UNITED STATES
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
December 18, 2008
Date of Report (Date of earliest event reported)
CNB CORPORATION
(Exact name of registrant as specified in its charter)
Michigan 033-00737 38-2662386
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) file number) Identification No.)
303 North Main Street, Cheboygan MI 49721
(Address of principal executive offices, including Zip Code)
(231) 627-7111
(Registrant's telephone number, including area code)
NO CHANGE
(Former name or former address, if changed since last report)
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:
[ ] 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))
ITEM 8.01. Other Events
Susan A. Eno, President and Chief Executive Officer of CNB Corporation announces
that at its December 11, 2008 meeting the Board of Directors of CNB Corporation
voted that no dividend will be paid for the fourth quarter of 2008. The decision
was made after extensive deliberation and analysis; recognizing the significance
that this decision will have on our shareholders.
Factors contributing to this decision included the impact to third quarter
earnings of the $1.9 million pre-tax write down of the investment security
backed by Freddie Mac preferred stock as previously reported to shareholders, as
well as the impact of the continued provision for loan losses during 2008 by
Citizens National Bank. At the same time, the country is faced with
unprecedented economic challenges expected to increase the pressure on both the
loan and investment portfolios of Citizens National Bank.
Going forward CNB Corporation and Citizens National Bank are focused on
preserving and building capital. One component of accomplishing this goal is
suspending dividends until there are signs of improvement in the capital and
credit markets.
The CNB Corporation Board of Directors reassesses the dividend each quarter
based on earnings performance and the economic outlook.
In response to the Emergency Economic Stabilization Act (EESA) passed by the
federal government on October 3, 2008 Citizens National Bank, after evaluating
the programs available under the Act, determined on December 5, 2008 that it
would participate in the Transaction Account Guarantee Program (TAGP) to provide
unlimited Federal Deposit Insurance Corporation (FDIC) insurance coverage for
all non-interest and certain interest bearing transaction accounts through
December 31, 2009. FDIC coverage on interest bearing transaction accounts is
limited to those paying rates no higher than 0.50%. The initial increase in FDIC
insurance coverage was limited to savings accounts with maximum coverage of
$250,000; TAGP effectively provides 100% FDIC coverage of all funds on deposit
in covered transaction accounts through December 31, 2009. A second component
available was the Debt Guarantee Program (DGP), under which the FDIC will
guarantee the payment of newly issued senior unsecured debt of a financial
institution based on the earlier of the maturity date of the debt or June 30,
2012. As there is no cost until the FDIC-guarantee is accessed, Citizens
National Bank is participating; although it has no debt and does not anticipate
incurring any debt. Additional programs available under EESA include the
Troubled Asset Relief Program (TARP) and Capital Purchase Program (CPP). TARP
provides for the purchase of troubled assets and other financial instruments by
the Treasury under guidelines being established at the lowest price with maximum
efficiency to provide liquidity to financial institutions with high levels of
problem assets. CPP provides for the Treasury to make preferred stock investment
in financial institutions under specific criteria and with specific requirements
placed upon participating institutions. As Citizens National Bank is well
capitalized and has sufficient liquidity, it did not apply for participation in
either of these Treasury programs.
FORWARD-LOOKING STATEMENTS
When used in this filing and in future filings involving the Company with the
Securities and Exchange Commission, in the Company's press releases or other
public or shareholder communications, or in oral statements made with the
approval of an authorized executive officer, the words or phrases, "anticipate,"
"would be," "will allow," "intends to," "will likely result," "are expected to,"
"will continue," "is anticipated," "estimated," "project," "intends" or similar
expressions are intended to identify, "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. Such statements
are subject to risks and uncertainties, including but not limited to changes in
economic conditions in the Company's market area, changes in policies by
regulatory agencies, fluctuations in interest rates, the risks of lending and
investing activities, and competition, all or some of which could cause actual
results to differ materially from historical earnings and those presently
anticipated or projected.
The Company does not undertake-and specifically declines any obligation- to
publically release the results of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or unanticipated
events.
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 hereunto duly authorized.
CNB Corporation
(Registrant)
/s/ Susan A. Eno
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Susan A. Eno
President and Chief Executive Officer
Dated: December 18, 2008