-----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, JFnXV45i2q37bArS2sA5UWfQOVB0Bt3tDY0oiElo9suSqF05DKmulF1ViMbJVSxZ trFoUK63xtzMJ/RN75RJKQ== 0000894671-05-000092.txt : 20050715 0000894671-05-000092.hdr.sgml : 20050715 20050715154111 ACCESSION NUMBER: 0000894671-05-000092 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050630 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050715 DATE AS OF CHANGE: 20050715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OHIO VALLEY BANC CORP CENTRAL INDEX KEY: 0000894671 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 311359191 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20914 FILM NUMBER: 05957378 BUSINESS ADDRESS: STREET 1: 420 THIRD AVE CITY: GALLIPOLIS STATE: OH ZIP: 45631 BUSINESS PHONE: 7404462631 MAIL ADDRESS: STREET 1: 420 THIRD AVENUE STREET 2: PO BOX 240 CITY: GALLIPOLIS STATE: OH ZIP: 45631 8-K 1 sec8k063005cover.txt EARNINGS RELEASE UNITED STATES 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): July 15, 2005 OHIO VALLEY BANC CORP ------------------------ (Exact name of registrant as specified in its charter) Ohio ------ (State or other jurisdiction of incorporation) 0-20914 31-1359191 --------- ------------ (Commission File Number) (IRS Employer Identification No.) 420 Third Avenue, Gallipolis, Ohio 45631 ------------------------------------------ (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (740) 446-2631 Not Applicable ---------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Exhibit Index at Page 4. Item 2.02 - Results of Operations and Financial Condition - --------------------------------------------------------- On July 15, 2005, Ohio Valley Banc Corp. (the "Company"), issued a press release announcing financial results for the second quarterly period and year-to-date period ended June 30, 2005. A copy of the press release is furnished with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference. Item 9.01 - Financial Statements and Exhibits - --------------------------------------------- (a) Not applicable (b) Not applicable (c) Exhibits - The following exhibit is being filed with this Current Report on Form 8-K: Exhibit No. Description - ----------- ----------- 99.1 Press release issued by Ohio Valley Banc Corp. on July 15, 2005. Page 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. OHIO VALLEY BANC CORP. Date: July 15, 2005 By /s/ Jeffrey E. Smith ------------------------------- Jeffrey E. Smith, President and Chief Executive Officer Page 3 EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 99.1 Presss release issued by Ohio Valley Banc Corp. on July 15, 2005. Page 4 EX-99 2 sec8k063005exhibit99_1.txt PRESS RELEASE 06/30/05 EXHIBIT 99.1 July 15, 2005 - For immediate release Contact: Scott Shockey, CFO (740) 446-2631 Ohio Valley Banc Corp Reports Earnings -------------------------------------- GALLIPOLIS, Ohio - Ohio Valley Banc Corp [Nasdaq: OVBC] reported consolidated net income for the quarter ended June 30, 2005, of $1,733,000, or $.40 per share, compared to net income of $3,252,000, or $.75 a share, for the quarter ended June 30, 2004. For the six months ended June 30, 2005, consolidated net income was $3,303,000, or $.77 per share, compared to $4,817,000, or $1.11 per share, for the same time period a year ago. Included in the 2004 earnings was the previously disclosed sale of OVBC's ownership in ProCentury Corp. [Nasdaq: PROS]. The second quarter sale contributed an after-tax gain of $1,625,000 or $.37 per share. Operating earnings for the quarter ended June 30, 2005, were $1,733,000 representing an increase of 6.5 percent over the $1,627,000 earned for the second quarter of 2004, excluding the sale of the ProCentury investment. Operating earnings per share for the second quarter of 2005 were $.40, up 5.3 percent from the $.38 earned the second quarter of 2004. For the six months ended June 30, 2005, operating earnings were $3,303,000, up 3.5 percent compared to $3,192,000 a year ago. Operating earnings per share were $.77 for the first six months of 2005 versus $.74 for the first six months of 2004, an increase of 4.1 percent. On an operating basis, return on average assets and return on average equity were .93 percent and 11.71 percent for the first six months of 2005, versus .90 percent and 11.76 percent for same time period the prior year. Earnings per share amounts have been retroactively adjusted to reflect the five-for-four stock split effective May 10, 2005. The increase in operating earnings reflects the reduction in provision for loan loss expense which was driven by a decline in net loan charge-offs. For the six months ended June 30, 2005, provision for loan losses decreased $493,000 from the same time period the prior year. The Company's net charge-offs for the six months ending June 30, 2005 are down $635,000 from the same six month time period in 2004 due to an increase in commercial loan recoveries and stable asset quality. The Company's ratio of nonperforming loans to total loans stood at .48 percent at June 30, 2005, as compared to .42 percent at June 30, 2004, and the ratio of nonperforming assets to total assets was .67 percent at June 30, 2005, as compared to .61 percent at June 30, 2004. The allowance for loan losses was 1.15 percent of total loans at June 30, 2005, as compared to 1.21 percent at June 30, 2004. Management feels that the allowance for loan losses is adequate to absorb probable losses in the portfolio. With comparable average earning assets and net interest margin for the first six months of 2005 as in 2004, the Company's net interest income has been relatively level. For the six months ended June 30, 2005, net interest income decreased $39,000 from last year, but for the second quarter of 2005, net interest income increased $47,000 from the prior year second quarter. The net interest margin for the six months ending June 30, 2005 was 4.10 percent compared to 4.12 percent for the same time period the prior year. With the rise in interest rates, the Company's net interest margin has stabilized. Comparing the second quarter of 2005 to the second quarter of 2004, the net interest margin has improved to 4.07 percent from 4.01 percent. Noninterest income totaled $2,670,000 for the six months ended June 30, 2005, as compared to $5,111,000 for the same time period last year. For the three months ended June 30, 2005, noninterest income totaled $1,417,000 compared to $3,805,000 for 2004's second quarter. Included in the 2004 noninterest income was the pre-tax gain of $2,463,000 on the aforementioned sale of ProCentury. For the first six months of 2005, interchange fees on the Company's debit and credit cards were up $51,000 and gain on sale of secondary market real estate loans were up $46,000 compared to the first six months of 2004. For the same time period, service charges on deposit accounts decreased $83,000 in relation to overdraft volume being down. On a year-to-date basis, noninterest expense totaled $10,818,000 in 2005, an increase of $284,000 or 2.7 percent compared to $10,534,000 the previous year. On a quarter-to-date basis, noninterest expense decreased $12,000 from the second quarter in 2004. Salaries and employee benefits grew $205,000 or 3.3 percent for the first six months of 2005, as compared to the same time period in 2004. The increase was related to annual merit compensation increases and rising benefit costs. The remaining noninterest expense categories were up $79,000 collectively from 2004 led by the cost of complying with the Sarbanes-Oxley Act of 2002, specifically the implementation of Section 404. Total assets decreased $7,386,000 from year end 2004 and total $721,734,000 at June 30, 2005. The decline in assets was related to a decrease in loans of $6,270,000 due to various commercial borrowers selling their respective business. Compared to the first quarter of 2005, loan demand has increased and Management is more optimistic regarding future loan growth. Total deposits decreased $5,887,000 from year end 2004 primarily within certificates of deposit originated from national markets. Securities sold under agreements to repurchase decreased $13,268,000 from a seasonally high balance at December 31, 2004. Offsetting a portion of the decline in the previous funding sources was an increase in other borrowed funds of $8,350,000. "We are pleased with the work of our employees in delivering another quarter of earnings growth," stated Jeffrey E. Smith, President and CEO. "Our focus on asset quality and strong collection efforts led to a significant reduction in provision for loan losses. Heading into the second half of 2005, our attention continues to be focused on asset quality, as well as profitable loan growth to increase revenues. Lastly, we were pleased to reward our loyal shareholders with a 25 percent stock split in May. Thank you to the hard work and dedication of the employees of OVBC for making these financial results possible." Ohio Valley Banc Corp common stock is traded on the NASDAQ Stock Market under the symbol OVBC. The holding company owns three subsidiaries: Ohio Valley Bank, with 16 offices in Ohio and West Virginia; Loan Central, with five consumer finance offices in Ohio, and Ohio Valley Financial Services, an insurance agency based in Jackson, Ohio. Learn more about Ohio Valley Banc Corp at www.ovbc.com. Non-GAAP Financial Measures In addition to results presented in accordance with generally accepted accounting principles in the United States of America (GAAP), this press release contains certain non-GAAP financial measures. OVBC believes that providing certain non-GAAP financial measures provides investors with information useful in understanding OVBC's financial performance. OVBC provides measures based on "operating earnings," which exclude significant non-recurring gains, losses or expenses that are not reflective of continuing operations. A reconciliation of these non-GAAP measures to the most comparable GAAP equivalent is included in the attached financial tables. Forward-Looking Information Certain statements contained in this earnings release which are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "believes," "anticipates," "expects," "intends," "targeted" and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying those statements. Forward-looking statements involve risks and uncertainties. Actual results may differ materially from those predicted by the forward-looking statements because of various factors and possible events, including: (i) changes in political, economic or other factors such as inflation rates, recessionary or expansive trends, and taxes; (ii) competitive pressures; (iii) fluctuations in interest rates; (iv) the level of defaults and prepayment on loans made by the Company; (v) unanticipated litigation, claims, or assessments; (vi) fluctuations in the cost of obtaining funds to make loans; and (vii) regulatory changes. Forward-looking statements speak only as of the date on which they are made and Ohio Valley undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made to reflect unanticipated events. OHIO VALLEY BANC CORP - Non-GAAP Disclosure Reconciliation Operating earnings are net income adjusted to exclude the results of certain significant transactions not representative of continuing operations. The following reconciles GAAP net income and earnings per share to operating earnings and operating earnings per share for the quarter and fiscal year ended June 30, 2005 and 2004. Three months ended Six months ended (in $000's, except per share data)* June 30, June 30, 2005 2004 2005 2004 -------- -------- -------- -------- Net income $ 1,733 $ 3,252 $ 3,303 $ 4,817 Gain on sale of investment ---- (2,463) ---- (2,463) Tax effect ---- 838 ---- 838 After-tax non-operating items ---- (1,625) ---- (1,625) Operating earnings $ 1,733 $ 1,627 $ 3,303 $ 3,192 Earnings per share $ 0.40 $ 0.75 $ 0.77 $ 1.11 Gain on sale of investment ---- (0.57) ---- (0.57) Tax effect ---- 0.20 ---- 0.20 After-tax non-operating items ---- (0.37) ---- (0.37) Operating earnings per share $ 0.40 $ 0.38 $ 0.77 $ 0.74 OHIO VALLEY BANC CORP - Financial Highlights (Unaudited) Three months ended Six months ended June 30, June 30, 2005 2004 2005 2004 ---------- ---------- ---------- ---------- PER SHARE DATA* Operating earnings per share $0.40 $0.38 $0.77 $0.74 Earnings per share $0.40 $0.75 $0.77 $1.11 Dividend per share $0.16 $0.15 $0.31 $0.29 Book value per share $13.57 $12.93 $13.57 $12.93 Dividend payout ratio 39.60% 20.26% 40.51% 26.75% Weighted average shares outstanding 4,287,619 4,336,053 4,288,093 4,355,750 PERFORMANCE RATIOS Operating return on average equity 12.19% 11.98% 11.71% 11.76% Return on average equity 12.19% 23.49% 11.71% 17.57% Operating return on average assets 0.97% 0.90% 0.93% 0.90% Return on average assets 0.97% 1.80% 0.93% 1.35% Net interest margin 4.07% 4.01% 4.10% 4.12% Operating efficiency ratio 64.48% 65.51% 65.86% 63.97% Efficiency ratio 64.48% 50.33% 65.86% 55.65% Average earning assets (in 000's) $674,905 $684,149 $677,348 $674,377 * Restated for stock split as appropriate. OHIO VALLEY BANC CORP - Consolidated Statements of Income (Unaudited) Three months ended Six months ended (in $000's) June 30, June 30, 2005 2004 2005 2004 --------- --------- --------- --------- Interest income: Interest and fees on loans $ 10,245 $ 9,798 $ 20,326 $ 19,757 Interest and dividends on securities 870 924 1,741 1,857 Total interest income 11,115 10,722 22,067 21,614 Interest expense: Deposits 3,084 2,813 5,942 5,554 Borrowings 1,237 1,162 2,494 2,390 Total interest expense 4,321 3,975 8,436 7,944 Net interest income 6,794 6,747 13,631 13,670 Provision for loan losses 330 373 648 1,141 Noninterest income: Service charges on deposit accounts 810 839 1,515 1,598 Trust fees 53 54 107 106 Income from bank owned insurance 144 148 292 311 Gain on sale of loans 28 3 56 10 Gain on sale of ProCentury Corp. ---- 2,463 ---- 2,463 Other 382 298 700 623 Total noninterest income 1,417 3,805 2,670 5,111 Noninterest expense: Salaries and employee benefits 3,143 3,080 6,325 6,120 Occupancy 317 322 651 651 Furniture and equipment 296 318 592 601 Data processing 168 182 331 360 Other 1,410 1,444 2,919 2,802 Total noninterest expense 5,334 5,346 10,818 10,534 Income before income taxes 2,547 4,833 4,835 7,106 Income taxes 814 1,581 1,532 2,289 NET INCOME $ 1,733 $ 3,252 $ 3,303 $ 4,817 OHIO VALLEY BANC CORP - Consolidated Balance Sheets (Unaudited) (dollars in thousands, except share and per share data) June 30, December 31, 2005 2004 ------------ ------------ ASSETS Cash and cash equivalents $ 16,271 $ 16,279 Interest-bearing deposits in other banks 531 525 Securities available-for-sale 72,908 74,155 Securities held-to-maturity (estimated fair value: 2005 - $11,851, 2004 - $12,534) 11,349 11,994 Total loans 594,304 600,574 Less: Allowance for loan losses (6,863) (7,177) Net loans 587,441 593,397 Premises and equipment, net 8,791 8,860 Accrued income receivable 2,724 2,643 Goodwill 1,267 1,267 Bank owned life insurance 14,218 13,988 Other assets 6,234 6,012 Total assets $ 721,734 $ 729,120 LIABILITIES Noninterest-bearing deposits $ 66,145 $ 69,936 Interest-bearing deposits 463,121 465,217 Total deposits 529,266 535,153 Securities sold under agreements to repurchase 26,485 39,753 Other borrowed funds 84,900 76,550 Subordinated debentures 13,500 13,500 Accrued liabilities 9,542 7,585 Total liabilities 663,693 672,541 SHAREHOLDERS' EQUITY Common stock ($1.00 stated value, 10,000,000 shares authorized; 2005 - 4,611,860 shares issued, 2004 - 3,689,828 shares issued) 4,612 3,690 Additional paid-in capital 31,931 31,931 Retained earnings 29,560 28,465 Accumulated other comprehensive income (428) (219) Treasury stock at cost (2005 - 334,471 shares, 2004 - 258,970 shares) (7,634) (7,288) Total shareholders' equity 58,041 56,579 Total liabilities and shareholders' equity $ 721,734 $ 729,120 -----END PRIVACY-ENHANCED MESSAGE-----