Exchange Commission rules, Centura is not
permitted to purchase its shares in the open market during the period from when
shareholders are being solicited to vote on a proposed merger until after the
meeting of shareholders is held. Centura has mailed the prospectus and proxy
statement for its proposed acquisition of First Community Bank in Gastonia,
N.C., and by the time of the First Community shareholder meeting, Centura will
also have mailed the prospectus and proxy statement for its proposed acquisition
of FirstSouth Bank in Burlington, N.C.
In connection with the proposed acquisition of First Community,
Centura's board of directors has authorized the repurchase of a number of shares
of Centura common stock up to the total number of shares expected to be
issued in the First Community transaction. To date Centura has repurchased
approximately 400,000 of the approximately 750,000 shares it expects to
repurchase in connection with the First
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Community transaction. In connection with the proposed acquisition of
FirstSouth, the board of directors has authorized the repurchase of a
number of shares of Centura common stock up to 9.9 percent (approximately
101,000 shares) of the shares expected to be issued in the FirstSouth
transaction.
Centura anticipates it will resume its open market purchases in
connection with the First Community transaction immediately following the
meeting of shareholders of FirstSouth, expected to be held in mid-September, and
to begin its repurchase activity in connection with the FirstSouth transaction
immediately upon termination of purchases in connection with the First Community
transaction.
With assets of $5.6 billion, Centura provides a complete line of
banking, investment, insurance and trust services to individuals and businesses
throughout North Carolina. It provides services through 155 financial centers,
more than 200 ATMs at financial centers and Wal-Mart and Sam's stores, its
Centura Highway telephone banking center and Quicken and Microsoft Money, the
leading personal finance software packages. Centura recently announced it will
open 33 bank offices in Hannaford supermarkets in the Carolinas and Virginia by
the end of 1997.
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