SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934.
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14a-6(e)(2)
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[ ] Soliciting Material Pursuant to ss. 240.14a-12
CNB CORPORATION
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(Name of Registrant as Specified In Its Charter)
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Reaching Our Potential
Despite the dramatic economic vitality in the coastal region it serves, Conway
National Bank has lagged behind its competitors in terms of key performance
indicators.
CNB was founded in 1903 and its competitor, Coastal Federal Bank, was organized
in 1957. As recently as 1990, CNB's net income exceeded that of Coastal Federal.
But by 1997, Coastal Federal began outperforming CNB and essentially earned
double our net income in 2005.*
[BAR GRAPH COMPARING NET INCOMES OF COASTAL FEDERAL WITH CONWAY NATIONAL 2001-05
DISPLAYING THE FOLLOWING DATA:
2001 2002 2003 2004 2005
---- ---- ---- ---- ----
Net Income Conway National 6,489 7,236 7,719 8,337 9,538
Net Income Coastal Federal 9,359 10,321 11,950 16,203 18,476
]
According to the Carson Medlin Company's Independent Bank Index, which compares
25 independent banks in the Southeastern US, a hypothetical $100 investment in
CNB in 2000 would have been worth $111 in 2001 and $199 in 2005. That same $100
investment in an average community bank in the index would have grown to $124 in
2001 and $252 in 2005.
Clearly, we can and should be doing better. But we need leadership with strong
business credentials to realize our vision. Please vote for the "Blue Ribbon
Slate" of director nominees and help keep CNB on the right path forward.
*Source: SNL Financial LC of Charlottesville Virginia. SNL compiles financial
data from call reports and SEC filings on banks and thrifts.
[GROUP PHOTO OF SLATE WITH THE CAPTION:
The Blue Ribbon Slate of director nominees are pictured with the CNB
Board Chairman and President.
From left to right, H. Buck Cutts, Chairman, CNB Corporation Board of
Directors; M. Russell Holliday; George Heyward Goldfinch, Jr.; William R.
Benson; Paul R. Dusenbury; and R. Phil Hucks, President, CNB Corporation and The
Conway National Bank.]
The
CNB Conway
National
Bank
Serving Our Community Since 1903
Member FDIC
Support the Blue Ribbon Slate
For a Better CNB
The BLUE RIBBON SLATE of nominees - Bill Benson, Paul Dusenbury, George
Goldfinch and Russell Holliday -- will bring business expertise and a
competitive spirit to the Board of Directors of CNB Corporation.
How to vote for these candidates: A shareholder of record may simply sign, date
and return the BLUE proxy form or vote in person at the annual shareholders
meeting on Tuesday, May 9, 2006 - 5:30 PM, at the Conway Banking Office of CNB,
1411 Fourth Ave., Conway, SC.
For Questions or to Request a Proxy Form: CNB shareholders may call Phil Hucks,
president, at (843) 488-8444 or email phil.hucks@conwaynationalbank.com.
CNB Corporation security holders should read the Corporation's proxy statement
because it contains important information. The proxy statement has been mailed
to shareholders. Copies of the proxy statement and other relevant documents may
also be obtained, free of charge, from the website of the Securities and
Exchange Commission (www.sec.gov). The identity of participants in the
solicitation of proxies on behalf of the Corporations' board of directors and a
description of their direct or indirect interests, by securities holdings or
otherwise, is contained in the Corporation's proxy statement.
The
CNB Conway
National
Bank
Serving Our Community Since 1903
Member FDIC
April 25, 2006
Dear Fellow Shareholders:
I am not supporting the Willis and Jennings Duncan's slate of candidates for CNB
Corporation directors even though they list my name on their proxy. I want to
explain why.
Until last year, Conway National Bank was being run like a small family-owned
business. Our lending policies were obsolete, our technology was embarrassing,
our pay and employee benefits were below market, and our management style was
patriarchal. We were losing market share to traditional competitors and
start-ups.
Conway National has an opportunity to become one of the best banks in the
southeast. We have good, loyal and experienced employees, we have a remarkably
valuable base of customers and business associates, and we are blessed with a
very healthy local economy.
This is not personal. This is business. The future of CNB will be decided on May
9, 2006. Do we go back to restrictive loan policies, delayed technologies,
restrained employee benefits and closed family control of our company? Or do we
develop our company as a modern bank that grows with our vibrant community?
Please return the enclosed BLUE proxy form to elect CNB Corporation's nominees
for directors: Paul Dusenbury, George Goldfinch, Russell Holliday and me. This
slate represents experienced, independent business people with high integrity.
If you have sent a green proxy form, please send in the later dated BLUE form.
My direct phone number is 843-488-8233. I will be pleased to receive questions
or comments from you.
Sincerely,
William R. Benson
Senior Vice President and Director
WRB/vh
Enclosure