UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) June 29, 2000
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BAY BANKS OF VIRGINIA, INC.
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(Exact Name of Registrant as Specified in Charter)
Virginia 0-22955 54-1838100
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(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)
100 S. Main Street, Kilmarnock, Virginia 22482
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (804) 435-1171
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 2. Acquisition or Disposition of Assets.
(a) Bay Banks of Virginia, a Virginia banking corporation through its
subsidiary Bank of Lancaster (BOL), both having their principal office in
Kilmarnock, Virginia announced an agreement with First Virginia Bank (FVB),
a Virginia banking corporation having its principal office in Falls Church,
Virginia, and First Virginia Bank Hampton Roads (FVB-HR), a Virginia
banking corporation having its principal office in Norfolk, Virginia to
purchase three (3) branches of First Virginia Bank.
The Bank of Lancaster is a state chartered member bank and a wholly owned
subsidiary of Bay Banks of Virginia, Incorporated, a two bank holding
company registered under the Bank Holding Company Act of 1956, as amended.
The purpose of the transaction is the divestiture of a total of three
branches by FVB and FVB-HR. Two branches are located in the county of
Northumberland, with one being in the town of Heathsville and the other
being in the town of Callao. One branch is located in the county of
Lancaster with that office being located in the town of Kilmarnock.
Pursuant to the terms of the Agreement, BOL proposes to acquire certain
assets and assume certain deposits and other liabilities relating to the
three branches of FVB and FVB-HR as described above.
The structure of the agreement and all significant terms are summarized as
follows:
BOL will, as of the Effective Date, assume from Sellers fee simple interest
in real property upon which the Branches are operated, including buildings
and other improvements and all furniture, fixtures and other tangible
personal property located at the Branches, except as provided within the
Agreement.
There are no financing arrangements entered into by FVB, FVB-HR or BOL.
Further, there are no plans provided by or necessitated by the Agreement
whereby the creation of capital or incidence of debt is required by either
party to the Agreement. The source of funds which BOL intends to use for
the acquisition of assets relating to the Branch Offices will be a
reduction in the net cash received from FVB and FVB-HR at the closing of
the Branch Transaction. The Branch Transaction will have no significant net
effect on the financial condition of BOL
The Effective Date of the Branch Transaction is expected to be on or before
October 6, 2000.
(b) not applicable.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Not applicable.
[Bay Banks of Virginia, Inc. letterhead]
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.
BAY BANKS OF VIRGINIA, INC.
By: /s/ Austin L. Roberts, III
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Austin L. Roberts, III
President and CEO
June 29, 2000