-----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, MoLNkdo3iMBpSNQR/jMI2qZ7A9Lg/Zj8RgYLbPCwMf1wEzUarQOcMekFh91fFvCI svIByJDkIhTGXeb3qEHbhQ== 0000950152-02-007600.txt : 20021015 0000950152-02-007600.hdr.sgml : 20021014 20021015172201 ACCESSION NUMBER: 0000950152-02-007600 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020930 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS & NORTHERN CORP CENTRAL INDEX KEY: 0000810958 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 232451943 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16084 FILM NUMBER: 02789739 BUSINESS ADDRESS: STREET 1: THOMPSON ST CITY: RALSTON STATE: PA ZIP: 17763 BUSINESS PHONE: 7172656171 MAIL ADDRESS: STREET 1: 90-92 MAIN ST CITY: WELLSBORO STATE: PA ZIP: 16901 8-K 1 l96657ae8vk.txt CITIZENS & NORTHERN CORPORATION FORM 8-K 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 Date of Report (Date of earliest event reported) September 30, 2002 ------------------ CITIZENS & NORTHERN CORPORATION ------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 0-16084 23-2451943 - ------------------------------- ------------ ------------------ (State or other jurisdiction of (Commission (I.R.S. Employer incorporation) File Number) Identification No.) 90-92 Main Street, Wellsboro, PA 16901 - ---------------------------------------- --------- (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code (570) 724-3411 -------------- N/A --- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. Craig G. Litchfield, chairman, president and chief executive officer, recently announced the unaudited, consolidated financial results for Citizens & Northern Corporation and subsidiaries for the first nine months of 2002 and the third quarter of 2002. On October 11, 2002, Citizens & Northern Corporation issued a press release titled "C&N Announces Unaudited Financial Results for First Nine Months of 2002," a copy of which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits. Exhibit 99: Press Release issued by Citizens & Northern Corporation dated October 11, 2002, titled "C&N Announces Unaudited Financial Results for First Nine Months of 2002." SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized. CITIZENS & NORTHERN CORPORATION Date: 10/11/02 /s/ Craig G. Litchfield ----------------------------------------------- By: Craig G. Litchfield Chairman, President and Chief Executive Officer EX-99 3 l96657aexv99.txt EXHIBIT 99 Exhibit 99 PRESS RELEASE [CITIZENS & NORTHERN BANK LOGO] Contact: Yvonne Gill October 11, 2002 570-724-0212 ygill@cnbankpa.com C&N ANNOUNCES UNAUDITED FINANCIAL RESULTS FOR FIRST NINE MONTHS OF 2002 FOR IMMEDIATE RELEASE: Wellsboro, PA - Craig G. Litchfield, chairman, president and chief executive officer, recently announced the unaudited, consolidated financial results for Citizens & Northern Corporation and subsidiaries for the nine months ended September 30, 2002, and for the third quarter 2002, respectively, which are highlighted below. FINANCIAL HIGHLIGHTS FOR NINE MONTHS ENDED SEPTEMBER 30, 2002: - -------------------------------------------------------------- - Net Income grew 28%, to $11,368,000 for the first nine months of 2002, from $8,860,000 for the first nine months of 2001. Net Income Per Share -Basic rose to $2.15 for the first nine months of 2002, as compared to $1.67 for the first nine months of 2001. Diluted Net Income Per Share rose to $2.14 in the first nine months of 2002 from $1.67 in the first nine months of 2001. - Return on Average Assets, excluding unrealized gains or losses on securities, increased 6%, to 1.59% for the first nine months of 2002, from 1.50% for the first nine months of 2001. Including the effects of unrealized gains or losses, Return on Average Assets increased to 1.57% for the first nine months of 2002, compared to 1.49% for the first nine months of 2001. - Return on Average Equity, excluding unrealized gains or losses on securities, rose 16%, to 15.04% for the first nine months of 2002, from 13.01% for the first nine months of 2001. Including the effects of unrealized gains or losses, Return on Average Equity increased to 13.70% for the first nine months of 2002, compared to 12.57% for the first nine months of 2001. - Total assets amounted to $984,812,000 as of September 30, 2002, an increase of 18% over total assets of $837,276,000 as of September 30, 2001. - Shareholders' Equity/Average Assets Ratio was 10.66% as of September 30, 2002. This safety and soundness measurement needs to be at a minimum of 5% to be considered well capitalized by banking regulatory agencies. - Cash Dividends declared by C&N increased by 10.3% for the first nine months of 2002, to $0.86 per share, as compared to $0.78 per share for the first nine months of 2001. FINANCIAL HIGHLIGHTS FOR THIRD QUARTER 2002: - -------------------------------------------- - Net Income grew 9%, to $3,710,000 for the third quarter 2002 from $3,406,000 for the third quarter 2001. Net Income Per Share (Basic and Diluted) rose to $0.70 for the third quarter 2002 from $0.64 for the third quarter 2001. - Net Income for the third quarter 2002 of $3,710,000 was 3% lower than second quarter 2002 Net Income of $3,820,000. - Cash Dividends declared increased by 15.4% to $0.30 per share in the third quarter 2002, as compared to $0.26 per share in the third quarter 2001. The most significant cause of the increase in year-to-date earnings for the first nine months of 2002 compared to the first nine months of 2001 was higher net interest income, primarily from growth in earning assets and from lower interest rates on deposits and borrowed funds. Net interest income was $23,161,000 in the first nine months of 2002, an increase of 21% over the $19,078,000 of net interest income recorded in the first nine months of 2001. Net interest income grew to $8,020,000 in the third quarter 2002 from $7,790,000 in the second quarter 2002. However, net realized gains from securities fell to $489,000 in the third quarter 2002, as compared to $781,000 in the second quarter 2002. Citizens & Northern Bank is a wholly-owned subsidiary of Citizens & Northern Corporation. Citizens & Northern Bank provides complete financial and investment services through 17 full service offices located throughout Tioga, Bradford, Sullivan and Lycoming, Pennsylvania counties. C&N can be found on the web at www.cnbankpa.com. -----END PRIVACY-ENHANCED MESSAGE-----