SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 21, 2002
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MOUNTAINBANK FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
NORTH CAROLINA 000-32547 56-2237240
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
201 Wren Drive
Hendersonville, North Carolina 28792
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (828) 693-7376
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Item 5. Other Events and Regulation FD Disclosure.
On June 21, 2002, Registrant and CNB Holdings, Inc. ("CNB"), announced
that they have entered into a definitive agreement providing for CNB to be
merged into Registrant. The proposed merger transaction is subject to the
approval of CNB's shareholders, receipt of required state and federal bank
regulatory approvals, and other conditions described in the agreement. It is
expected that the merger will be completed during the fourth quarter of 2002.
CNB is headquartered in Pulaski, Virginia, and has approximately $61
million in consolidated assets. It is the bank holding company for Community
National Bank, which operates two banking offices in Pulaski.
A copy of Registrant's and CNB's joint press release is attached as
Exhibit 99.1 to this Report.
Registrant and Cardinal Bankshares Corporation ("Cardinal") previously
announced that, on May 30, they had entered into a letter of intent providing
for Cardinal to be merged into Registrant. On June 24, Registrant and Cardinal
announced that they now have executed a definitive agreement pertaining to their
proposed merger. The proposed merger transaction is subject to approval by
shareholders of both companies, receipt of state and federal bank regulatory
approvals, and other conditions described in the agreement. It is expected that
the merger will be completed during the fourth quarter of 2002.
Cardinal is headquartered in Floyd, Virginia, and has approximately
$185 million in consolidated assets. It is the bank holding company for Bank of
Floyd, which operates five banking offices in Floyd, Christiansburg, Hillsville,
Roanoke and Willis, Virginia.
A copy of Registrant's and Cardinal's joint press release is attached
as Exhibit 99.2 to this Report.
Registrant is a bank holding company headquartered in Hendersonville,
NC, and has approximately $650 million in consolidated assets. It is the parent
company of MountainBank which currently operates 15 banking offices in nine
western North Carolina counties and a mortgage subsidiary headquartered in
Greenwood, S.C.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following exhibits are being filed with this Report:
Exhibit No. Exhibit Description
99.1 Copy of joint press release dated June 21, 2002
99.2 Copy of joint press release dated June 24, 2002
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, Registrant has duly caused this Report to be signed on its behalf by
the undersigned thereunto duly authorized.
MOUNTAINBANK FINANCIAL CORPORATION
(Registrant)
Date: June 26 , 2002 By: /S/ Gregory L. Gibson
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Gregory L. Gibson
Chief Financial Officer
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