-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QiNpxiPrZbJCFpUW5ii+Fo+Y7gO8siN67UyWr7CdZzHsiXLpYbMNjZKbK+IrhMz4 f75lEFKde+m5O/Xlew5U1g== 0000950168-98-002243.txt : 19980708 0000950168-98-002243.hdr.sgml : 19980708 ACCESSION NUMBER: 0000950168-98-002243 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980707 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: YADKIN VALLEY CO CENTRAL INDEX KEY: 0001013266 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 561249566 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-54285 FILM NUMBER: 98661310 BUSINESS ADDRESS: STREET 1: 239 FAYETTEVILLE STREET MALL CITY: RALEIGH STATE: NC ZIP: 27601 BUSINESS PHONE: 9197167588 MAIL ADDRESS: STREET 1: PO BOX 1729 CITY: RALEIGH STATE: NC ZIP: 27602 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOLDING FRANK B JR CENTRAL INDEX KEY: 0001065416 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: PO BOX 29549 CITY: RALEIGH STATE: NC ZIP: 27626-0549 BUSINESS PHONE: 9197167588 MAIL ADDRESS: STREET 1: PO BOX 29549 CITY: RALEIGH STATE: NC ZIP: 27626-0549 SC 13D 1 YADKIN VALLEY CO. - FRANK B. HOLDING, JR. SC13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ______)* YADKIN VALLEY COMPANY - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $1.00 Par Value - -------------------------------------------------------------------------------- (Title of Class of Securities) 999-004-104 ------------------------------------------- (CUSIP Number) David L. Ward, Jr. William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern, North Carolina 28562 (252) 633-1000; Fax (252) 636-2121 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 29, 1998 ------------------------------------------------------------------------ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Secs. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Sec. 240.13d-7(b) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D - --------------------------------- --------------------------------- CUSIP No. 999-004-104 Page 2 of 5 Pages - --------------------------------- ---------------------------------
- ------ -------------------------------------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Frank B. Holding, Jr. - ------ -------------------------------------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ] (b) [ ] - ------ -------------------------------------------------------------------------------------------------------------- 3 SEC USE ONLY - ------ -------------------------------------------------------------------------------------------------------------- 4 SOURCE OF FUNDS (SEE INSTRUCTIONS) PF - ------ -------------------------------------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - ------ -------------------------------------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ------ -------------------------------------------------------------------------------------------------------------- - ------------------ ------ ------------------------------------------------------------------------------------------- NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED BY 13,688 EACH ------ ------------------------------------------------------------------------------------------- REPORTING 8 SHARED VOTING POWER PERSON WITH 6,046 ------ ------------------------------------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 13,688 ------ ------------------------------------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 6,046 - ------------------ ------ ------------------------------------------------------------------------------------------- - ------ -------------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 19,734 - ------ -------------------------------------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] - ------ -------------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.7% - ------ -------------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN - ------ --------------------------------------------------------------------------------------------------------------
2 of 5 This Schedule 13D (the "Statement") constitutes the initial filing by Frank B. Holding, Jr., who is a beneficial owner of more than five percent (5%) of the common stock of Yadkin Valley Company. Yadkin Valley Company recently became subject to the reporting requirements of the Securities Exchange Act of 1934 and on April 30, 1998, filed its initial registration statement on Form 10-SB. Such registration became effective on June 29, 1998. Item 1. Security and Issuer. This Statement relates to the Common Stock, $1 par value per share (the "Common Stock") of Yadkin Valley Company (the "Issuer"), whose principal executive offices are located at 239 Fayetteville Street Mall, Raleigh, North Carolina 27601. Item 2. Identity and Background. (a)-(c) This Statement is filed by Frank B. Holding, Jr., whose business address is Post Office Box 29549, Raleigh, North Carolina 27626, and whose principal occupation is serving as President of First Citizens BancShares, Inc. and its wholly-owned subsidiary, First-Citizens Bank & Trust Company, a North Carolina-chartered commercial bank whose principal executive offices are located at 3128 Smoketree Court, Raleigh, North Carolina 27604. (d) During the last five years, Mr. Holding has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors). (e) During the last five years, Mr. Holding has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Holding is a United States citizen. Item 3. Source and Amount of Funds or Other Consideration. Shares of Common Stock of the Issuer purchased by Mr. Holding and/or members of his immediate family to date were purchased with cash using personal funds. Any shares of Common Stock of the Issuer which may be purchased by Mr. Holding or members of his immediate family following the date of this Statement are expected to be purchased with cash using each such individual's personal funds. Item 4. Purpose of Transaction. The ownership of the Common Stock by Mr. Holding is for investment purposes. Mr. Holding may consider purchasing additional shares of the Issuer in the open market or in privately negotiated transactions. Whether Mr. Holding and/or members of his immediate family purchase any additional shares of the Issuer's Common Stock, and the amount and timing of any such purchases, will depend on his continuing assessment of pertinent factors, including without limitation the following: the availability of shares for purchase at particular price levels; the Issuer's 3 of 5 business and prospects; other business and investment opportunities available to Mr. Holding; economic conditions; stock market and money market conditions. Depending upon his assessment of these factors from time to time, Mr. Holding may change his present intentions as stated above, including a possible determination to dispose of some or all of the shares he holds. Mr. Holding has no current plans which would result in any of the consequences listed in (a)-(j) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. (a)-(b) Mr. Holding beneficially owns 19,734 shares of Common Stock, constituting 10.74% of the outstanding Common Stock of the Issuer (based on 183,734 shares outstanding). As of the date hereof, the shares listed above as beneficially owned by Frank B. Holding, Jr. include 4,098 shares (2.23%) held directly by Mr. Holding, 9,590 shares (5.22%) held by him a fiduciary capacity for the benefit of his children, 4,098 shares (2.23%) held directly by his spouse, 101 shares (0.05%) held in a trust for his benefit, and an aggregate of 1,847 shares (1.01%) held by the following entities which Mr. Holding may be deemed to control for beneficial ownership purposes: 1,048 shares (0.57%) held by First Citizens BancShares, Inc., Raleigh, North Carolina (a corporation of which Mr. Holding is President), and 799 shares (0.43%) held in a fiduciary capacity by the Trust Department of First-Citizens Bank & Trust Company for various third parties, including the First-Citizens Bank & Trust Company pension plan, of which Mr. Holding is a participant. Frank B. Holding, Jr. exercises sole voting and dispositive power as to 13,688 shares (7.45%); shared voting and dispositive power as to 1,948 shares (1.06%); and also may be deemed to exercise shared voting and dispositive power as to an additional 4,098 shares (2.23%) held by his spouse, as to which shares he disclaims beneficial ownership. (c) No transactions have been made by Mr. Holding or members of his immediate family in the Common Stock during the previous sixty (60) days. (d) With the exception of the persons and entities who are the holders of record of the shares of Common Stock deemed to be beneficially owned by Mr. Holding, no other person or entity is known to have the right to receive, or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Except as described herein, there are no contracts, agreements, arrangements or relationships (legal or otherwise) between Mr. Holding and any other person with respect to any securities of the Issuer. Item 7. Material to be Filed as Exhibits. None. 4 of 5 Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. July 6. 1998 /s/Frank B. Holding, Jr. ------------ ------------------------- Date Frank B. Holding, Jr. 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----