Usbancorp, Inc 2 Draft

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Usbancorp, Inc 2 Draft

  1. 1. Supervised by the Board of Governors<br />The Company, US Bank/DE operates as a bank holding company<br />Regulated under the BHCA,<br />Supervised by the Board of Governors <br />Federal Reserve System (the "Board").<br />5/29/2010<br />1<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  2. 2. USBANCORP, Inc. (the "Company")<br /><ul><li>Registered bank holding company
  3. 3. Organized under Pennsylvania Business Corporation Law
  4. 4. Registered under the Bank Holding Company Act of 1956, as amended (the "BHCA.") </li></ul>5/29/2010<br />2<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  5. 5. US BANK/DE<br />In October 1998, U.S. Bank changed its charter from a national bank to a state bank. Under the new charter U.S. Bank is subject to supervision and regular examination by the Federal Reserve and the Pennsylvania Department of Banking. Various federal and state laws and regulations govern many aspects of its banking operations. The following is a summary of key data (dollars in thousands) and ratios at December 31, 1999:<br />5/29/2010<br />3<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  6. 6. US BANK/DE<br />As a state chartered, federally-insured bank and trust company which is not a member of the Federal Reserve System, Three Rivers Bank is subject to supervision and regular examination by the Pennsylvania Department of Banking and the Federal Deposit Insurance Corporation. Various federal and state laws and regulations govern many aspects of its banking operations. The following is a summary of key data (dollars in thousands) and ratios at December 31, 1999: <br />5/29/2010<br />4<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  7. 7. Tax Free Spin-off Plan<br />Under a tax-free spin-off plan, 100% of the shares of the holding company to be formed for Three Rivers Bank, to be known as Three Rivers Bancorp, Inc., would be distributed as a dividend to the shareholders of the Company in proportion to their existing Company ownership. Shareholders would retain their existing Company shares. <br /> <br /> <br />10-K405 5th Page of 76TOC1stPreviousNext<br />Bottom<br />5/29/2010<br />5<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  8. 8. U.S. Bank <br />Caused the intracompany transfer by Standard Mortgage Corporation of Georgia, a <br />wholly-owned subsidiary of JSB, of all its assets, subject to all of its <br />liabilities, to SMC Acquisition Corporation, an indirect subsidiary of <br />Community. SMC Acquisition Corporation was renamed Standard Mortgage Corporation<br />of Georgia and is a mortgage banking company organized under the laws of the <br />State of Georgia that originates, sells, and services residential mortgage <br />loans.<br />5/29/2010<br />6<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  9. 9. Standard Mortgage Company (SMC), a mortgage banking company, currently a subsidiary of Three Rivers Bank, will be internally spun-off from Three Rivers Bank to the Company<br />5/29/2010<br />7<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  10. 10. The Company Mergers<br />Became a holding company upon acquiring all of the outstanding shares of U.S. Bank ("U.S. Bank") on January 5, 1983.<br />also acquired all of the outstanding shares of Three Rivers Bank and Trust Company ("Three Rivers Bank") in June 1984<br />McKeesport National Bank ("McKeesport Bank") in December 1985 <br />(which was subsequently merged into Three Rivers Bank)<br />5/29/2010<br />8<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  11. 11. The Company Mergers cont<br />Community Bancorp, Inc. in March 1992 (which was also subsequently merged into Three Rivers Bank in July 1997)<br />Johnstown Savings Bank ("JSB") in June 1994 (which was immediately merged into U.S. Bank). <br />5/29/2010<br />9<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  12. 12. USBANCORP BANKING SUBSIDIARIES: U.S. Bank<br />U.S. Bank is a state bank chartered under the Pennsylvania Banking code of<br />1965, as amended.<br />5/29/2010<br />10<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  13. 13. the Company formed<br />Immediately following the acquisition of JSB<br /> United Bancorp Life Insurance Company "United Life") in October 1987<br />in October 1987, USBANCORP Trust and Financial Services Company (the "Trust Company") in October 1992<br />UBAN Associates, Inc. ("UBAN Associates"), in January 1997<br />5/29/2010<br />11<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  14. 14. UBAN Associates<br /> Registered investment advisory firm that administers investment portfolios, offers operational support systems and provides asset and liability management services to small and mid-sized community banks.<br />U.S. Bank also has a wholly owned mortgage <br />banking subsidiary -- UBAN Mortgage Company. UBAN Mortgage Company was formed in January 1997 for the purpose of originating and selling mortgage loans<br />5/29/2010<br />12<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  15. 15. USNB Financial Services Corporation, a wholly owned subsidiary of U.S. Bank, was formed on May 23, 1997. USNB Financial Services Corporation engages in the sale of annuities, mutual funds, and insurance.<br />5/29/2010<br />13<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  16. 16. The Company's principal activities<br />Consist of owning and operating its five wholly-owned subsidiary entities<br />Entities derive substantially all of their income from banking and bank-related services. T<br />Functions primarily as a coordinating and servicing unit for its subsidiary entities in general management, credit policies and procedures, accounting and taxes, loan review, auditing, investment advisory, compliance, marketing, insurance risk management, general corporate services, and financial and strategic planning. <br />5/29/2010<br />14<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  17. 17. U.S. Bank's deposit base is such that loss of one depositor or a related group of depositors would not have a materially adverse effect on its business. In addition, the loan portfolio is also diversified so that one industry or group of related industries does not comprise a material portion of the loan portfolio. U.S. Bank's business is not seasonal nor does it have any <br />risks attendant to foreign sources. <br />5/29/2010<br />15<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />
  18. 18. Tax Free Spin off<br />Board of Directors has approved a plan to split the Company's banking subsidiariesinto two separate publicly traded companies. <br />The plan would be effected through a tax-free spin-off, and is expected to become effective April1, 2000. <br /> <br />5/29/2010<br />16<br />SAVE AMERICA ONE MORTGAGE AT A TIME(C) 2010<br />

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