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)
January 28, 2005
CNB FINANCIAL CORPORATION
(Exact name of Registrant as specified in its Charter)
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| Pennsylvania | 2-88511 | 25-1450605 |
(State or other jurisdiction
of incorporation) | (Commission File No.) | (IRS Employer
Identification Number) |
County National Bank
1 South Second Street
PO Box 42
Clearfield, Pennsylvania 16830
(Address of principal executive offices)
Registrant’s telephone number, including area code: (814) 765-9621
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))
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Item 2.02.Results of Operations and Financial Condition
CNB Financial Corporation, the parent company of County National Bank, today announced reported earnings of $1.8 million or $0.20 diluted earnings per share for the quarter ended December 31, 2004, compared to $2.4 million or $0.26 diluted earnings per share for the same quarter of 2003.
(a) Financial Statements: None
(b) Exhibits:
Exhibit 99 News Release announcing fourth quarter and 2004 earnings
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SIGNATURE
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.
CNB Financial Corporation
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| Date: January 28, 2005 | By: /s/ Joseph B. Bower, Jr.
Joseph B. Bower, Jr.
Treasurer |
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Exhibit Index
Number Description
Exhibit 99 News Release announcing fourth quarter and 2004 earnings.
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News Release
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CCNE
NASDAQ
L I S T E D | Contact: Joseph B. Bower
Treasurer
(814) 765-9621
FOR IMMEDIATE RELEASE |
CNB FINANCIAL CORPORATION REPORTS FOURTH QUARTER EARNINGS FOR 2004
Clearfield, Pennsylvania – January, 2005
CNB Financial Corporation, the parent company of County National Bank, today announced reported earnings of $1.8 million or $0.20 diluted earnings per share for the quarter ended December 31, 2004, compared to $2.4 million or $0.26 diluted earnings per share for the same quarter of 2003. Year to date earnings for 2004 are $7.9 million compared to $9.1 million in the same period of 2003. Reported earnings were down primarily due to the $910,000 after-tax charge for impairment of a preferred stock security as described in our press release on January 25, 2005.
Excluding the non-cash impairment charge of $910,000, net income was $8.8 million, or $0.96 per share for 2004, a decline of 3% compared to 2003. Lower interest rates continued to affect the Corporation throughout most of 2004 with improvement occurring in the fourth quarter. Loan growth through the year was steady and it came with much improved asset quality. Nonperforming assets as a percentage of assets improved to 0.37% as compared to 0.46% a year ago. In addition, total loan delinquency was 0.95% at December 31, 2004 compared to 1.75% at the end of 2003.
William F. Falger, President and Chief Executive Officer, commented, “The fourth quarter was a positive quarter for us in terms of the interest income area. We have begun to see slightly rising rates, which have helped to improve our net interest income above the prior year levels. We anticipate continued improvement in 2005 in our net interest margin coupled with increased non-interest income. The net result should provide the Corporation with a strong level of financial performance during 2005.”
Financial Highlights (in thousands) (unaudited)
Consolidated Balance Sheets 31-Dec-04 31-Dec-03
Consolidated Consolidated
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| Assets | | | | | |
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| Cash and due from banks | | $ 14,296 | | $ 15,239 | |
| Interest-bearing deposits | | 15,616 | | 5,742 | |
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| CASH & CASH EQUIVALENTS | | 29,912 | | 20,981 | |
| Securities available for sale | | 164,202 | | 175,903 | |
| NET LOANS | | 476,352 | | 452,485 | |
| FHLB & Federal Reserve Stock | | 4,792 | | 5,032 | |
| Premises & Equipment, Net | | 13,761 | | 12,934 | |
| Bank Owned Life Insurance | | 13,182 | | 12,682 | |
| Intangible, net | | 11,862 | | 12,248 | |
| Accrued Interest & Other Assets | | 11,154 | | 9,487 | |
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| TOTAL ASSETS | | $ 725,217 | | $ 701,752 | |
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| Liabilities | |
| Deposits | |
| Non-interest bearing deposits | | $ 71,968 | | $ 63,297 | |
| Interest bearing deposits | | 524,937 | | 512,141 | |
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| TOTAL DEPOSITS | | 596,905 | | 575,438 | |
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| Short-term borrowings | | 2,000 | | 1,313 | |
| Federal Home Loan Bank Advances | | 40,000 | | 40,000 | |
| Subordinated Debentures | | 10,310 | | 10,310 | |
| Accrued expenses and other liab | | 7,292 | | 8,244 | |
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| TOTAL LIABILITIES | | 656,507 | | 635,305 | |
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| Shareholders' Equity | |
| Common stock, $1 par value | | 9,234 | | 3,694 | |
| Additional paid-in | | 4,243 | | 4,123 | |
| Retained earnings | | 54,348 | | 56,787 | |
| Treasury stock, (123,240 shares for 2004 | |
| and 93,885 shares for 2003) | | (1,797 | ) | (1,309 | ) |
| Accumulated other comprehensive income | | 2,682 | | 3,152 | |
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| TOTAL SHAREHOLDERS' EQUITY | | 68,710 | | 66,447 | | |
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| TOTAL LIABILITIES & SHAREHOLDERS' EQUITY | | $ 725,217 | | $ 701,752 | |
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| Nonperforming Assets | | $ 2,690 | | $ 3,235 | |
| % of Total Assets | | 0.37 | % | 0.46 | % |
| Trust Assets | | $ 192,361 | | $ 200,485 | |
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Consolidated Income Statement For Quarter Ended Year To Date
31-Dec-04 31-Dec-03 31-Dec-04 31-Dec-03
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| Interest Income | | | | | | | | | |
| Loans including fees | | $ 8,021 | | $7,464 | | $ 31,005 | | $30,328 | |
| Deposits with banks | | 53 | | 12 | | 117 | | 44 | |
| Federal funds sold | | 92 | | 33 | | 120 | | 180 | |
| Securities | | 1,484 | | 1,675 | | 6,231 | | 7,034 | |
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| TOTAL INTEREST AND DIVIDENDS | | 9,650 | | 9,184 | | 37,473 | | 37,586 | |
| Interest Expense | |
| Deposits | | 2,742 | | 2,614 | | 10,551 | | 10,882 | |
| Federal Home Loan Bank advances | | 518 | | 513 | | 2,075 | | 2,047 | |
| Subordinated Debentures | | 139 | | 116 | | 502 | | 471 | |
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| Total interest expense | | 3,399 | | 3,243 | | 13,128 | | 13,400 | |
| NET INTEREST INCOME | | 6,251 | | 5,941 | | 24,345 | | 24,186 | |
| Provision for loan losses | | 0 | | 255 | | 800 | | 1,535 | |
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| NET INTEREST AFTER PROVISION | | 6,251 | | 5,686 | | 23,545 | | 22,651 | |
| Other Income | |
| Trust income | | 307 | | 283 | | 1,005 | | 1,001 | |
| Service charges on deposits | | 1,183 | | 914 | | 3,988 | | 3,457 | |
| Other charges and fees | | 116 | | 102 | | 469 | | 511 | |
| Realized security gains | | (3 | ) | 102 | | 313 | | 270 | |
| Loss on Impaired Security | | (1,400 | ) | 0 | | (1,400 | ) | 0 | |
| Gain on sale of loans | | 59 | | 58 | | 162 | | 557 | |
| BOLI | | 123 | | 137 | | 500 | | 488 | |
| Wealth Management | | 68 | | 55 | | 208 | | 259 | |
| Other | | 185 | | 181 | | 377 | | 593 | |
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| TOTAL OTHER INCOME | | 638 | | 1,832 | | 5,622 | | 7,136 | |
| Non-Interest Expenses | |
| Salaries | | 1,894 | | 1,669 | | 7,096 | | 6,733 | |
| Benefits | | 795 | | 613 | | 2,995 | | 2,573 | |
| Occupancy, net | | 665 | | 624 | | 2,607 | | 2,400 | |
| Data Processing | | 352 | | 336 | | 1,443 | | 1,411 | |
| Amortization of intangible | | 129 | | 131 | | 509 | | 517 | |
| Director's Fees | | 105 | | 217 | | 332 | | 578 | |
| Total other expenses | | 1,078 | | 891 | | 4,450 | | 3,713 | |
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| Total non-interest expenses | | 5,018 | | 4,481 | | 19,432 | | 17,925 | |
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| NET INCOME BEFORE TAXES | | 1,871 | | 3,037 | | 9,735 | | 11,862 | |
| Federal income tax | | 63 | | 652 | | 1,864 | | 2,805 | |
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| NET INCOME | | $ 1,808 | | $2,385 | | $ 7,871 | | $ 9,057 | |
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| Earnings Per Share, Fully Diluted | | $ 0.20 | | $ 0.26 | | $ 0.86 | | $ 0.98 | |
| Dividends Per Share | | $ 0.13 | | $ 0.13 | | $ 0.52 | | $ 0.47 | |
| Return on Average Assets (ROA) | | 1.11 | % | 1.31 | % | 1.11 | % | 1.31 | % |
| Return on Average Equity (ROE) | | 12.04 | % | 14.79 | % | 12.04 | % | 14.79 | % |
Note: This press release may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Actual results and trends could differ materially from those set forth in such statements due to various factors. These factors include operating, legal and regulatory risks; changing economic competitive conditions; and other risks and uncertainties.
County National Bank’s website iswww.bankcnb.com.
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