UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of event reported) December 18, 1997
Commission File No. 0-25766
Community Bank Shares of Indiana, Inc.
(Exact name of registrant as specified in its charter)
Indiana 35-1938254
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
202 East Spring St., PO Box 939, New Albany, Indiana 47150
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 1-812-944-2224
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This Current Report on Form 8-K is being filed to report the
execution of a definitive agreement providing for the affiliation of
NCF Financial Corp. of Bardstown, Kentucky, with Community Bank Shares
of Indiana, Inc.
The following press release is hereby filed as an exhibit with this
report:
Community Bank Shares, of Indiana, Inc., and NCF Financial Corp. Announce
Merger Agreement.
C. Thomas Young, Chairman of the Board of Community Bank Shares,
Inc. and A.E. Bowling, President and Chairman of NCF Financial Corp. of
Bardstown, Kentucky, today announced execution of a definitive agreement
providing for the affiliation of NCF with Community Bank Shares. Community
Bank Shares' current banking affiliates are Community Bank of New Albany, IN,
and Heritage Bank of Jeffersonville, IN.
Young stated, "Community Bank Shares strategic plan for the
expansion of it's unique approach to community banking focuses on forming
partnerships with well-run community bank's like NCF Bank and Trust, of
Bardstown, in Nelson County." He continued, "NCF Financial Corp. and its
affiliate NCF Bank and Trust's philosophy and ours are a great match, the
kind of match that successful partnerships are built on."
Bowling, stated that, "Community Bank Shares philosophy of aggressive
community based banking through locally managed affiliate banks, with their
own local Board of Directors and supported by a shared core of sophisticated
operating systems and support services, is a concept that our board of
directors and management subscribes to. We know that our affiliation with
Community Bank Shares will enhance NCF's already strong performance, and
commitment to our community. Our affiliation with Community Bank Shares will
broaden the access of our customers to innovative financial products and
services like, investment services and products, insurance, on-line banking,
and a full spectrum of business deposit and loan services."
The Definitive Agreement, is subject to approval by state and federal
bank regulatory agencies as well as the shareholders of NCF Financial
corporation. Mr. Young noted that "the merger is structured as a tax free
exchange of stock with a market value to NCF Financial Shareholders of
$15,380,000 at Community Bank Shares current market price and based upon the
agreed exchange rate of .935 shares of Community Bank Shares stock for each
share of NCF Financial stock." He commented, that the transaction will be
accounted for as a pooling of interest. The transaction is expected to close
by April 6, 1998 or sooner, noted Mr. Young.
With the addition of NCF, Community Bank Shares and it's affiliates
will serve customers through 9 banking locations in Southern Indiana and
Nelson County, KY with combined total assets of $300,000,000 and consolidated
capital in excess of $39,000,000. Community Bank Shares, Inc. is traded on
the NASDAQ small cap market, under call symbol CBIN.
Discussions in this release that are not statements of historical fact
(including statements in the future tense and those which include terms such
as "believe", "expect", and "anticipate") are forward-looking statements that
involve risks and uncertainties, and the company's actual future results could
materially differ from those discussed. Factors that could cause or
contribute to such differences include, but are not limited to, the company's
future lending and collections experience, the effects of acquisitions,
competition from other institutions, changes in the banking industry an its
regulation, needs for technological change, and other factors, including those
which are discussed in the company's filings with the Securities and Exchange
Commission.
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COMMUNITY BANK SHARES OF INDIANA, INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized
COMMUNITY BANK SHARES
OF INDIANA, INC.
(Registrant)
Dated December 17, 1997 BY: /S/ Robert E. Yates
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Robert E. Yates
President and CEO
Dated December 17, 1997 BY: /S/ James M. Stutsman
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James M. Stutsman
Chief Financial Officer
