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 February 10, 1999 ------------------------------------------------- Date of Report (Date of earliest event reported) 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 Number) 420 Third Avenue, Gallipolis, Ohio 45631 --------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (614) 446-2631 Not Applicable -------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events. On December 15, 1998, Ohio Valley Banc Corp., a bank holding company incorporated under Ohio law ("OVBC"), acquired The Jackson Savings Bank, a state savings bank incorporated under Ohio law ("Jackson"). OVBC acquired Jackson as a wholly-owned subsidiary through the merger of Jackson and Ohio Valley Interim Savings Bank, a wholly-owned subsidiary of OVBC organized for the purpose of the acquisition. OVBC's earnings release issued on February 10, 1999, including the first full month of combined operations since the acquisition of Jackson, is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (a) Financial statements of business acquired: None required. (b) Pro forma financial information: None required. (c) Exhibits: 99 Earnings release of Ohio Valley Banc Corp. issued February 10, 1999. 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: February 10, 1999 By: /s/ James L. Dailey ------------------------------ James L. Dailey, Chairman and Chief Executive Officer Page 2 Exhibit 99 [OHIO VALLEY BANC CORP. LETTERHEAD] For release Wednesday, February 10, 1999 Net income for the twelve month period ending December 31, 1998, was $4,129,700 or $1.47 per share compared with $3,781,700 or $1.38 per share a year ago. This 9.2 percent increase in net income and 6.5 percent increase in net income per share was due primarily to increased net interest income. All earnings per share are adjusted for the stock splits of May 10, 1998 and May 10, 1997. Net income for the fourth quarter 1998 was $1,164,600 or $.41 per share compared with $1,076,000 or $.39 per share for the same period last year. The 8.2 percent increase in net income and the 5.1 percent increase in net income per share for the current period was also due primarily to improved net interest income. The fourth quarter of 1998 marked a period of substantial growth for your company. On December 11th, we opened our fourth Superbank office inside the Big Bend Foodland in Pomeroy, Ohio. On December 15th, Ohio Valley Banc Corp. finalized the acquisition of Jackson Savings Bank, a state-chartered bank based in Jackson, Ohio. Harold A. Howe, the president of Jackson Savings Bank, also became a director of Ohio Valley Bank. Our growth trend is continuing with the new year also off to a good start. Earnings for the Month of January, 1999, the first full month of combined operations since the acquisition of Jackson Savings Bank on December 15, 1998, were $314,800 or $.11 per share. This compares to earnings for the month of January, 1998 of $299,700 or $.11 per share and represents an increase of $15,100 or 5.0 percent. We are pleased to report our financial results (unaudited) for the quarter ending December 31, 1998 compared to December 31, 1997 and for the most recent twelve months period compared to that of 1997. FOURTH QUARTER YEAR-TO-DATE 12-31-98 12-31-97 12-31-98 12-31-97 - -------------------------------------------------------------------------------- SUMMARY OF OPERATIONS Total Interest Income 9,308,700 8,189,100 35,190,600 31,452,800 Total Interest Expense 4,141,500 3,753,100 15,691,200 14,516,600 Net Interest Income 5,167,200 4,436,000 19,499,400 16,936,200 Provision for Loan Losses 912,000 476,800 2,294,700 1,245,000 Total Other Income 1,187,700 562,900 2,759,800 1,860,000 Total Other Expenses 3,781,600 3,016,200 14,201,100 12,293,300 Income Before Income Taxes 1,661,300 1,505,900 5,763,400 5,257,900 Income Taxes 496,700 429,900 1,633,700 1,476,200 Net Income 1,164,600 1,076,000 4,129,700 3,781,700 PER SHARE DATA Net Income Per Share .41 .39 1.47 1.38 Cash Dividends Per Share .14 .13 .55 .52 Weighted Average Number of Common Shares Outstanding 2,814,076 2,762,816 2,801,892 2,741,280 KEY RATIOS Return on Average Assets 1.06% 1.12% 1.01% 1.02% Return on Average Equity 11.51% 11.92% 10.69% 10.98% Dividend Payout Ratio 35.24% 36.37% 37.13% 37.81% Average Equity to Average Assets 9.24% 9.44% 9.46% 9.32% Page 3