fin0902098ka.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
(AMENDMENT NO. 1 TO 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) January 23, 2009
WesBanco, Inc.
(Exact name of registrant as specified in its charter)
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West Virginia |
000-08467 |
55-0571723 |
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(State or other jurisdiction |
(Commission File Number) |
(IRS Employer |
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of incorporation) |
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Identification No.) |
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1 Bank Plaza, Wheeling, WV |
26003 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant's telephone number, including area code (304) 234-9000
Former name or former address, if changed since last report Not Applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Explanatory Note:
This Amendment No. 1 amends the Current Report on Form 8-K dated January 23, 2009, pursuant to which WesBanco announced it entered into a definitive agreement with AmTrust for the purchase of AmTrust’s Columbus, Ohio branches. The purpose of this Amendment No. 1 is to indicate pursuant to Item 601(b)(2) of Regulation S-K,
that certain exhibits and schedules of the filed agreement were omitted from the Form 8-K dated January 23, 2009 and that WesBanco agrees to furnish supplementally a copy of the omitted exhibits and schedules to the Commission upon request.
Item 9.01 Financial Statements and Exhibits
The following information is added to the description of exhibit 2.1 - Branch Purchase and Assumption Agreement, dated January 21, 2009, between WesBanco Bank, Inc. and AmTrust Bank, with respect to the purchase of AmTrust Bank’s Columbus, Ohio branches.
The following exhibits and schedules of the Branch Purchase and Assumption Agreement, dated January 21, 2009, between WesBanco Bank, Inc. and AmTrust Bank have been omitted:
Exhibits
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Exhibit A |
Legal Description of the Real Property |
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Exhibit B |
Assignment of Real Property Lease |
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Exhibit C |
Receipt of Safekeeping Items |
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Exhibit D |
Instrument of Assumption |
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Exhibit E |
Bill of Sale |
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Exhibit F |
Assignment, Transfer, and Appointment of Successor Trustee for IRA Accounts |
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Schedules
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Schedule 1.2(b) |
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Real Property Leases |
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Schedule 1.2(c) |
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Fixed Assets |
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Schedule 1.3(d) |
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Excluded Assets |
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Schedule 1.4(a) |
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Assumed Deposit Liabilities |
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Schedule 1.5(e) |
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Excluded Liabilities |
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Schedule 2.2(a) |
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Form of Preliminary Closing Statement |
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Schedule 2.2(b) |
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Final Closing Statement |
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Schedule 4.1 |
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Employee List |
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Schedule 8.7 |
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Limited Power of Attorney |
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Schedule 5.3(b) |
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Seller’s Knowledge |
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Schedule 5.4 |
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No Violation |
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Schedule 5.7 |
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Compliance With Laws |
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Schedule 5.11 |
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Employment Contracts |
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Schedule 5.3(b-1) |
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Purchaser’s Knowledge |
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Schedule 6.5 |
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Regulatory Approvals of the Purchaser |
WesBanco agrees to furnish supplementally a copy of the omitted exhibits and schedules to the Commission upon request.
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 hereunto duly authorized.
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WesBanco, Inc. |
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(Registrant) |
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Date: September 2, 2009 |
/s/ Robert H. Young |
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Robert H. Young |
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Executive Vice President and |
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Chief Financial Officer |