UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT of 1934 For the Quarterly Period Ended September 30, 2001 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . ------------ ------------ Commission File No. 1-13652 First West Virginia Bancorp, Inc. ----------------------------------------------------- (Exact name of registrant as specified in its charter) West Virginia 55-6051901 ------------------------------- ------------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1701 Warwood Avenue Wheeling, West Virginia 26003 ---------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (304) 277-1100 -------------- N/A ---------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such report(s), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. [ ] Yes [ ] No [X] N/A APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practible date. The number of shares outstanding of the issuer's common stock as of November 6, 2001: Common Stock, $5.00 Par Value, shares outstanding 1,538,443 shares FIRST WEST VIRGINIA BANCORP, INC. PART I FINANCIAL INFORMATION First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED BALANCE SHEETS (UNAUDITED) September 30, December 31, September 30, 2001 2000 2000 -------------- ------------- ------------- ASSETS Cash and due from banks $ 5,031,050 $ 4,944,650 $ 4,572,134 Due from banks - interest bearing 9,531,325 7,491,600 4,657,756 ------------ ------------ ------------ Total cash and cash equivalents 14,562,375 12,436,250 9,229,890 Federal funds sold 7,063,000 4,396,000 4,004,000 Investment securities Available for sale (at fair value) 62,737,106 61,364,015 64,596,662 Held to maturity - fair value of $9,810,862 at September 30, 2001; $10,920,799 at December 31, 2000; and $11,272,632 at September 30, 2000 9,549,351 10,878,166 11,312,170 Loans 120,345,876 114,053,003 113,762,560 Less allowance for possible loan losses (1,562,003) (1,302,044) (1,239,475) ------------ ------------ ------------ Net loans 118,783,873 112,750,959 112,523,085 Premises and equipment, net 3,947,362 2,754,739 2,722,449 Accrued income receivable 1,367,763 1,543,124 1,474,451 Other assets 2,142,119 1,769,956 2,186,560 ------------ ------------ ------------ Total assets $220,152,949 $207,893,209 $208,049,267 ============ ============ ============ LIABILITIES Noninterest bearing deposits: Demand $18,505,022 $ 16,518,451 $14,421,462 Interest bearing deposits: Demand 28,371,907 24,055,457 25,433,511 Savings 65,483,509 59,943,940 58,208,036 Time 78,602,772 73,150,730 75,082,154 ------------ ------------ ------------ Total deposits 190,963,210 173,668,578 173,145,163 ------------ ------------ ------------ Federal funds purchased and repurchase agreements 7,623,043 14,526,328 16,170,808 Accrued interest on deposits 580,201 598,235 607,628 Other liabilities 879,039 874,968 835,475 ------------ ------------ ------------ Total liabilities 200,045,493 189,668,109 190,759,074 ------------ ------------ ------------ STOCKHOLDERS' EQUITY Common Stock - 2,000,000 shares authorized at $5 par value 1,538,443 shares issued at September 30, 2001 and December 31, 2000; shares issued at September 30, 2000 7,692,215 7,542,630 1,508,526 Surplus 4,982,606 4,982,606 4,739,381 Retained Earnings 6,627,602 5,587,967 5,662,993 Accumulated other comprehensive income 805,033 (37,688) (654,811) ------------ ------------ ------------ Total stockholders' equity 20,107,456 18,225,100 17,290,193 ------------ ------------ ------------ Total liabilities and stockholders' equity $220,152,949 $207,893,209 $208,049,267 ============ ============ ============ The accompanying notes are an integral part of the financial statements 2 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended Nine Months Ended September 30, September 30, ------------------------- --------------------------- 2001 2000 2001 2000 ---------- ---------- ---------- ---------- INTEREST INCOME Interest and fees on loans: Taxable $2,431,494 $2,451,089 $ 7,312,112 $ 7,177,690 Tax-exempt 102,379 66,666 261,911 173,687 Investment securities: Taxable 846,400 970,153 2,727,784 2,695,488 Tax-exempt 169,046 134,765 458,196 392,636 Dividends 8,777 8,958 26,727 26,296 Other interest income 68,080 101,258 254,488 286,571 Interest on federal funds sold 46,502 97,797 203,284 228,094 --------- ---------- ----------- ----------- Total interest income 3,672,678 3,830,686 11,244,502 10,980,462 INTEREST EXPENSE Deposits 1,549,602 1,708,586 4,801,538 4,758,706 Other borrowings 42,709 172,077 258,520 431,995 --------- ---------- ----------- ----------- Total interest expense 1,592,311 1,880,663 5,060,058 5,190,701 --------- ---------- ----------- ----------- Net interest income 2,080,367 1,950,023 6,184,444 5,789,761 PROVISION FOR POSSIBLE LOAN LOSSES 141,000 100,500 423,000 295,500 --------- ---------- ----------- ----------- Net interest income after provision for possible loan losses 1,939,367 1,849,523 5,761,444 5,494,261 NONINTEREST INCOME Service charges and other fees 156,472 146,666 438,599 396,791 Securities gains (losses) -- -- 7,891 23,443 Other operating income 101,161 84,784 267,982 233,202 --------- ---------- ---------- ----------- Total noninterest income 257,633 231,450 714,472 653,436 NONINTEREST EXPENSES Salary and employee benefits 687,666 657,144 1,994,914 1,940,706 Net occupancy and equipment expenses 205,325 191,746 628,594 589,381 Other operating expenses 409,097 355,549 1,271,722 1,106,232 --------- ---------- ---------- ----------- Total noninterest expense 1,302,088 1,204,439 3,895,230 3,636,319 --------- ---------- ---------- ----------- Income before income taxes 894,912 876,534 2,580,686 2,511,378 --------- ---------- ---------- ----------- INCOME TAXES 256,054 272,594 756,445 763,035 --------- ---------- ---------- ----------- Net income $ 638,858 $ 603,940 $1,824,241 $ 1,748,343 ========== ========== ========== =========== WEIGHTED AVERAGE SHARES OUTSTANDING 1,538,443 1,538,443 1,538,443 1,538,443 ========== ========== ========== =========== EARNINGS PER COMMON SHARE $ 0.42 $ 0.39 $ 1.19 $ 1.14 ========== ========== ========== =========== The accompanying notes are an integral part of the financial statements 3 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) Accumulated Common Stock Other ---------------------- Retained Comprehensive Comprehensive Shares Amount Surplus Earnings Income Income Total ----------- ----------- ----------- ----------- ------------- ------------- ----------- Balance, December 31, 2000 1,538,443 $7,692,215 $4,982,606 $5,587,967 $(37,688) $ $18,225,100 Comprehensive income Net income for the nine months ended September 30, 2001 -- -- -- 1,824,241 -- 1,824,241 1,824,241 Other comprehensive income, net of tax Unrealized gains (losses) on securities, net of reclassification adjustment (see disclosure) -- -- -- -- 842,721 842,721 842,721 ---------- Comprehensive income $2,666,962 ========== Cash dividend ($.51 per share) -- -- -- (784,606) -- (784,606) ---------- ---------- ---------- ---------- -------- ----------- Balance, September 30, 2001 1,538,443 $7,692,215 $4,982,606 $6,627,602 $805,033 $20,107,456 ========== ========== ========== ========== ======== =========== Accumulated Common Stock Other ---------------------- Retained Comprehensive Comprehensive Shares Amount Surplus Earnings Income Income Total ----------- ----------- ----------- ----------- ------------- ------------- ----------- Balance, December 31, 1999 1,508,526 $7,542,630 $ 4,739,381 $4,638,742 $(865,281) $ $ 16,055,472 Comprehensive income Net income for the nine months ended September 30, 2000 -- -- -- 1,748,343 -- 1,748,343 1,748,343 Other comprehensive income, net of tax Unrealized gains (losses) on securities, net of reclassification adjustment (see disclosure) -- -- -- -- 210,470 210,470 210,470 ---------- Comprehensive income $1,958,813 ========== Cash dividend ($.47 per share) -- -- -- (724,092) -- (724,092) ---------- ---------- ---------- ---------- --------- ----------- Balance, September 30, 2000 1,508,526 $7,542,630 $4,739,381 $5,662,993 $(654,811) $17,290,193 ========== ========== ========== ========== ========= =========== For the nine months ended September 30, ------------------------- 2001 2000 ---------- ---------- Disclosure of reclassification amount, net of tax: Unrealized holding gains (losses) arising during the period $847,667 $225,164 Less: reclassification adjustment for gains (losses) included in net income 4,946 14,694 -------- --------- Net unrealized gains (losses) on securities $842,721 $210,470 ======== ========= The accompanying notes are an integral part of the financial statements 4 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended September 30, ----------------------------------- 2001 2000 ------------ ------------ OPERATING ACTIVITIES Net Income $ 1,824,241 $ 1,748,343 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 423,000 295,500 Depreciation and amortization 283,237 253,066 Amortization (accretion) of investment securities, net (89,010) (247,172) Investment security losses (gains) (7,891) (23,443) Loss(gain)on disposal of premises and equipment (3,110) 579 Decrease (increase) in interest receivable 175,361 (118,032) Increase (decrease) in interest payable (18,034) 108,276 Other, net (300,361) (320,277) ------------ ------------ Net cash provided by operating activities 2,287,433 1,696,840 ------------ ------------ INVESTING ACTIVITIES Net (increase) decrease in federal funds sold (2,667,000) (1,519,000) Net (increase) decrease in loans, net of charge offs (6,483,709) (3,504,232) Proceeds from sales of securities available for sale 1,862,382 886,964 Proceeds from maturities of securities available for sale 69,554,000 34,614,000 Proceeds from maturities of securities held to maturity 1,330,000 1,200,000 Principal collected on mortgage-backed securities 7,102,543 2,417,699 Purchases of securities available for sale (78,451,822) (53,160,453) Purchases of securities held to maturity -- (1,867,819) Recoveries on loans previously charged-off 27,795 26,359 Cash acquired in purchase of branch office 8,990,870 -- Purchases of premises and equipment (1,424,089) (134,757) Proceeds from sales of premises and equipment 3,110 -- ------------ ------------ Net cash used by investing activities (155,920) (21,041,239) ------------ ------------ FINANCING ACTIVITIES Net increase (decrease) in deposits 17,294,632 11,587,231 Deposits acquired in purchase of branch office (9,612,129) -- Dividends paid (784,606) (724,092) Increase (decrease) in short term borrowings (6,903,285) 5,896,883 ------------ ------------ Net cash provided by financing activities $ (5,388) $ 16,760,022 ------------ ------------ INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,126,125 (2,584,377) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 12,436,250 11,814,267 ------------ ------------ CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 14,562,375 $ 9,229,890 ============ ============= The accompanying notes are an integral part of the financial statements 5 First West Virginia Bancorp, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS September 30, 2001 AND 2000 Note 1 - BASIS OF PRESENTATION The consolidated financial information of First West Virginia Bancorp, Inc. (the "Corporation") and its subsidiaries included herein is unaudited. However, in the opinion of management, such information reflects all adjustments ( all of which are normal and recurring in nature) necessary to present fairly the financial position and the results of operations for the interim period. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information. The notes to the financial statements contained in the annual report for December 31, 2000, should be read in conjunction with these financial statements. The provision for income taxes is at a rate which management believes will approximate the effective rate for the year. Certain prior year amounts have been reclassified to conform to the 2001 presentation. 6 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- First West Virginia Bancorp, Inc., a West Virginia corporation headquartered in Wheeling, West Virginia commenced operations in July, 1973 and has two wholly-owned subsidiaries: Progressive Bank, N.A., which operates in Wheeling, Wellsburg, Moundsville, and New Martinsville, West Virginia and Bellaire, Ohio; and Progressive Bank, N.A.-Buckhannon, which operates in Buckhannon and Weston, West Virginia. Following is a discussion and analysis of the significant changes in the financial condition and results of operations of First West Virginia Bancorp, Inc., (the Holding Company), and its subsidiaries for the three and nine months ended September 30, 2001 and 2000. This discussion and analysis should be read in conjunction with the Consolidated Financial Statements, Notes, and tables contained in this report, as well as with the Holding Company's 2000 financial statements, the notes thereto and the related Management's Discussion and Analysis. OVERVIEW The Holding Company reported net income of $638,858 for the three months ended September 30, 2001 as compared to $603,940 for the same period during 2000. The increase in earnings during the third quarter of 2001 over 2000 was primarily attributed to an increase in net interest income and noninterest income offset in part by an increase in noninterest expenses and the provision for loan losses. Earnings per share were $.42 in the third quarter of 2001, as compared to $.39 earned during the third quarter of 2000. Net income for the nine months ended September 30, 2001 was $1,824,241 compared to $1,748,343 for the same period during 2000. The increase in earnings for the nine months ended September 30, 2001 as compared to the same period in 2000 was primarily due to increased net interest income and noninterest income, offset in part by increased operating expenses and the provision for loan losses. Earnings per share were $1.19 for the first nine months of 2001 as compared to $1.14 earned during the same period during 2000. During the three month period ended September 30, 2001, net interest income increased primarily from the decrease in interest paid on savings deposits combined with the increase in the average volume of savings and time deposits, offset in part by the increase in the average volume of investment securities and loans. For the nine month period ended September 30, 2001, the increase in net interest income was primarily due to the increased interest earned on the average volume of investment securities and loans, offset in part by the increase in the average volume of savings and time deposits combined with the decrease in the interest rates paid on savings deposits. Return on average assets (ROA) measures the effectiveness of asset utilization to produce net income. ROA was 1.16% for the three month period ended September 30, 2001 and for the three month period ended September 30, 2000. For the nine months ended September 30, 2001 compared to September 30, 2000, ROA was 1.13% and 1.16%, respectively. Return on average equity (ROE) measures the return on the stockholders' investment. The holding company's ROE was 13.31% for the three months ended September 30, 2001 and 13.58% at September 30, 2000. For the nine months ended September 30, 2001 compared to September 30, 2000, ROE was 13.02% and 13.44%, respectively. During the third quarter of 2001, Progressive Bank, N.A., subsidiary bank of First West Virginia Bancorp, Inc., filed an application with the Office of the Comptroller of the Currency requesting permission to establish a new branch office in Wheeling, West Virginia. The branch office will be located on Bethlehem Boulevard in Wheeling. The office is currently under construction and is expected to be completed in December 2001. The Holding Company as of September 30, 2001 had total assets of $220,152,949 an increase of 5.9% over the $207,893,209 reported for the year ended December 31, 2000. Loans net of reserves grew by $6,032,914 to $118,783,873, as compared to $112,750,959 reported at December 31, 2000. Total deposits increased in 2001 by $17,294,632, from $173,668,578 at December 31, 2000 to $190,963,210 at September 30, 2001. The allowance for loan losses amounted to 1.3% of total loans at September 30, 2001, compared to 1.1% of total loans at December 31, 2000. Table One is a summary of Selected Financial Data of the holding company. The sections that follow discuss in more detail the information summarized in Table One. 7 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Table One SELECTED FINANCIAL DATA (Unaudited, in thousands, except per share data) First West Virginia Bancorp, Inc. Three months ended Nine months ended Years ended September 30, September 30, December 31, ---------------------- --------------------- ----------------------------------- 2001 2000 2001 2000 2000 1999 1998 --------- -------- --------- -------- --------- --------- -------- SUMMARY OF OPERATIONS Total interest income $ 3,672 $ 3,831 $ 11,244 $ 10,980 $ 14,869 $ 13,207 $12,452 Total interest expense 1,592 1,881 5,060 5,191 7,155 5,602 5,324 Net interest income 2,080 1,950 6,184 5,789 7,714 7,605 7,128 Provision for loan losses 141 100 423 295 436 348 256 Total other income 258 231 715 653 880 1,073 787 Total other expenses 1,302 1,204 3,895 3,636 4,816 4,740 4,674 Income before income taxes 895 877 2,581 2,511 3,341 3,590 2,985 Net income 639 604 1,824 1,748 2,326 2,450 2,033 PER SHARE DATA (1) Net income $ 0.42 $ 0.39 $ 1.19 $ 1.14 $ 1.51 $ 1.59 $ 1.32 Cash dividends declared 0.17 0.15 0.51 0.47 0.64 0.54 0.48 Book value per share 13.07 11.24 13.07 11.24 11.85 10.44 10.05 AVERAGE BALANCE SHEET SUMMARY Total loans, net $119,768 $113,762 $117,399 $112,371 $112,579 $105,775 $ 99,345 Investment securities 73,285 72,544 73,440 68,651 69,548 59,716 47,911 Deposits - interest bearing 171,883 158,622 166,840 154,040 155,172 141,768 127,520 Stockholders' equity 19,046 17,693 18,727 17,374 17,448 16,087 14,697 Total assets 217,684 207,611 215,006 201,054 203,529 183,436 164,630 SELECTED RATIOS Return on average assets 1.16% 1.16% 1.13% 1.16% 1.14% 1.34% 1.23% Return on average equity 13.31% 13.58% 13.02% 13.44% 13.33% 15.23% 13.83% Average equity to average assets 8.75% 8.52% 8.71% 8.64% 8.57% 8.77% 8.93% Dividend payout ratio (1) 40.48% 38.46% 42.86% 41.23% 42.38% 33.96% 36.36% Loan to Deposit ratio 63.02% 65.70% 63.02% 65.70% 65.67% 68.39% 70.07% BALANCE SHEET September 30, December 31, ------------------- ------------------------------- 2001 2000 2000 1999 1998 -------- -------- ------- ------- ------- Investments $72,286 $ 75,909 $ 72,242 $ 59,394 $ 54,080 Loans 120,346 113,762 114,053 110,489 103,555 Other assets 27,521 18,378 21,598 19,290 13,760 -------- -------- ---------- --------- -------- Total Assets $220,153 $208,049 $207,893 $189,173 $171,395 ======== ======== ======== ======== ======== Deposits $190,963 $173,145 $173,669 $161,558 $147,785 Federal funds purchased and repurchase agreements 7,623 16,171 14,526 10,274 6,994 Other liabilities 1,460 1,443 1,473 1,285 1,155 Stockholders' equity 20,107 17,290 18,225 16,056 15,461 -------- -------- -------- -------- -------- Total Liabilities and Stockholders' Equity $220,153 $208,049 $207,893 $189,173 $171,395 ======== ======== ======== ======== ======== (1) Adjusted for the 2 percent common stock dividend to stockholders of record as of December 1, 2000, a 6 for 5 stock split in the effect of a twenty (20) percent common stock dividend, declared October 12, 1999 to shareholders of record as of November 1, 1999, a 4 percent common stock dividend to stockholders of record as of October 1, 1998. 8 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- EARNINGS ANALYSIS Net Interest Income Changes in the volume and mix of earning assets and interest bearing liabilities combined with changes in market rates of interest greatly effect net interest income. Tables Two and Three present the average balance sheet and interest rate analysis for the three and nine months ended September 30, 2001 and 2000. Net interest income increased $130,344 or 6.7%, during the three months ended September 30, 2001 as compared to the same period in 2000. The reduction in interest expense primarily contributed to the overall increase in net interest income. Interest expense decreased $288,352 or 15.3% primarily due to the decrease in the rates paid on interest bearing liabilities. Interest on investment securities decreased $89,472 or 8.1%, for the three months ended September 30, 2001 over 2000 primarily due to the decrease in the average rates earned on investment securities. Interest and fees on loans increased $16,118 or .6% during the three month period ended September 30, 2001 as compared to the same period in 2000 and resulted primarily from an increase in average loan volume. Net interest income was $6,184,444 and $5,789,761 during the nine months ended September 30, 2001 and 2000, respectively, an increase of $394,683 or 6.8%. The increase in net interest income was primarily attributable to increases in loans and investment securities combined with the decrease in interest expense on interest bearing liabilities. Interest and fees on loans increased $222,646 or 3.0% for the nine month period ended September 30, 2001 as compared the same period in 2000. The increased interest income on loans resulted primarily from an increase in the average loan volume which was partially offset by a decrease in average rates earned. Increases in commercial loans and in other loans primarily contributed to the loan growth. The average yield on loans decreased from 8.75% at December 31, 2000 to 8.63% at September 30, 2001. Interest income on investment securities increased $97,856 or 3.2% during the nine months ended September 30, 2001 over 2000. The increased interest income on investment securities was primarily due to an increase in the average volume, offset in part by a decrease in the average rates earned on investment securities. The average yield on investment securities decreased .23%, from 6.03% at December 31, 2000 to 5.80% at September 30, 2001. During the nine months ended September 30, 2001, interest expense decreased $130,643 or 2.5% as compared to the same period in 2000. Interest expense decreased as a result of the decrease in the average interest rates paid on interest bearing liabilities. The average yield paid on interest bearing liabilities decreased .42%, from 4.23% at December 31, 2000 to 3.81% at September 30, 2001. Noninterest Income Noninterest income was $257,633 for the three months ended September 30, 2001, an increase of $26,183, or 11.3% as compared to the same period of the prior year. Other operating income increased $16,377, or 19.3% over the same period in 2000. Service charges increased $9,806 during the three months ended September 30, 2001, up 6.7%, from the same period in 2000. For the nine months ended September 30, 2001, noninterest income was $714,472, an increase of $61,036, or 9.3% as compared to the same period of the prior year. The increase in noninterest income resulted primarily from increased other operating income and service charges. Other operating income increased $34,780 or 14.9% compared to the same period in 2000 primarily due to an increase in ATM fees. Service charges and other fees increased $41,808 or 10.5% over the same period in 2001. Sales of investment securities for the nine months ended September 30, 2001, and 2000 were primarily the result of sales by the holding company. The holding company accounted for securities gains of $21,018 and securities losses of $11,859 during the nine months ended September 30, 2001 and securities gains of $37,940 and a securities loss of $14,508 during 2000. The holding company sales were attributable to sales of marketable equity securities. 9 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Non-Interest Expense Noninterest expense increased $97,649 or 8.1% for the three months ended September 30, 2001 as compared to the same period of the prior year. During the quarter ended September 30, 2001, salary and employee benefits increased $30,522 or 4.6%. The increase was primarily attributable to the hiring of additional personnel and normal annual merit adjustments in salaries. The major components of other operating expenses include: office supplies, directors fees, service expense, postage and transportation, other taxes, advertising, and regulatory assessment and deposit insurance. Other operating expenses increased $53,548, or 15.1%, for the three months ended September 30, 2001 as compared to the same period in the prior year. Increased other operating expense and service expense primarily contributed to the overall increase in operating expenses during the three months ended September 30, 2001. For the nine months ended September 30, 2001, noninterest expense increased $258,911 or 7.1% as compared to the same period of the prior year. Salary and employee benefits increased $54,208 or 2.8%. The increase was primarily attributable to the hiring of personnel at the Moundsville and New Martinsville branch offices and normal annual merit adjustments in salaries. Other operating expenses increased $165,490 or 15.0%, for the nine month period ended September 30, 2001 as compared to the same period in the prior year. Increased other operating expenses, stationery and supplies expense, other taxes, service expense, and postage expense primarily contributed to the increase in other operating expenses in 2001. Income Taxes Income tax expense for the three months ended September 30, 2001 was $256,054, a decrease of 6.1% over the same period in 2000. The increase in tax exempt income on loans and investment securities primarily resulted in the decrease of income tax expense for the three months ended September 30, 2001 compared to 2000. Components of income tax expense for the three months ended September 30, 2001 were $210,528 for federal taxes and $45,526 for West Virginia corporate net income taxes. For the nine months ended September 30, 2001, income tax expense decreased .9% compared to the same period in 2000. The increase in tax exempt income on loans and investment securities primarily resulted in the decrease of income tax expense for the nine month period ended September 30, 2001 compared to 2000. For federal income tax purposes, tax-exempt income is based on qualified state, county, and municipal bonds and loans. Tax-exempt income was $271,425 and $201,431 for the three month periods ended September 30, 2001 and 2000, respectively. For the nine months ended September 30, 2001 and 2000, tax exempt income was $720,107 and $566,323, respectively. Federal income tax rates and West Virginia corporate net income tax rates remain consistent at 34% and 9%, respectively, for the three and nine months ended September 30, 2001 and 2000 and for the year ended December 31, 2000. 10 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Table Two Distribution of Assets, Liabilities and Stockholders' Equity; Interest Rates and Interest Differential The following table presents an average balance sheet, interest earned on interest bearing assets, interest paid on interest bearing liabilities, average interest rates and interest differentials for the nine months ended September 30, 2001 and September 30, 2000 and the year ended December 31, 2000. Average balance sheet information as of September 30, 2001 and September 30, 2000 and the year ended December 31, 2000 was compiled using the daily average balance sheet. Loan fees and unearned discounts were included in income for average rate calculation purposes. Non-accrual loans were included in the average balance computations; however, no interest was included in income subsequent to the non-accrual status classification. Average rates were annualized for the nine month periods ended September 30, 2001 and 2000. For the nine For the nine months ended months ended September 30, 2001 December 31, 2000 September 30, 2000 ---------------------------- ------------------------------ ---------------------------- Average Average Average Average Average Average Volume Interest Rate Volume Interest Rate Volume Interest Rate -------- -------- ------- ------- -------- -------- -------- -------- ------ ASSETS: Investment securities: U.S. Treasury and other U. S. Government agencies $ 30,559 $ 1,335 5.84% $ 42,503 $ 2,675 6.29% $ 43,387 $ 2,018 6.21% Mortgage-backed securities 21,989 1,075 6.54% 12,123 778 6.42% 10,326 518 6.70% Obligations of states and political subdivisions 15,238 522 4.58% 12,431 576 4.63% 12,269 422 4.59% Other securities 5,654 254 6.01% 2,491 162 6.50% 2,669 130 6.51% -------- ------- ----- -------- ------- ----- -------- ------- ----- Total Investment securities: 73,440 3,186 5.80% 69,548 4,191 6.03% 68,651 3,088 6.01% Interest bearing deposits 7,331 246 4.49% 6,375 398 6.24% 6,039 278 6.15% Federal funds sold 6,254 203 4.34% 6,041 380 6.29% 4,913 228 6.20% Loans, net of unearned income 117,399 7,574 8.63% 112,579 9,853 8.75% 112,371 7,351 8.74% Other earning assets 706 35 6.63% 702 47 6.70% 702 35 6.66% -------- ------- ----- -------- ------- ----- -------- ------- ----- Total earning assets 205,130 11,244 7.33% 195,245 14,869 7.62% 192,676 10,980 7.61% Cash and due from banks 4,758 4,602 4,635 Bank premises and equipment 3,719 2,777 2,777 Other assets 2,879 2,148 2,189 Allowance for possible loan losses (1,480) (1,243) (1,223) -------- -------- -------- Total Assets $215,006 $203,529 $201,054 ======== ======== ======== LIABILITIES Certificates of deposit $ 76,677 $ 3,247 5.66% $ 73,128 $ 4,065 5.56% $ 72,599 $ 2,973 5.47% Savings deposits 63,791 1,338 2.80% 56,940 2,080 3.65% 56,270 1,501 3.56% Interest bearing demand deposits 26,372 217 1.10% 25,104 374 1.49% 25,171 285 1.51% Federal funds purchased and Repurchase agreements 10,737 258 3.21% 14,067 637 4.53% 13,097 432 4.41% -------- ------- ----- -------- ------- ----- -------- ------- ----- Total interest bearing liabilities 177,577 5,060 3.81% 169,239 7,156 4.23% 167,137 5,191 4.15% Demand deposits 17,375 15,301 15,066 Other liabilities 1,327 1,541 1,477 -------- -------- -------- Total Liabilities 196,279 186,081 183,680 STOCKHOLDERS' EQUITY 18,727 17,448 17,374 -------- -------- -------- Total Liabilities and Stockholders' Equity $215,006 $203,529 $201,054 ======== ======== ======== Net yield on earning assets $ 6,184 4.03% $ 7,713 3.95% $ 5,789 4.01% ======= ===== ======= ===== ======= ===== The fully taxable equivalent basis of interest income from obligations of states and political subdivisions has been determined using a combined Federal and State corporate income tax rate of 40% for the nine months ended September 30, 2001 and 2000, and the year ended December 31, 2000, respectively. The effect of this adjustment is presented below (in thousands). Obligations of states and political subdivisions: Investment securities $ 15,238 $ 827 7.26% $ 12,431 $ 925 7.44% $ 12,269 $ 683 7.44% Loans 117,399 7,749 8.82% 112,579 10,012 8.89% 112,371 7,467 8.88% ======== ======= ===== ======== ======= ===== ======== ======= ===== Total earning assets $205,130 $11,724 7.64% $195,245 $15,377 7.88% $192,676 $11,357 7.87% ======== ======= ===== ======== ======= ===== ======== ======= ===== Taxable equivalent net yield on earning assets $ 6,664 4.34% $ 8,221 4.21% $ 6,166 4.27% ======= ===== ======= ===== ======= ===== 11 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Table Three Distribution of Assets, Liabilities and Stockholders' Equity; Interest Rates and Interest Differential (in thousands) The following table presents an average balance sheet, interest earned on interest bearing assets, interest paid on interest bearing liabilities, average interest rates and interest differentials for the three months ended September 30, 2001 and September 30, 2000. Average balance sheet information as of September 30, 2001 and September 30, 2000 was compiled using the daily average balance sheet. Loan fees and unearned discounts were included in income for average rate calculation purposes. Non-accrual loans were included in the average balance computations; however, no interest was included in income subsequent to the non-accrual status classification. Average rates were annualized for the three month periods ended September 30, 2001 and 2000. For the Three For the Three Months ended Months ended September 30, 2001 September 30, 2000 ---------------------------------- ------------------------------- Average Average Average Average Volume Interest Rate Volume Interest Rate ---------- -------- ------- ----------- -------- ------- ASSETS: Investment securities: U.S. Treasury and other U. S. Government agencies $ 24,082 $ 321 5.29% $ 43,637 $ 690 6.29% Mortgage backed securities 25,607 408 6.32% 13,212 219 6.59% Obligations of states and political subdivisions 17,006 189 4.41% 12,941 151 4.64% Other securities 6,590 97 5.84% 2,754 45 6.50% -------- ------ ----- -------- ------ ----- Total Investment Securities 73,285 1,015 5.49% 72,544 1,105 6.06% Interest bearing deposits 7,797 65 3.31% 6,021 98 6.48% Federal funds sold 5,841 46 3.12% 5,988 98 6.51% Loans, net of unearned income 119,768 2,534 8.39% 113,762 2,518 8.81% Other earning assets 706 12 6.74% 703 12 6.79% -------- ------ ----- -------- ------ ----- Total earning assets 207,397 3,672 7.02% 199,018 3,831 7.66% Cash and due from banks 4,928 4,825 Bank premises and equipment 3,884 2,743 Other earning assets 3,064 2,290 Allowance for possible loan losses (1,589) (1,265) -------- -------- Total Assets $217,684 $207,611 ======== ======== LIABILITIES Certificates of deposit $ 78,502 $1,080 5.46% $ 74,967 $1,066 5.66% Savings deposits 65,030 394 2.40% 57,458 544 3.77% Interest bearing demand deposits 28,351 75 1.05% 26,197 99 1.50% Federal funds purchased and Repurchase agreements 7,140 43 2.39% 14,615 172 4.68% -------- ------ ----- -------- ------ ----- Total interest bearing liabilities 179,023 1,592 3.53% 173,237 1,881 4.32% Demand deposits 18,012 15,093 Other liabilities 1,603 1,588 -------- -------- Total Liabilities 198,638 189,918 SHAREHOLDERS' EQUITY 19,046 17,693 -------- -------- Total Liabilities and Shareholders' Equity $217,684 $207,611 ======== ======== Net yield on earning assets $2,080 3.98% $1,950 3.90% ====== ====== ====== ====== The fully taxable equivalent basis of interest income from obligations of states and political subdivisions has been determined using a combined Federal and State corporate income tax rate of 40% for the three months ended September 30, 2001 and 2000, respectively. The effect of this adjustment is presented below (in thousands). Obligations of states and political subdivisions: Investment securities $ 17,006 $ 302 7.05% $ 12,941 $ 241 7.41% Loans 119,768 2,602 8.62% 113,762 2,562 8.96% ======== ====== ===== ======== ====== ===== Total earning assets $207,397 $3,853 7.37% $199,018 $3,965 7.93% ======== ====== ===== ======== ====== ===== Taxable equivalent net yield on earning assets $2,261 4.33% $2,084 4.17% ====== ===== ====== ===== 12 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Balance Sheet Analysis Investments - ----------- Investment securities increased $44,276 or .1% from $72,242,181 at December 31, 2000, to $72,286,457 at September 30, 2001. Taxable securities comprised 78.0% of total securities at September 30, 2001, as compared to 84.3% at December 31, 2000. Other than the normal risks inherent in purchasing U.S. Treasury securities, U.S. Government corporation and agencies securities, and obligations of states and political subdivisions, i.e. interest rate risk, management has no knowledge of other market or credit risk involved in these investments. The corporation does not have any high risk hybrid/derivative instruments. Available for sale securities, at market value increased $1,373,091 or 2.2% from December 31, 2000, and represented 87% of the investment portfolio at September 30, 2001. The increase was primarily due to the purchase of mortgage backed securities, municipal securities and corporate debt securities. The held to maturity securities decreased $1,328,815 or 12.2% from December 31, 2000 and represented 13% of the investment portfolio as of September 30, 2001. The decrease was primarily the result of maturities of taxable municipal securities. As the investment portfolio consists primarily of fixed rate debt securities, changes in the market rates of interest will effect the carrying value of securities available for sale, adjusted upward or downward under the requirements of FAS 115 and represent temporary adjustments in values. The carrying value of securities available for sale was increased by $1,284,349 and decreased by $60,128 at September 30, 2001 and December 31, 2000, respectively. The market value of securities classified as held to maturity was above book value by $261,511 and $42,633 at September 30, 2001 and December 31, 2000, respectively. Table Four Investment Portfolio The following table presents the book values of investment securities: (in thousands) (Unaudited): September 30, December 31, September 30, 2001 2000 2000 ------------- ------------ ------------- Securities held to maturity: Obligations of states and political subdivisions $9,549 $10,878 $11,312 ------ ------- ------- Total held to maturity $9,549 $10,878 $11,312 ------ ------- ------- Securities available for sale: U.S. Treasury securities and obligations of U.S. Government corporations and agencies 22,928 $43,047 $ 47,756 Obligations of states and political subdivisions 7,521 2,051 1,628 Corporate debt securities 6,251 592 101 Mortgage-backed securities 25,595 15,286 14,728 Equity Securities 442 388 384 ------- ------- ------- Total available for sale 62,737 61,364 64,597 ------- ------- ------- Total $72,286 $72,242 $75,909 ======= ======= ======= 13 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Table Five Investment Portfolio ( Continued) (in thousands) The maturity distribution using book value including accretion of discounts and amortization of premiums (expressed in thousands) and approximate yield of investment securities at September 30, 2001 and December 31, 2000 are presented in the following table. Tax equivalent yield basis was used on tax exempt obligations. Approximate yield was calculated using a weighted average of yield to maturities. September 30, 2001 December 31, 2000 ----------------------------------------- ---------------------------------------- Securities Securities Securities Securities Held to Maturity Available for Sale Held to Maturity Available for Sale ----------------- ------------------- ------------------ ------------------ Amount Yield Amount Yield Amount Yield Amount Yield ------ ----- ------- ----- ------- ----- ------- ----- (Unaudited) U.S. Treasury and other U.S. Government Agencies Within One Year $ -- --% $ 5,206 4.63% $ -- --% $ 8,843 6.13% After One But Within Five Years -- -- 12,531 4.98 -- -- 24,422 6.20 After Five But Within Ten Years -- -- 3,790 6.48 -- -- 9,782 6.57 After Ten Years -- -- 1,401 3.98 -- -- -- -- ------ ---- ------- ---- ------- ---- ------- ---- -- -- 22,928 5.09 -- -- 43,047 6.27 States & Political Subdivisions Within One Year 1,285 6.04 1,130 4.59 2,008 6.74 -- -- After One But Within Five Years 3,762 6.24 4,843 5.93 3,745 6.28 985 7.39 After Five But Within Ten Years 4,502 6.63 1,295 6.14 5,029 6.52 1,066 6.93 After Ten Years -- -- 253 6.43 96 7.82 -- -- ------ ---- ------- ---- ------- ---- ------- ---- 9,549 6.40 7,521 5.78 10,878 6.49 2,051 7.15 Corporate Debt Securities Within One Year -- -- 253 6.18 -- -- 100 8.44 After One But Within Five Years -- -- 5,025 5.48 -- -- 492 7.36 After Five But Within Ten Years -- -- 973 6.97 -- -- -- -- ------ ---- ------- ---- ------- ---- ------- ---- -- -- 6,251 5.74 -- -- 592 7.54 Mortgage-Backed Securities -- -- 25,595 6.16 -- -- 15,286 7.01 Equity Securities -- -- 442 2.71 -- -- 388 2.94 ------ ---- ------- ---- ------- ---- ------- ---- Total $9,549 6.40% $62,737 5.66 % $10,878 6.49% $61,364 6.47% ====== ==== ======= ==== ======= ==== ======= ==== 14 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Loans - ----- Loans net of unearned income increased $6,292,873 or 5.5% from December 31, 2000. The additional growth in the loan portfolio during the first nine months of 2001 was primarily due to increases in commercial loans, other loans, and residential real estate loans, offset in part by the decrease in installment loans. Real estate residential loans which include real estate construction, real estate farmland, and real estate residential loans comprise thirty-seven percent (37%) of the loan portfolio. Commercial loans which include real estate secured by non-farm, non residential and commercial and industrial loans comprise thirty-nine percent (39%) of the loan portfolio. Installment loans comprise eighteen percent (18%) of the loan portfolio. Other loans include nonrated industrial development obligations and other loans comprise six percent (6%) of the loan portfolio. The changes in the composition of the loan portfolio from December 31, 2000 to September 30, 2001 were a 2% increase in commercial loans, a 2% increase in other loans, a 3% decrease in installment loans and a 1% decrease in residential real estate loans. The loan portfolio is not dominated by concentrations of credit within any one industry; therefore, the impact of a weakening economy on any particular industry should be minimal. Management believes that the loan portfolio does not contain any excessive or abnormal elements of risk. Table Six Loan Portfolio (Unaudited) Loans outstanding are as follows (in thousands): September 30, December 31, ---------------------- ------------ 2001 2000 2000 --------- --------- ------------ Real Estate - Residential Real estate-construction $ 191 $ 100 $ 119 Real estate-farmland 120 89 106 Real estate-residential 43,995 42,168 42,960 -------- -------- -------- $ 44,306 $ 42,357 $ 43,185 -------- -------- -------- Commercial Real estate-secured by nonfarm, nonresidential $ 33,133 $ 28,837 $ 28,391 Commercial & industrial 14,027 14,109 13,845 -------- -------- -------- $ 47,160 $ 42,946 $ 42,236 -------- -------- -------- Installment Installment and other loans to individuals $ 21,594 $ 23,691 $ 23,896 -------- -------- -------- Others Nonrated industrial development obligations $ 7,202 $ 4,587 $ 4,610 Other loans 176 270 216 -------- -------- -------- $ 7,378 $ 4,857 $ 4,826 -------- -------- -------- Total 120,438 113,851 114,143 Less unearned interest 92 89 90 -------- -------- -------- $120,346 $113,762 $114,053 ======== ======== ======== 15 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Table Seven Loan Portfolio - Maturities and sensitivities of Loans to Changes in Interest Rates The following table presents the contractual maturities of loans other than installment loans and residential mortgages for all banks as of September 30, 2001 and December 31, 2000 (in thousands) (Unaudited): September 30, 2001 --------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Commercial $1,631 $6,142 $6,254 Real Estate - construction 144 7 40 ------ ------ ------ Total $1,775 $6,149 $6,294 ====== ====== ====== December 31, 2000 --------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Commercial $ 746 $5,815 $7,284 Real Estate - construction 119 -- -- ------ ------ ------ Total $ 865 $5,815 $7,284 ====== ====== ====== The following table presents an analysis of fixed and variable rate loans as of September 30, 2001 and December 31, 2000 along with the contractual maturities of loans other than installment loans and residential mortgages (in thousands) (Unaudited): September 30, 2001 --------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Fixed Rates $1,587 $4,505 $1,666 Variable Rates 188 1,644 4,628 ------ ------ ------ Total $1,775 $6,149 $6,294 ====== ====== ====== December 31, 2000 --------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Fixed Rates $ 802 $4,380 $ 638 Variable Rates 63 1,435 6,646 ------ ------ ------ Total $ 865 $5,815 $7,284 ====== ====== ====== 16 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Total non-performing loans were $1,670,000 at September 30, 2001 and $2,283,000 at December 31, 2000. Loans classified as non-accrual were $1,257,000 or 1.0% of total loans as of September 30, 2001, as compared to $1,248,000 or 1.1% of total loans at December 31, 2000. There were no loans classified as renegotiated as of September 30, 2001 and December 31, 2000. The loans past due 90 days or more decreased $628,000 from year end to $276,000 at September 30, 2001. Other real estate owned was $137,000 at September 30, 2001 as compared to $131,000 at December 31, 2000. Management continues to monitor the non-performing assets to ensure against deterioration in collateral values. Table Eight Risk Elements (UNAUDITED) The following table presents loans which are in the process of collection, but are contractually past due 90 days or more as to interest or principal, non-accrual loans and other real estate ( in thousands): September 30, December 31, -------------------- ------------ 2001 2000 2000 ------- ------ ------------ Past Due 90 Days or More: Real Estate - residential $ 54 $ 9 $ 48 Commercial 88 22 711 Installment 134 97 145 ------ ---- ------ $ 276 $128 $ 904 ------ ---- ------ Non-accrual: Real Estate - residential $ 27 $ 1 $ 14 Commercial 1,174 232 1,202 Installment 56 43 32 ------ ---- ------ $1,257 $276 $1,248 ------ ---- ------ Other Real Estate $ 137 $146 $ 131 ------ ---- ------ Total non-performing assets $1,670 $550 $2,283 ====== ==== ====== Total non-performing assets to total loans and other real estate 1.39% 0.48% 2.00% Generally, all Banks recognize interest income on the accrual basis, except for certain loans which are placed on a non-accrual status. Loans are placed on a non-accrual status, when in the opinion of management doubt exists as to its collectibility. In accordance with the Office of the Comptroller of the Currency Policy, banks may not accrue interest on any loan which either the principal or interest is past due 90 days or more unless the loan is both well secured and in the process of collection. The amount of interest income that would have been recognized had the loans performed in accordance with their original terms was approximately $76,700 and $26,100 for the periods ended September 30, 2001 and 2000, respectively. As of September 30, 2001, there are no loans known to management other than those previously disclosed about which management has any information about possible credit problems of borrowers which causes management to have serious doubts as to the borrower's ability to comply with present loan repayment terms. 17 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Allowance for Possible Loan Losses - ---------------------------------- The corporation maintains an allowance for possible loan losses to absorb probable loan losses. The provision for loan losses was $423,000 during the nine months ended September 30, 2001, as compared to $295,500 during the same period of the prior year. The allowance for possible loan losses represented 1.3% and 1.1% of total loans outstanding at September 30, 2001 and December 31, 2000, respectively. Net loan charge-offs for the nine months ended September 30, 2001 were primarily consumer loans. Personal bankruptcies continues to contribute to the increase in net charge-offs on consumer type loans. The reserve for possible loan losses is considered to be adequate to provide for future losses in the portfolio. The amount charged to earnings is based upon management's evaluations of the loan portfolio, as well as current and anticipated economic conditions, net loans charged off, past loan experiences, changes in character of the loan portfolio, specific problem loans and delinquencies and other factors. The reserve for possible loan losses is considered to be adequate to provide for future losses in the portfolio. The amount charged to earnings is based upon management's evaluations of the loan portfolio, as well as current and anticipated economic conditions, net loans charged off, past loan experiences, changes in character of the loan portfolio, specific problem loans and delinquencies and other factors. Table Nine Analysis of Allowance for Possible Loan Losses (UNAUDITED) The following table presents a summary of loans charged off and recoveries of loans previously charged off by type of loan (in thousands). Summary of Loan Loss Experience --------------------------------------- September 30, December 31, ---------------------- ------------ 2001 2000 2000 ---------- --------- ------------ Balance at Beginning of period Allowance for Possible Loan Losses $ 1,302 $ 1,148 $ 1,148 Loans Charged Off: Real Estate - residential -- 20 20 Commercial 79 68 107 Installment 111 142 189 -------- -------- -------- 190 230 316 Recoveries: Real Estate - residential 4 -- -- Commercial 11 -- 5 Installment 12 26 29 -------- -------- -------- 27 26 34 Net Charge-offs 163 204 282 Additions Charged to Operations 423 295 436 -------- -------- -------- Balance at end of period: $ 1,562 $ 1,239 $ 1,302 ======== ======== ======== Average Loans Outstanding $117,399 $112,371 $112,579 ======== ======== ======== Ratio of net charge-offs to Average loans outstanding for the period .14% .18% .25% Ratio of the Allowance for Loan Losses to Loans Outstanding for the period 1.30% 1.09% 1.14% 18 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Allowance for Possible Loan Losses - continued - ---------------------------------------------- The corporation has allocated the allowance for possible loan losses to specific portfolio segments based upon historical net charge-off experience, changes in the level of non-performing assets, local economic conditions and management experience as presented in Table Ten. The Corporation has historically maintained the allowance for loan losses at a level greater than actual charge-offs. In determining the allocation of the allowance for possible loan losses, charge-offs for 2001 are anticipated to be within the historical ranges. Although a subjective evaluation is determined by management, the corporation believes it has appropriately assessed the risk of loans in the loan portfolio and has provided for an allowance which is adequate based on that assessment. Because the allowance is an estimate, any change in the economic conditions of the corporation's market area could result in new estimates which could affect the corporation's earnings. Management monitors loan quality through reviews of past due loans and all significant loans which are considered to be potential problem loans on a monthly basis. The internal loan review function provides for an independent review of commercial, real estate, and installment loans in order to measure the asset quality of the portfolio. Management's review of the loan portfolio has not indicated any material amount of loans, not disclosed in the accompanying tables and discussions which are known to have possible credit problems that cause management to have serious doubts as to the ability of each borrower to comply with their present loan repayment terms. Table Ten Loan Portfolio - Allocation of allowance for possible loan losses The following table presents an allocation of the allowance for possible loan losses at each of the five year periods ended December 31, 2000, and the nine month period ended September 30, 2001 ( expressed in thousands). The allocation presented below is based on the historical average of net charge offs per category combined with the change in loan growth and management's review of the loan portfolio. September 30, December 31, ---------------- ------------------------------------------------------------------------------------------- 2001 2000 1999 1998 1997 1996 ---------------- ---------------- ---------------- ---------------- ---------------- ----------------- Percent Percent Percent Percent Percent Percent of loans of loans of loans of loans of loans of loans in each in each in each in each in each in each category category category category category category to total to total to total to total to total to total Amount loans Amount loans Amount loans Amount loans Amount loans Amount loans ------ -------- ------ -------- ------ -------- ------ -------- ------- -------- ------ -------- Real estate - residential $ 250 36.8% $ 241 37.9% $ 238 36.2% $ 208 34.2% $ 202 34.6% $ 192 36.5% Commercial 779 39.2 549 37.0 490 38.7 490 37.8 622 38.0 619 39.1 Installment 513 17.9 492 20.9 400 22.2 374 23.8 343 23.6 298 21.6 Others 20 6.1 20 4.2 20 2.9 20 4.2 20 3.8 20 2.8 Unallocated -- -- -- -- -- -- 31 -- 31 -- 31 - ------ ----- ------ ----- ------ ----- ------ ----- ------ ------ ------ ----- Total $1,562 100.0% $1,302 100.0% $1,148 100.0% $1,123 100.0% $1,218 100.0% $1,160 100.0% ====== ===== ====== ===== ====== ===== ====== ===== ====== ====== ====== ===== 19 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Deposits - -------- Total deposits were $190,963,210 at September 30, 2001 as compared to $173,668,578 at December 31, 2000, an increase of 10.0%. Approximately $9.6 million or 5.5% of the increase in deposits during 2001 primarily was due to the acquisition of the deposits of United National Bank's New Martinsville branch office. Deposit growth increased primarily in savings and time deposits. At September 30, 2001, noninterest bearing deposits comprised 10% of total deposits and interest bearing deposits which include NOW, money market, savings and time deposits comprised 90% of total deposits. There were no changes in the deposit mix from December 31, 2000 to September 30, 2001. Table Eleven Deposits The following table presents other time deposits of $100,000 or more issued by domestic offices by time remaining until maturity of 3 months or less; over 3 through 6 months; over 6 through 12 months; and over 12 months. (Unaudited) September 30, 2001 Maturities of Time Deposits in Excess of $100,000 ------------------------------------------------------------ In Three Over Three Over Six Over Months And Less Than And Less Than Twelve Or Less Six Months Twelve Months Months TOTAL -------- ------------- --------------- ------ ------ (Expressed in Thousands) Time Certificates of Deposit $3,947 $3,486 $3,792 $6,561 $17,786 December 31, 2000 Maturities of Time Deposits in Excess of $100,000 ------------------------------------------------------------- In Three Over Three Over Six Over Months And Less Than And Less Than Twelve Or Less Six Months Twelve Months Months TOTAL -------- ------------- --------------- ------ ------ (Expressed in Thousands) Time Certificates of Deposit $4,614 $2,808 $3,863 $6,171 $17,456 Federal funds purchased and repurchase agreements - ------------------------------------------------- Federal funds purchased and repurchase agreements are short-term borrowings, of which repurchase agreements represent the largest component. Repurchase agreements were $7,623,043 at September 30, 2001, a decrease of $6,903,285, as compared to December 31, 2000. The decrease of repurchase agreements was primarily due to the reduction in the balance maintained by one existing commercial customer. 20 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - -------------------------------------------------------------------------------- Capital Resources - ----------------- A strong capital base is vital to continued profitability because it promotes depositor and investor confidence and provides a solid foundation for future growth. Stockholders' equity increased 5.7% during the first nine months of 2001 entirely from current earnings after quarterly dividends, and an increase of 4.6% resulting from the effect of the change in the net unrealized gain (loss) on securities available for sale. Stockholders' equity amounted to 9.1% of total assets at September 30, 2001 as compared to 8.8% at December 31, 2000. The Holding Company's primary source of funds for payment of dividends to shareholders is from the dividends from its subsidiary banks. Earnings from subsidiary bank operations are expected to remain adequate to fund payment of stockholders' dividends and internal growth. In management's opinion, the subsidiary banks have the capability to upstream sufficient dividends to meet the cash requirements of the Holding Company. The Holding Company is subject to regulatory risk-based capital guidelines administered by the Federal Reserve Board. These risk-based capital guidelines establish minimum capital ratios of Total capital, Tier 1 Capital, and Leverage to assess the capital adequacy of bank holding companies. The following chart shows the regulatory capital levels for the company at September 30, 2001, September 30, 2000, and December 31, 2000: September 30, Dec. 31 -------------- ------- Ratio Minimum 2001 2000 2000 - ----- ------- ------ ----- ------ Leverage Ratio 3% 8.5 8.2 8.3 Risk Based Capital Tier 1 (core) 4% 13.2 13.9 14.3 Tier 2 (total) 8% 14.3 14.9 15.4 Liquidity - --------- Liquidity management ensures that funds are available to meet loan commitments, deposit withdrawals, and operating expenses. Funds are provided by loan repayments, investment securities maturities, or deposits, and can be raised by liquidating assets or through additional borrowings. The corporation had investment securities with an estimated market value of $62,737,106 classified as available for sale at September 30, 2001. These securities are available for sale at any time based upon management's assessment in order to provide necessary liquidity should the need arise. In addition, the Holding Company's subsidiary banks, Progressive Bank, N.A., and Progressive Bank, N.A.- Buckhannon, are members of the Federal Home Loan Bank of Pittsburgh (FHLB). Membership in the FHLB provides an additional source of short-term and long-term funding, in the form of collateralized advances. The subsidiary banks had an available line with the FHLB in the aggregate amount of $10,446,000 at September 30, 2001. As of September 30, 2001 there were no borrowings outstanding pursuant to these agreements. At September 30, 2001 and December 31, 2000, the Holding Company had outstanding loan commitments and unused lines of credit totaling $18,775,000 and $14,307,000, respectively. As of September 30, 2001, management placed a high probability for required funding within one year of approximately $13,863,000. Approximately $3,365,000 is principally unused home equity and credit card lines on which management places a low probability for required funding. 21 FIRST WEST VIRGINIA BANCORP, INC. PART I Item 3 Quantitative and Qualitative Disclosures About Market Risk - ------------------------------------------------------------------ The Company's subsidiary banks use an asset/liability model to measure the impact of changes in interest rates on net interest income on a periodic basis. Assumptions are made to simulate the impact of future changes in interest rates and/or changes in balance sheet composition. The effect of changes in future interest rates on the mix of assets and liabilities may cause actual results to differ from simulated results. Guidelines established by the Company's subsidiary banks provide that the estimated net interest income may not change by more than 10% in a one year period given a +/- 200 basis point parallel shift in interest rates. Excluding the potential effect of interest rate changes on assets and liabilities of the Holding Company which are not deemed material, the anticipated impact on net interest income of the subsidiary banks at September 30, 2001 were as follows: given a 200 basis point increase scenario net interest income would be increased by approximately .8%, and given a 200 basis point decrease scenario net interest income would be reduced by approximately 6.9%. Under both interest rate scenarios the subsidiary banks were within the established guideline. PART II OTHER INFORMATION Item 1 Legal Proceedings - --------------------------- The nature of the business of the Holding Company's subsidiaries generates a certain amount of litigation involving matters arising in the ordinary course of business. The Company is unaware of any litigation other than ordinary routine litigation incidental to the business of the Company, to which it or any of its subsidiaries is a party or of which any of their property is subject. Item 2 Changes in Securities - ------------------------------- Inapplicable Item 3 Defaults Upon Senior Securities - ----------------------------------------- Inapplicable Item 4 Submission of Matters to Vote of Security Holders - ----------------------------------------------------------- Inapplicable Item 5 Other Information - --------------------------- Inapplicable Item 6 Exhibits and Reports on Form 8-K - ------------------------------------------ (a) Financial --------- The consolidated financial statements of First West Virginia Bancorp, Inc. and subsidiaries, for the three and nine month periods ended September 30, 2001, are incorporated by reference in Part I: (b) Reports on Form 8-K ------------------- No reports on Form 8-K have been filed during the quarter ended September 30, 2001. (c) Exhibits -------- The exhibits listed in the Exhibit Index on page 26 of this FORM 10-Q are incorporated by reference and/or filed herewith. 22 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. First West Virginia Bancorp, Inc -------------------------------- (Registrant) By: /s/ Charles K. Graham ----------------------------------------------------- Charles K. Graham President and Chief Executive Officer/Director By: /s/ Francie P. Reppy ----------------------------------------------------- Francie P. Reppy Senior Vice President and Chief Financial Officer Dated: October 31, 2001 23 EXHIBIT INDEX The following exhibits are filed herewith and/or are incorporated herein by reference. Exhibit Number Description - ------- ----------- 10.1 Employment Contract dated December 31, 2000 between First West Virginia Bancorp, Inc. and Charles K. Graham. Filed herewith and incorporated herein by reference. 10.2 Employment Contract dated December 31, 2000 between First West Virginia Bancorp, Inc. and Beverly A. Barker. Filed herewith and incorporated herein by reference. 10.4 Lease dated July 20, 1993 between Progressive Bank, N.A., formerly known as "First West Virginia Bank, N.A.", and Angela I. Stauver. Incorporated herein by reference. 10.5 Banking Services License Agreement dated October 26, 1994 between Progressive Bank, N.A., formerly known as "First West Virginia Bank, N.A.", and The Kroger Co. Incorporated herein by reference. 10.6 Lease dated November 14, 1995 between Progressive Bank, N.A. - Buckhannon and First West Virginia Bancorp, Inc. and O. V. Smith & Sons of Big Chimney, Inc. Incorporated herein by reference. 10.7 Lease dated May 20, 1998 between Progressive Bank, N.A. and Robert Scott Lumber Company. Incorporated herein by reference. 10.8 Lease dated May 12, 2001 between Progressive Bank, N.A. and Sylvan J. Dlesk and Rosalie J. Dlesk doing business as Dlesk Realty & Investment Company. Filed herewith and incorporated herein by reference. 11.1 Statement regarding computation of per share earnings. Filed herewith and incorporated herein by reference. 13.3 Summarized Quarterly Financial Information. Filed herewith and incorporated herein by reference. 15 Letter re unaudited interim financial information. Incorporated herein by reference. See Part 1, Notes to Consolidated Financial Statements 99.1 Independent Accountant's Report. Filed herewith and incorporated herein by reference 24