EX-13 2 exhibit1312312014.htm EXHIBIT 13 EXHIBIT13 12.31.2014


EXHIBIT 13

LCNB Corp. 2014 Annual Report

CEO’s and President's Letter to Shareholders (page 1 and 2 of Annual Report):
Dear Shareholder,
The 2014 Annual Report showcases just a few of those men and women who served in the Armed Forces since the Bank’s founding. Most of the individuals featured in our Annual Report are relatives of our LCNB employees, and several, in fact, are employees who served. LCNB employees understand the importance of serving the communities in which they live and work. It is a very important part of being a community bank. They embrace this responsibility by volunteering with United Way, Relay for Life, the Chamber of Commerce, scouting, food pantries, and many more charitable and civic organizations such as Rotary, Optimists, Kiwanis, and Jaycees. It is this dedication to the communities that we serve that makes LCNB a community bank. That has been our philosophy since 1877.

As Yogi Berra said, “It’s déjà vu all over again”. The year 2014 started much like the previous year began. LCNB negotiated the purchase of Eaton National Bank in the fourth quarter of 2013 and closed the transaction in the first quarter of 2014. Likewise, LCNB negotiated the purchase of Brookville National Bank during the fourth quarter of 2014 and we expect to close the transaction in the first half of 2015. Brookville National Bank (BNB) will add two offices to our organization, increasing our office total to 37 across nine counties. Both BNB offices are located in the city of Brookville which is west of Dayton, Ohio in Montgomery County. This purchase will complement last year’s addition of the five Eaton National Bank offices located west of Brookville in Preble County. BNB will add approximately $110 million in assets to LCNB’s balance sheet making LCNB a $1.2 billion financial institution.

Last year was another successful year for LCNB. Strong earnings in 2014 allowed LCNB to provide shareholders a dividend payout ratio of just over 60%. The return on average assets (ROAA) was 0.88% and the return on average equity (ROAE) was 8.04% for 2014. LCNB’s earnings were affected by one-time merger expenses of approximately $1.4 million on a pre-tax basis. If these tax effected merger expenses were not included, LCNB’s ROAA would have been 0.95% and the ROAE would have been 8.67%. Net income was $9.9 million, resulting in total basic earnings per share of $1.06. Total shareholder’s equity increased $6.8 million from December 31, 2013 to December 31, 2014, an increase of 5.74%. LCNB’s net interest margin improved from 3.57% on December 31, 2013 to 3.66% on December 31, 2014.

It is with great sadness that we report that Howard Wilson, former Chairman and CEO of LCNB, passed away on January 4, 2015 and Dave Witham, Vice President, passed away on February 21, 2015. Mr. Wilson was named President of Lebanon Citizens National Bank in 1969 after joining the bank as Executive Vice President in 1968. Mr. Wilson retired in 1992. During Mr. Wilson’s tenure the bank increased in total assets by approximately $260 million and the bank started its branch expansion under Mr. Wilson’s leadership. Howard Wilson, like so many represented in this Annual Report, was a Navy veteran of WWII and a great community banker. Mr. Witham worked for LCNB for 45 years and retired from the bank in 2010. Dave, a native of Lebanon and a U.S. Air Force veteran who served in Vietnam, was well known in the community. Mr. Witham managed the Columbus Avenue and Middletown





branches during his tenure at LCNB. He is best remembered as a loan officer that had a very large and loyal customer base. Like Mr. Wilson, Dave helped LCNB successfully grow during his 45 years with the bank. Both gentlemen will be missed as bankers and as strong citizens of our community.

Additional statistical data and information on our financial performance for 2014 is available in the LCNB Corp. Annual Report on Form 10-K. This report is filed annually with the Securities and Exchange Commission. We have enclosed the Form 10-K with the initial mailing of this report to shareholders and it is available upon request or from the shareholder information section on our website, www.LCNB.com or www.lcnbcorp.com.

The Annual Meeting for LCNB Corp. will be Tuesday, April 28, 2015 at 10:00 a.m. at our Main Office located at 2 North Broadway in Lebanon, Ohio. Proxy material is included with this mailing. Please review, sign, and return the proxy in the envelope provided. We would be pleased to have you attend our
annual meeting in person. Thank you for your continued support.

/s/ Stephen P. Wilson
 
/s/ Steve P. Foster
Stephen P. Wilson
Chairman and CEO
 
Steve P. Foster
President









FINANCIAL HIGHLIGHTS
(Dollars in thousands, except per share data)


 
For the Years Ended December 31,
 
2014
 
2013
 
2012
 
2011
 
2010
 
 
 
 
 
 
 
 
 
 
Income Statement
 
 
 
 
 
 
 
 
 
Net interest income
$
35,887

 
29,432

 
25,049

 
25,706

 
25,697

 
 
 
 
 
 
 
 
 
 
Net income from continuing operations
9,869

 
8,780

 
8,270

 
7,322

 
9,133

Income from discontinued operations, net of tax

 

 

 
793

 
240

Net income
9,869

 
8,780

 
8,270

 
8,115

 
9,373

 
 
 
 
 
 
 
 
 
 
Dividends declared per common share
0.64

 
0.64

 
0.64

 
0.64

 
0.64

 
 
 
 
 
 
 
 
 
 
Basic earnings per common share:
 
 
 
 
 
 
 
 
 
Continuing operations
1.06

 
1.12

 
1.23

 
1.09

 
1.37

Discontinued operations

 

 

 
0.12

 
0.03

 
 
 
 
 
 
 
 
 
 
Diluted earnings per common share:
 
 
 
 
 
 
 
 
 
Continuing operations
1.05

 
1.10

 
1.22

 
1.08

 
1.36

Discontinued operations

 

 

 
0.12

 
0.03

 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
Loans, net
$
695,835

 
570,766

 
450,346

 
458,331

 
452,350

Earning assets
1,014,640

 
857,653

 
732,968

 
736,119

 
706,226

Total assets
1,108,066

 
932,338

 
788,637

 
791,570

 
760,134

Total deposits
946,205

 
785,761

 
671,471

 
663,562

 
638,539

Short-term borrowings
16,645

 
8,655

 
13,756

 
21,596

 
21,691

Long-term debt
11,357

 
12,102

 
13,705

 
21,373

 
23,120

Total shareholders' equity
125,695

 
118,873

 
82,006

 
77,960

 
70,707

Per common share:
  Book value at year end
13.50

 
12.80

 
12.18

 
11.63

 
10.57

 
 
 
 
 
 
 
 
 
 
Performance Ratios
 
 
 
 
 
 
 
 
 
Return on average assets
0.88
%
 
0.93
%
 
1.02
%
 
1.02
%
 
1.22
%
Return on average shareholders’ equity
8.04
%
 
9.02
%
 
10.22
%
 
10.89
%
 
13.36
%








LCNB CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
At December 31,
(Dollars in thousands)
 
 
 
 
2014
 
2013
 
ASSETS:
 
 
 
 
 
Cash and due from banks
 
$
14,235

 
10,410

 
Interest-bearing demand deposits
 
1,610

 
4,278

 
Total cash and cash equivalents
 
15,845

 
14,688

 
 
 
 
 
 
 
Investment securities:
 
 
 
 
 
     Available-for-sale, at fair value
 
285,365

 
258,241

 
     Held-to-maturity, at cost
 
22,725

 
16,323

 
Federal Reserve Bank stock, at cost
 
2,346

 
1,603

 
Federal Home Loan Bank stock, at cost
 
3,638

 
2,854

 
Loans, net
 
695,835

 
570,766

 
Premises and equipment, net
 
20,733

 
19,897

 
Goodwill
 
27,638

 
14,186

 
Core deposit and other intangibles
 
4,780

 
2,795

 
Bank owned life insurance
 
21,936

 
21,280

 
Other assets
 
7,225

 
9,705

 
TOTAL ASSETS
 
$
1,108,066

 
932,338

 
 
 
 
 
 
 
LIABILITIES:
 
 
 
 
 
Deposits:
 
 
 
 
 
     Noninterest-bearing
 
$
213,303

 
164,912

 
     Interest-bearing
 
732,902

 
620,849

 
Total deposits
 
946,205

 
785,761

 
Short-term borrowings
 
16,645

 
8,655

 
Long-term debt
 
11,357

 
12,102

 
Accrued interest and other liabilities
 
8,164

 
6,947

 
TOTAL LIABILITIES
 
982,371

 
813,465

 
 
 
 
 
 
 
SHAREHOLDERS' EQUITY:
 
 
 
 
 
Preferred shares - no par value, authorized 1,000,000 shares, none outstanding
 

 

 
Common shares - no par value, authorized 12,000,000 shares, issued 10,064,945 and 10,041,163 shares at December 31, 2014 and 2013, respectively
 
67,181

 
66,785

 
Retained earnings
 
69,394

 
65,475

 
Treasury shares at cost, 753,627 shares at December 31, 2014 and 2013
 
(11,665
)
 
(11,665
)
 
   Accumulated other comprehensive income (loss), net of taxes
 
785

 
(1,722
)
 
TOTAL SHAREHOLDERS' EQUITY
 
125,695

 
118,873

 
 
 
 
 
 
 
            TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
 
$
1,108,066

 
932,338

 






LCNB CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
For the years ended December 31,
(Dollars in thousands, except per share data)
 
 
 
2014
 
2013
 
2012
INTEREST INCOME:
 
 
 
 
 
 
Interest and fees on loans
$
32,706

 
27,325

 
23,585

Interest on investment securities:
 
 
 
 
 
 
Taxable
 
3,757

 
3,369

 
3,737

Non-taxable
 
2,713

 
2,573

 
2,441

Other investments
 
301

 
230

 
175

TOTAL INTEREST INCOME
 
39,477

 
33,497

 
29,938

 
 
 
 
 
 
 
INTEREST EXPENSE:
 
 
 
 
 
 
Interest on deposits
 
3,161

 
3,602

 
4,317

Interest on short-term borrowings
 
22

 
25

 
16

Interest on long-term debt
 
407

 
438

 
556

TOTAL INTEREST EXPENSE
 
3,590

 
4,065

 
4,889

NET INTEREST INCOME
 
35,887

 
29,432

 
25,049

PROVISION FOR LOAN LOSSES
 
930

 
588

 
1,351

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES
 
34,957

 
28,844

 
23,698

 
 
 
 
 
 
 
NON-INTEREST INCOME:
 
 
 
 
 
 
Trust income
 
2,903

 
2,518

 
2,317

Service charges and fees on deposit accounts
 
4,838

 
4,155

 
3,605

Net gain on sales of securities
 
149

 
1,060

 
1,853

Bank owned life insurance income
 
671

 
678

 
578

Gains from sales of mortgage loans
 
147

 
339

 
506

Other operating income
 
434

 
340

 
190

TOTAL NON-INTEREST INCOME
 
9,142

 
9,090

 
9,049

 
 
 
 
 
 
 
NON-INTEREST EXPENSE:
 
 
 
 
 
 
Salaries and employee benefits
 
15,762

 
13,487

 
11,614

Equipment expenses
 
1,316

 
1,232

 
1,100

Occupancy expense, net
 
2,232

 
2,042

 
1,671

State franchise tax
 
955

 
846

 
790

Marketing
 
703

 
561

 
526

Amortization of intangibles
 
574

 
334

 
57

FDIC premiums
 
660

 
499

 
405

ATM expense
 
624

 
534

 
620

Computer maintenance and supplies
 
794

 
616

 
524

Telephone expense
 
690

 
566

 
465

Contracted services
 
880

 
568

 
441

Other real estate owned
 
285

 
(30
)
 
490

Merger-related expenses
 
1,400

 
1,433

 
79

Other non-interest expense
 
3,969

 
3,524

 
2,900

TOTAL NON-INTEREST EXPENSE
 
30,844

 
26,212

 
21,682

 
 
 
 
 
 
 
INCOME BEFORE INCOME TAXES
 
13,255

 
11,722

 
11,065

PROVISION FOR INCOME TAXES
 
3,386

 
2,942

 
2,795

        NET INCOME
$
9,869

 
8,780

 
8,270

 
 
 
 
 
 
 
Earnings per common share:
 
 
 
 
 
 
  Basic
$
1.06

 
1.12

 
1.23

  Diluted
 
1.05

 
1.10

 
1.22

 
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
 
  Basic
 
9,297,019

 
7,852,514

 
6,717,357

  Diluted
 
9,406,346

 
7,982,997

 
6,802,475