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 March 31, 2002 [ ] 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 May 10, 2002: Common Stock, $5.00 Par Value, shares outstanding 1,538,443 shares - --------------------------------------------------------------------- FIRST WEST VIRGINIA BANCORP, INC. PART I FINANCIAL INFORMATION 2 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED BALANCE SHEETS March 31, December 31, March 31, 2002 2001 2001 -------------- --------------- -------------- (Unaudited) ASSETS Cash and due from banks $ 5,953,542 $ 6,419,402 $ 5,052,957 Due from banks - interest bearing 9,122,040 9,075,314 9,345,209 ------------- --------------- ------------- Total cash and cash equivalents 15,075,582 15,494,716 14,398,166 Federal funds sold 7,442,000 7,632,000 6,770,000 Investment securities Available for sale (at fair value) 82,951,989 73,348,310 69,501,917 Held to maturity - fair value of $8,619,040 at March 31, 2002; $9,011,951 at December 31, 2001; and $10,388,938 at March 31, 2001 8,443,362 8,853,851 10,180,277 Loans, net of unearned income 130,372,616 120,943,839 114,761,411 Less allowance for possible loan losses (1,752,156) (1,645,972) (1,400,543) ------------- --------------- ------------- Net loans 128,620,460 119,297,867 113,360,868 Premises and equipment, net 4,303,610 4,005,353 3,914,424 Accrued income receivable 1,401,383 1,252,143 1,524,899 Intangible assets 2,037,029 547,300 613,863 Other assets 1,892,063 1,598,585 1,614,455 ------------- --------------- ------------- Total assets $ 252,167,478 $ 232,030,125 $ 221,878,869 ============= =============== ============= LIABILITIES Noninterest bearing deposits: Demand $ 21,559,708 $ 20,875,835 $ 16,366,235 Interest bearing deposits: Demand 31,671,285 31,452,855 25,733,278 Savings 72,703,547 69,545,369 64,959,200 Time 96,786,779 81,897,895 77,768,710 ------------- --------------- ------------- Total deposits 222,721,319 203,771,954 184,827,423 ------------- --------------- ------------- Federal funds purchased and repurchase agreements 7,457,884 6,537,648 16,509,818 Accrued interest on deposits 558,622 519,399 645,826 Other liabilities 1,221,212 952,156 960,833 ------------- --------------- ------------- Total liabilities 231,959,037 211,781,157 202,943,900 ------------- --------------- ------------- STOCKHOLDERS' EQUITY Common Stock - 2,000,000 shares authorized at $5 par value 1,538,443 shares issued at March 31, 2002, December 31, 2001, and March 31, 2001 7,692,215 7,692,215 7,692,215 Surplus 4,982,606 4,982,606 4,982,606 Retained Earnings 7,303,658 6,954,229 5,908,598 Accumulated other comprehensive income 229,962 619,918 351,550 ------------- --------------- ------------- Total stockholders' equity 20,208,441 20,248,968 18,934,969 ------------- --------------- ------------- Total liabilities and stockholders' equity $ 252,167,478 $ 232,030,125 $ 221,878,869 ============= =============== ============= The accompanying notes are an integral part of the financial statements 3 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF INCOME Three Months Ended March 31, 2002 2001 ---------- ---------- (Unaudited) INTEREST INCOME Interest and fees on loans and lease financing: Taxable $2,262,232 $2,419,957 Tax-exempt 119,322 70,621 Investment Securities: Taxable 822,006 952,412 Tax-exempt 160,160 130,464 Dividends 7,570 9,382 Other interest income 39,696 115,213 Interest on Federal Funds Sold 31,337 82,837 --------- ---------- Total interest income 3,442,323 3,780,886 INTEREST EXPENSE Deposits 1,248,836 1,654,060 Other borrowings 24,638 138,472 --------- ---------- Total interest expense 1,273,474 1,792,532 --------- ---------- Net interest income 2,168,849 1,988,354 PROVISION FOR POSSIBLE LOAN LOSSES 150,000 141,000 --------- ---------- Net interest income after provision for possible loan losses 2,018,849 1,847,354 NONINTEREST INCOME Service charges and other fees 138,095 127,084 Securities gains (losses) 17,477 1,647 Other operating income 90,964 78,860 --------- ---------- Total noninterest income 246,536 207,591 NONINTEREST EXPENSES Salary and employee benefits 697,979 633,215 Net occupancy expense of premises 221,137 202,998 Other operating expenses 501,182 380,115 --------- ---------- Total noninterest expense 1,420,298 1,216,328 --------- ---------- Income before income taxes 845,087 838,617 --------- ---------- INCOME TAXES 234,123 256,452 --------- ---------- Net income $ 610,964 $ 582,165 ========= ========== WEIGHTED AVERAGE SHARES OUTSTANDING 1,538,443 1,538,443 ========= ========== EARNINGS PER COMMON SHARE $ 0.40 $ 0.38 ========= ========== The accompanying notes are an integral part of the financial statements 4 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY Accumulated Common Stock Other ---------------------- Retained Comprehensive Comprehensive Shares Amount Surplus Earnings Income Income Total ---------- ----------- ----------- ----------- -------------- ------------ ----------- Balance, December 31, 2001 1,538,443 $ 7,692,215 $ 4,982,606 $ 6,954,229 $ 619,918 $ $20,248,968 Comprehensive income Net income for the three months ended March 31, 2002 -- -- -- 610,964 -- 610,964 610,964 Other comprehensive income, net of tax Unrealized gains (losses) on securities, net of reclassification adjustment (see disclosure) -- -- -- -- (389,956) (389,956) (389,956) ---------- Comprehensive income $ 221,008 ========== Cash dividend ($.17 per share) -- -- -- (261,535) -- (261,535) ----------- ------------ ------------ ------------ ----------- ------------- Balance, March 31, 2002(Unaudited) 1,538,443 $ 7,692,215 $ 4,982,606 $ 7,303,658 $ 229,962 $ 20,208,441 =========== ============ ============ =========== =========== ============= 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 three months ended March 31, 2001 -- -- -- 582,165 -- 582,165 582,165 Other comprehensive income, net of tax Unrealized gains (losses) on securities, net of reclassification adjustment (see disclosure) -- -- -- -- 389,238 389,238 389,238 ---------- Comprehensive income $ 971,403 ========== Cash dividend ($.17 per share) -- -- -- (261,534) -- (261,534) --------- ----------- ----------- ---------- ----------- ----------- Balance, March 31, 2001(Unaudited) 1,538,443 $ 7,692,215 $ 4,982,606 $5,908,598 $ 351,550 $18,934,969 ========= =========== =========== ========== =========== =========== For the three months ended March 31, 2002 2001 ---------- ---------- Disclosure of reclassification amount, net of tax: Unrealized holding gains (losses) arising during the period $ (379,001) $ 390,270 Less: reclassification adjustment for gains included in net income 10,955 1,032 ---------- ---------- Net unrealized gains (losses) on securities $ (389,956) $ 389,238 ========== ========== The accompanying notes are an integral part of the financial statements 5 First West Virginia Bancorp Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2002 2001 ----------------- --------------- (Unaudited) OPERATING ACTIVITIES Net Income $ 610,964 $ 582,165 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 150,000 141,000 Depreciation and amortization 103,043 76,650 Amortization of investment securities, net (45,663) (81,317) Investment security losses (gains) (17,477) (1,647) Decrease (increase) in interest receivable (149,240) 18,225 Increase (decrease) in interest payable 39,223 47,591 Other, net 207,759 17,008 ---------------- ------------ Net cash provided by operating activities 898,609 799,675 ---------------- ------------ INVESTING ACTIVITIES Net (increase) decrease in federal funds sold 190,000 (2,374,000) Net (increase) decrease in loans, net of charge offs (9,485,353) (759,732) Loans acquired in purchase of branch office 5,078,284 -- Proceeds from sales of securities available for sale 1,557,359 558,334 Proceeds from maturities of securities available for sale 65,780,000 30,188,923 Proceeds from maturities of securities held to maturity 410,000 700,000 Principal collected on mortgage-backed securities 3,694,867 1,417,050 Purchases of securities available for sale (81,194,412) (39,600,364) Purchases of securities held to maturity -- -- Recoveries on loans previously charged-off 12,759 8,823 Cash acquired in purchase of branch office 9,063,066 8,990,870 Purchases of premises and equipment (379,112) (1,236,335) ---------------- ------------ Net cash used by investing activities (5,272,542) (2,106,431) ---------------- ------------ FINANCING ACTIVITIES Net increase (decrease) in deposits 18,949,365 11,158,845 Deposits acquired in purchase of branch office (15,653,267) (9,612,129) Dividends paid (261,535) (261,534) Increase (decrease) in short term borrowings 920,236 1,983,490 ---------------- ------------ Net cash provided by financing activities $ 3,954,799 $ 3,268,672 ---------------- ------------ INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (419,134) 1,961,916 CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 15,494,716 12,436,250 ---------------- ------------ CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 15,075,582 $ 14,398,166 ================ ============ The accompanying notes are an integral part of the financial statements 6 First West Virginia Bancorp, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS March 31, 2002 AND 2001 1. The accompanying financial statements are unaudited. However in the opinion of management, they contain the adjustments ( all of which are normal and recurring in nature) necessary to present fairly the financial position and the results of operations. The notes to the financial statements contained in the annual report for December 31, 2001, should be read in conjunction with these financial statements. 2. The provision for income taxes is at a rate which management believes will approximate the effective rate for the year. 3. Certain prior year amounts have been reclassified to conform to the 2002 presentation. 7 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, 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 months ended March 31, 2002 and 2001. 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 2001 financial statements, the notes thereto and the related Management's Discussion and Analysis. OVERVIEW The Holding Company reported net income of $610,964 for the three months ended March 31, 2002 as compared to $582,165 for the same period during 2001. The 5.0% increase in earnings during the first quarter of 2002 over 2001 can be primarily attributed to increased net interest income and noninterest income, partially offset by the increase in noninterest expense and the provision for loan losses. Earnings per common share were $.40 in 2002 compared to $.38 in 2001. Operational earnings improved with net interest income increasing $180,495 or 9.1%, to $2,168,849 during the three months ended March 31, 2002 as compared to the same period in 2001. Net interest income increased primarily due to the decline in the average rates paid on interest bearing liabilities offset in part by the decrease in the average interest earned on loans and investment securities. The return on average assets (ROA), which measures the effectiveness of asset utilization to produce net income, was 1.06% and 1.12% at March 31, 2002 and 2001, respectively. The return on average equity (ROE), which measures the return on the stockholders' investment, was 12.56% and 12.90% at March 31, 2002 and 2001, respectively. The Board of Directors declared and paid cash dividends of $.17 per share during the first quarter of 2002 as compared to $.17 during the same period in 2001. During the first quarter of 2002, the Corporation's subsidiary, Progressive Bank, N.A., opened a full-service office at 1090 East Bethlehem Boulevard in Wheeling, West Virginia. Also, Progressive Bank, N.A. completed its transaction with Wheeling National Bank to purchase its New Martinsville branch office. In 2001 Progressive Bank, N.A. entered into a Purchase and Assumption Agreement with Wheeling National Bank to purchase the building, loans and deposits of Wheeling National's New Martinsville, West Virginia branch office located at 631 Third Street. Upon consummation of the transaction the facility was closed and consolidated with Progressive Bank's existing branch office located at 425 Third Street, New Martinsville, West Virginia. Total deposits acquired in the New Martinsville transaction were approximately $15.7 million and total loans were approximately $5.1 million. The Holding Company as of March 31, 2002 had total assets of $252,167,478 an increase of 8.7% over the $232,030,125 reported for the year ended December 31, 2001. Loans net of reserves increased during the first quarter of 2002 by $9,322,593 to $128,620,460, as compared to $119,297,867 reported at December 31, 2001. Total deposits increased in 2002 by $18,949,365, from $203,771,954 at December 31, 2001 to $222,721,319 at March 31, 2002. The allowance for loan losses amounted to $1,752,156 at March 31, 2002 or 1.3% of total loans, compared to $1,645,972 or 1.4% of total loans at December 31, 2001. Non-performing assets were $1,369,000 at March 31, 2002, as compared to $1,317,000 at December 31, 2001. Table One is a five-year summary of Selected Financial Data of the Holding Company. The sections that follow discuss in more detail the information summarized in Table One. 8 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, figures in thousands, except per share data) First West Virginia Bancorp, Inc. Three months ended Years ended March 31, December 31, ---------------------- ---------------------------------------------- 2002 2001 2001 2000 1999 1998 --------- -------- -------- --------- --------- --------- SUMMARY OF OPERATIONS Total interest income $ 3,442 $ 3,781 $ 14,772 $ 14,869 $ 13,207 $ 12,452 Total interest expense 1,273 1,793 6,422 7,155 5,602 5,324 Net interest income 2,169 1,988 8,350 7,714 7,605 7,128 Provision for loan losses 150 141 573 436 348 256 Total other income 246 208 942 880 1,073 787 Total other expenses 1,420 1,216 5,324 4,816 4,740 4,674 Income before income taxes 845 839 3,395 3,341 3,590 2,985 Net income 611 582 2,412 2,326 2,450 2,033 PER SHARE DATA (1) Net income $ .40 $ .38 $ 1.57 $ 1.51 $ 1.59 $ 1.32 Cash dividends declared .17 .17 .68 .64 .54 .48 Book value per share 13.14 12.31 13.16 11.85 10.44 10.05 AVERAGE BALANCE SHEET SUMMARY Total loans, net $ 123,877 $114,303 $118,224 $ 112,579 $105,775 $ 99,345 Investment securities 80,292 71,112 73,639 69,548 59,716 47,911 Deposits - Interest Bearing 184,116 159,635 168,820 155,172 141,768 127,520 Stockholders' equity 19,727 18,292 18,902 17,448 16,087 14,697 Total Assets 232,862 209,977 217,006 203,529 183,436 164,630 BALANCE SHEET Investments $ 91,395 $ 79,682 $ 82,202 $ 72,242 $ 59,394 $ 54,080 Loans 130,372 114,761 120,944 114,053 110,489 103,555 Other Assets 30,400 27,436 28,884 21,598 19,290 13,760 -------- ------- ------- --------- ------- -------- Total Assets $ 252,167 $221,879 $232,030 $ 207,893 $189,173 $ 171,395 ======== ======= ======= ========= ======= ======== Deposits $ 222,721 $184,827 $203,772 $ 173,669 $161,558 $ 147,785 Federal funds purchased and Repurchase Agreements 7,458 16,510 6,538 14,526 10,274 6,994 Other Liabilities 1,780 1,607 1,471 1,473 1,285 1,155 Shareholders' Equity 20,208 18,935 20,249 18,225 16,056 15,461 -------- ------- ------- --------- ------- -------- Total Liabilities and Shareholders' Equity $ 252,167 $221,879 $232,030 $ 207,893 $189,173 $ 171,395 ======== ======= ======= ========= ======= ======== SELECTED RATIOS Return on average assets 1.06% 1.12% 1.11% 1.14% 1.34% 1.23% Return on average equity 12.56% 12.90% 12.76% 13.33% 15.23% 13.83% Average equity to average assets 8.47% 8.71% 8.71% 8.57% 8.77% 8.93% Dividend payout ratio (1) 42.50% 44.74% 43.31% 42.38% 33.96% 36.36% Loan to Deposit ratio 58.54% 62.09% 59.35% 65.67% 68.39% 70.07% (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. - ------------------------------------------------------------------------------ 9 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 Net interest income, which is the difference between interest earned on loans and investments and interest paid on deposits and other liabilities, is the primary source of earnings for the Holding Company. 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. Table Two presents the average balance sheets and an interest rate analysis for the three months ended March 31, 2002 and 2001. Net interest income was $2,168,849 for the three months ended March 31, 2002, an increase of $180,495 or 9.1%, from the same period in 2001. Net interest income increased during the first quarter of 2002 compared to the same period in 2001 primarily due to the decline in interest rates paid on deposit liabilities, offset in part by the decrease in interest earned on loans and investment securities. During the three months ended March 31, 2002, interest expense decreased $519,058 or 29.0% as compared to the same period in 2001. Interest expense decreased as a result of a decrease in the average rates paid on interest bearing liabilities. The average yield paid on interest bearing liabilities decreased .89%, from 3.59% at December 31, 2001 to 2.70% at March 31, 2002. The decrease in the average yield on interest bearing liabilities during the first quarter of 2002 was primarily due to the decrease in the interest rates paid on savings deposits and time deposits. Interest income on investment securities decreased $100,710 or 9.3% during the three months ended March 31, 2002 over 2001. The decrease in the interest earned on investment securities primarily contributed to the increase in net interest income during the first quarter of 2002. The average volume of investment securities increased $6,653,000 since December 31, 2001. The average yield on investment securities decreased .66%, from 5.62% at December 31, 2001 to 4.96% at March 31, 2002. Interest and fees on loans decreased $109,024 or 4.4% for the three month period ended March 31, 2002 as compared the same period in 2001. The decreased interest income on loans and lease financing resulted primarily from a decrease in the average rates earned. The average yield on loans decreased from 8.50% at December 31, 2001 to 7.80% at March 31, 2002. The changes in the volume and mix of earning assets and interest bearing liabilities combined with the changes in the market rates of interest resulted in taxable equivalent net interest yields on average earning assets of 4.30% at March 31, 2002, as compared to 4.35% at December 31, 2001 and 4.24% at March 31, 2001. 10 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - ------------------------------------------------------------------------------ Noninterest Income Service charges and other fees represent the major component of noninterest income. These charges are earned from assessments made on checking and savings accounts. Service charges increased $11,011 during the three months ended March 31, 2002, up 8.7%, from the same period in 2001. Sales of investment securities for the three month periods ended March 31, 2002 and 2001 were primarily the result of sales by the Holding Company and by the subsidiary banks. The Holding Company accounted for securities gains of $1,344 and securities losses of $1,096 during the period ended March 31, 2002 and securities gains of $11,129 and securities losses of $9,387 during the period ended March 31, 2001 and those sales were attributable to sales of marketable equity securities. The subsidiary banks accounted for securities gains of $17,717 and securities losses of $488 during the period ended March 31, 2002 and securities gains of $365 and securities losses of $460 during the period ended March 31, 2001 and those sales were attributable to sales of securities available for sale. Other operating income represents fees from safe deposit box rentals, sales of checkbooks, sales of cashiers' checks and money orders, utility collections, ATM charges and card fees, home equity credit line fees, credit life commissions, credit card fees and commissions and various other charges and fees related to normal customer banking relationships. During the first quarter of 2002, other operating income was $90,964, an increase of $12,104 or 15.4% compared to the same period in 2001. The increase in other operating income resulted primarily from an increase in ATM fees and an increase in checkbook sales during the first quarter of 2002. Non-Interest Expense Salary and employee benefits is the largest component of noninterest expense. Salary and employee benefits increased $64,764 or 10.2% during the three months ended March 31, 2002 over the same period in 2001. The increase in salary and employee benefits in 2002 compared to 2001 was primarily due to the hiring of personnel for the Moundsville, New Martinsville and Bethlehem, West Virginia offices combined with the normal annual merit adjustments. The major components of other operating expenses include: stationery and supplies, directors' fees, service expense, postage and transportation, other taxes, advertising, and regulatory assessment and deposit insurance. Other operating expenses increased $121,067 or 31.9% for the three months ended March 31, 2002 over 2001. The increase in other operating expenses during the first quarter of 2002 was primarily due to the increases in deposit premium amortization, service expense, postage and transportation expense, stationery and supplies expense, other taxes, director's fees, advertising, and other expenses. Income Taxes Income tax expense for the period ended March 31, 2002 was $234,123, a decrease of 8.7% over the same period in 2001. Income tax expense decreased primarily due to an increase in tax exempt income during the first quarter of 2002 over the same period in 2001. Components of the income tax expense for March 31, 2002 were $189,386 for federal taxes and $44,737 for West Virginia corporate net income taxes. For federal income tax purposes, tax-exempt income is based on qualified state, county, and municipal bonds and loans. Tax-exempt income was $279,482 and $201,085 for the three month periods ended March 31, 2002 and 2001, respectively. Federal income tax rates and West Virginia corporate net income tax rates remain consistent at 34% and 9%, respectively, for the three months ended March 31, 2002 and 2001 and for the year ended December 31, 2001. 11 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 three months ended March 31, 2002 and March 31, 2001 and the year ended December 31, 2001. Average balance sheet information as of March 31, 2002 and March 31, 2001 and the year ended December 31, 2001 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 March 31, 2002 and 2001. For the three For the three months ended months ended March 31, 2002 December 31, 2001 March 31, 2001 ----------------------------- ------------------------------ ---------------------------- 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 $ 29,440 $ 316 4.35% $ 29,143 $ 1,624 5.57% $ 38,605 $ 600 6.30% Mortgage-backed securities 26,343 376 5.79% 22,952 1,454 6.33% 16,233 276 6.90% Obligations of states and political subdivisions 16,269 177 4.41% 15,578 704 4.52% 12,821 153 4.84% Other securities 8,240 113 5.56% 5,966 353 5.92% 3,453 54 6.34% ------- ------ ------ ------- ------- ------- ------- ----- ------ Total Investment securities: 80,292 982 4.96% 73,639 4,135 5.62% 71,112 1,083 6.18% Interest bearing deposits 9,126 37 1.64% 7,869 295 3.75% 8,441 112 5.38% Federal funds sold 8,205 31 1.53% 6,594 241 3.65% 6,124 83 5.50% Loans, net of unearned income 123,877 2,382 7.80% 118,224 10,054 8.50% 114,303 2,491 8.84% Other earning assets 703 10 5.77% 707 47 6.65% 703 12 6.92% ------- ------ ------ ------- ------- ------- ------- ----- ------ Total earning assets 222,203 3,442 6.28% 207,033 14,772 7.14% 200,683 3,781 7.64% Cash and due from banks 5,092 4,811 4,740 Bank premises and equipment 4,098 3,786 3,374 Other assets 3,166 2,893 2,549 Allowance for possible loan losses (1,697) (1,517) (1,369) ------- ------- ------- Total Assets $232,862 $ 217,006 $209,977 ======== ======= ======= LIABILITIES Certificates of deposit $ 85,282 $ 987 4.69% $ 77,214 $ 4,273 5.53% $ 73,543 $ 1,070 5.90% Savings deposits 68,286 213 1.27% 64,360 1,579 2.45% 61,494 511 3.37% Interest bearing demand deposits 30,548 48 0.64% 27,246 280 1.03% 24,598 74 1.22% Federal funds purchased and Repurchase agreements 7,329 25 1.38% 10,034 290 2.89% 14,678 138 3.81% ------- ------ ------ ------- ------- ------- ------- ----- ------ Total interest bearing liabilities 191,445 1,273 2.70% 178,854 6,422 3.59% 174,313 1,793 4.17% Demand deposits 20,166 17,844 15,836 Other liabilities 1,524 1,406 1,536 ------- ------- ------- Total Liabilities 213,135 198,104 191,685 STOCKHOLDERS' EQUITY 19,727 18,902 18,292 ------- ------- ------- Total Liabilities and Stockholders' Equity $232,862 $ 217,006 $209,977 ======= ======= ======= Net yield on earning assets $2,169 3.96% $ 8,350 4.03% $ 1,988 4.02% ====== ====== ======= ====== ====== ===== 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 March 31, 2002 and 2001, and the year ended December 31, 2001, respectively. The effect of this adjustment is presented below (in thousands). Obligations of states and political subdivisions: Investment securities $ 16,269 $ 284 7.08% $ 15,578 $ 1,119 7.18% $ 12,821 $ 217 6.85% Loans 123,877 2,461 8.06% 118,224 10,301 8.71% 114,303 2,538 9.00% ======== ====== ==== ======== ====== ===== ======= ====== ===== Total earning assets $ 222,203 $ 3,628 6.62% $ 207,033 $15,434 7.45% $200,683 $ 3,892 7.86% ======== ====== ==== ======== ====== ===== ======= ====== ===== Taxable equivalent net yield on earning assets $ 2,355 4.30% $ 9,012 4.35% $ 2,099 4.24% ====== ==== ====== ===== ====== ===== 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 $9,193,190 or 11.2% from $82,202,161 at December 31, 2001, to $91,395,351 at March 31, 2002. Taxable securities comprised 85.2% of total securities at March 31, 2002, as compared to 81.0% at December 31, 2001. 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 $9,603,679 or 13.1% from December 31, 2001, and represented 91% of the investment portfolio at March 31, 2002. The increase was primarily due to the purchase of mortgage- backed securities. The held to maturity securities decreased $410,489 or 4.6% from December 31, 2001 and represented 9% of the investment portfolio as of March 31, 2002. The decrease was primarily the result of maturities of 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 $366,882 and $989,018 at March 31, 2002 and December 31, 2001, respectively. The market value of securities classified as held to maturity was above book value by $175,678 and $158,100 at March 31, 2002 and December 31, 2001, respectively. Table Three Investment Portfolio The following table presents the book values of investment securities: (in thousands) (Unaudited): March 31, December 31, March 31, 2002 2001 2001 ----------- ----------- --------- Securities held to maturity: Obligations of states and political subdivisions $ 8,443 $ 8,854 $ 10,180 ------- ------ ------- Total held to maturity $ 8,443 $ 8,854 $ 10,180 ------- ------ ------- Securities available for sale: U.S. Treasury securities and obligations of U.S. Government corporations and agencies 33,922 $ 31,353 $ 38,443 Obligations of states and political subdivisions 7,252 7,917 3,270 Corporate debt securities 7,192 8,086 6,053 Mortgage-backed securities 34,053 25,535 21,282 Equity Securities 533 457 454 ------ ------- ------- Total available for sale 82,952 73,348 69,502 ------ ------- ------- Total $ 91,395 $ 82,202 $ 79,682 ====== ======= ======= - ------------------------------------------------------------------------------- 13 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - ------------------------------------------------------------------------------ Table Four 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 March 31, 2002 and December 31, 2001 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. March 31, 2002 December 31, 2001 --------------------------------------------- ---------------------------------------- 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 $ -- --% $ 11,981 2.50% $ -- --% $ 12,264 2.89% After One But Within Five Years -- -- 19,744 4.08 -- -- 15,284 4.38 After Five But Within Ten Years -- -- 1,020 6.39 -- -- 2,521 6.43 After Ten Years -- -- 1,177 2.42 -- -- 1,284 3.03 ------ ----- ------ ----- ------ ---- ------- ----- -- -- 33,922 3.53 -- -- 31,353 3.91 States & Political Subdivisions Within One Year 895 6.26 2,637 4.77 960 6.46 1,499 4.65 After One But Within Five Years 3,846 6.11 3,100 5.13 4,043 6.21 4,914 5.43 After Five But Within Ten Years 3,702 6.67 1,269 6.26 3,851 6.65 1,260 6.30 After Ten Years -- -- 246 6.60 -- -- 244 6.66 ------ ----- ------ ----- ------ ---- ------- ----- 8,443 6.37 7,252 5.25 8,854 6.43 7,917 5.46 Corporate Debt Securities Within One Year -- -- -- -- -- -- 1,251 2.85 After One But Within Five Years -- -- 5,624 5.67 -- -- 5,871 5.49 After Five But Within Ten Years -- -- 1,568 6.67 -- -- 964 7.05 ------ ----- ------ ----- ------ ---- ------- ----- -- -- 7,192 5.89 -- -- 8,086 5.27 Mortgage-Backed Securities -- -- 34,053 5.62 -- -- 25,535 5.75 Equity Securities -- -- 533 2.39 -- -- 457 2.67 ------ ----- ------ ----- ------ ---- ------- ----- Total $ 8,443 6.37% $ 82,952 4.74% $ 8,854 6.43% $ 73,348 4.86% ====== ==== ====== ===== ====== ==== ======= ===== - ------------------------------------------------------------------------------ 14 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - ------------------------------------------------------------------------------ Loans - ----- Loans increased $9,428,777 or 7.8% from December 31, 2001. The loan growth during the first quarter of 2002 can be attributed primarily to the increases in residential real estate loans, commercial loans and other loans, offset in part by the decrease in consumer loans. Real estate residential loans which include real estate construction, real estate farmland, and real estate residential loans comprise thirty-eight percent (38%) of the loan portfolio. Commercial loans which include real estate secured by non-farm, non residential and commercial and industrial loans comprise forty percent (40%) of the loan portfolio. Installment loans comprise fifteen percent (15%) of the loan portfolio. Other loans include nonrated industrial development obligations, direct financing leases and other loans comprise seven percent (7%) of the loan portfolio. The changes in the composition of the loan portfolio from December 31, 2001 to March 31, 2002 were a 1% increase in residential real estate loans and a 1% decrease in installment 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 Five Loan Portfolio (Unaudited) Loans outstanding are as follows (in thousands) : March 31, December 31, --------------------------- ----------- 2002 2001 2001 Real Estate - Residential Real estate-construction $ 449 $ 183 $ 395 Real estate-farmland 193 128 212 Real estate-residential 49,073 42,596 44,554 ---------- ---------- ---------- $ 49,715 $ 42,907 $ 45,161 ---------- ---------- ---------- Commercial Real estate-secured by nonfarm, nonresidential $ 38,464 $ 29,732 $ 34,525 Commercial & industrial 14,020 14,093 13,889 ---------- ---------- ---------- $ 52,484 $ 43,825 $ 48,414 ---------- ---------- ---------- Installment Installment and other loans to individuals $ 19,196 $ 23,047 $ 19,517 ---------- ---------- ---------- Others Nonrated industrial development obligations $ 9,067 $ 4,880 $ 7,784 Other loans 29 191 187 ---------- ---------- ---------- $ 9,096 $ 5,071 $ 7,971 ---------- ---------- ---------- Total 130,491 114,850 121,063 Less unearned interest 119 89 119 ---------- ---------- ---------- $ 130,372 $ 114,761 $ 120,944 ========== ========== ========== 15 First West Virginia Bancorp, Inc. Management's Discussion and Analysis of the Financial Condition and Results of Holding Company Operations - ------------------------------------------------------------------------------ Table Six 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 March 31, 2002 and December 31, 2001 (in thousands) (Unaudited): March 31, 2002 ----------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Commercial $ 1,122 $ 7,022 $ 5,876 Real Estate - construction 175 5 269 --------- --------- --------- Total $ 1,297 $ 7,027 $ 6,145 ========= ========= ========= December 31, 2001 ----------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Commercial $ 966 $ 6,465 $ 6,458 Real Estate - construction 165 6 224 --------- --------- --------- Total $ 1,131 $ 6,471 $ 6,682 ========= ========= ========= The following table presents an analysis of fixed and variable rate loans as of March 31, 2002 and December 31, 2001 along with the contractual maturities of loans other than installment loans and residential mortgages (in thousands) (Unaudited): March 31, 2002 ----------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Fixed Rates $ 1,178 $ 4,270 $ 1,715 Variable Rates 119 2,757 4,430 --------- --------- --------- Total $ 1,297 $ 7,027 $ 6,145 ========= ========= ========= December 31, 2001 ----------------------------------------- After one In one Year Through After Year or Less Five Years Five Years ------------ ------------ ---------- Fixed Rates $ 1,095 $ 4,585 $ 1,557 Variable Rates 36 1,886 5,125 ---------- --------- --------- Total $ 1,131 $ 6,471 $ 6,682 ========== ======== ======== - --------------------------------------------------------------------------- 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 $1,369,000 at March 31, 2002 and $1,317,000 at December 31, 2001. Loans classified as non-accrual were $1,261,000 or 1.0% of total loans as of March 31, 2002, as compared to $1,184,000 or 1.0% of total loans at December 31, 2001. There were no loans classified as renegotiated as of March 31, 2002 and December 31, 2001. The loans past due 90 days or more decreased $25,000 to $48,000 at March 31, 2002. Other real estate owned was $60,000 at March 31, 2002 and December 31, 2001. Management continues to monitor the non-performing assets to ensure against deterioration in collateral values. Table Seven 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): March 31, December 31, ------------------ ------------ 2002 2001 2001 Past Due 90 Days or More: Real Estate - residential $ 44 $ 7 $ 21 Commercial 4 1,520 26 Installment - 144 26 ------- ------- ----------- $ 48 $ 1,671 $ 73 ------- ------- ----------- Non-accrual: Real Estate - residential $ 63 $ 20 $ 27 Commercial 1,160 880 1,124 Installment 38 42 33 ------- ------- ----------- $ 1,261 $ 942 $ 1,184 ------- ------- ----------- Other Real Estate $ 60 $ 80 $ 60 ------- ------- ----------- Total non-performing assets $ 1,369 $ 2,693 $ 1,317 ====== ======= =========== Total non-performing assets to total loans and other real estate 1.05% 2.35% 1.09% 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 $27,700 and $27,000 for the periods ended March 31, 2002 and 2001, respectively. As of March 31, 2002, 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 $150,000 during the three months ended March 31, 2002, as compared to $141,000 during the same period of the prior year. The allowance for possible loan losses represented 1.3% and 1.4% of total loans outstanding at March 31, 2002 and December 31, 2001, respectively. Net loan charge-offs for the three months ended March 31, 2002 were primarily commercial 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. Table Eight 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 ------------------------------------ March 31, December 31, ------------------ ------------ 2002 2001 2001 Balance at Beginning of period Allowance for Possible Loan Losses $ 1,646 $ 1,302 $ 1,302 Loans Charged Off: Real Estate - residential -- -- -- Commercial 55 30 95 Installment 2 21 164 -------- -------- --------- 57 51 259 Recoveries: Real Estate - residential - 1 4 Commercial 10 1 12 Installment 3 6 14 -------- -------- --------- 13 8 30 Net Charge-offs 44 43 229 Additions Charged to Operations 150 141 573 -------- -------- --------- Balance at end of period: $ 1,752 $ 1,400 $ 1,646 ======== ======== ========= Average Loans Outstanding $ 123,877 $ 114,303 $ 118,224 ======== ======== ========= Ratio of net charge-offs to Average loans outstanding for the period .04% .04% .19% Ratio of the Allowance for Loan Losses to Loans Outstanding for the period 1.34% 1.22% 1.36% - ------------------------------------------------------------------------------ 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 Nine. 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 2002 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 Nine 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, 2001, and the three month period ended March 31, 2002 ( 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. March 31, December 31, --------------- ----------------------------------------------------------------------------------------------- 2002 2001 2000 1999 1998 1997 --------------- --------------- ---------------- -------------- ---------------- ------------------ 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 $ 266 35.0% $ 263 37.3% $ 241 37.9% $ 238 36.2% $ 208 34.2% $ 202 34.6% Commercial 883 37.6 821 40.0 549 37.0 490 38.7 490 37.8 622 38.0 Installment 582 24.1 541 16.1 492 20.9 400 22.2 374 23.8 343 23.6 Others 21 3.3 21 6.6 20 4.2 20 2.9 20 4.2 20 3.8 Unallocated -- -- -- -- -- -- -- -- 31 -- 31 -- ------ ----- ------ ----- ---- ----- ---- ----- ---- ----- ----- ----- Total $1,752 100.0% $1,646 100.0% $1,302 100.0% $1,148 100.0% $1,123 100.0% $1,218 100.0% ====== ===== ====== ===== ===== ===== ===== ===== ===== ===== ===== ===== 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 $222,721,319 at March 31, 2002 as compared to $203,771,954 at December 31, 2001, an increase of 9.3%. Approximately $15.7 million or 7.7% of the increase in deposits during the first quarter of 2002 primarily was due to the acquisition of the deposits of Wheeling National Bank's New Martinsville branch office. Deposit growth increased primarily in time deposits. At March 31, 2002, 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 was no change in the deposit mix from December 31, 2001 to March 31, 2002. Table Ten 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) March 31, 2002 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 $ 4,420 $ 2,573 $ 3,769 $13,399 $ 24,161 December 31, 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 $ 3,876 $ 3,578 $ 3,200 $10,932 $ 21,586 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 $7,457,884 at March 31, 2002, an increase of $920,236, as compared to December 31, 2001. The increase of repurchase agreements was primarily due to an increase in the balances maintained by existing commercial customers. - ------------------------------------------------------------------------------ 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 1.8% during the first three months of 2002 entirely from current earnings after quarterly dividends, and decreased 2.0% resulting from the effect of the change in the net unrealized gain on securities available for sale. Stockholders' equity amounted to 8.0% of total assets at March 31, 2002 as compared to 8.7% at December 31, 2001. 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 March 31, 2002, March 31, 2001, and December 31, 2001: March 31, Dec. 31 -------------- ------- Ratio Minimum 2002 2001 2001 - ---------------------- -------- ------- ----- ----- Leverage Ratio 3% 7.5 8.3 8.4 Risk Based Capital Tier 1 (core) 4% 11.4 13.3 13.1 Tier 2 (total) 8% 12.5 14.4 14.3 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 $82,951,989 classified as available for sale at March 31, 2002. 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 $10,046,000 at March 31, 2002. As of March 31, 2002 there were no borrowings outstanding pursuant to these agreements. At March 31, 2002 and December 31, 2001, the Holding Company had outstanding loan commitments and unused lines of credit totaling $19,042,000 and $19,511,000, respectively. As of March 31, 2002, management placed a high probability for required funding within one year of approximately $13,868,000. Approximately $3,665,000 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 quantitative and qualitative disclosures about market risk at March 31, 2002 have not materially changed from the information presented in Item 7A of Form 10-K for the year ended December 31, 2001. 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 month period ended March 31, 2002, are incorporated by reference in Part I: ------ (b) Reports on Form 8-K ------------------- There were no reports on Form 8-K filed during the quarter ended March 31, 2002. (c) Exhibits -------- The exhibits listed in the Exhibit Index on page 24 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: May 10, 2002 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 21, 2001 between First West Virginia Bancorp, Inc. and Charles K. Graham. Incorporated herein by reference. 10.2 Employment Contract dated December 21, 2001 between First West Virginia Bancorp, Inc. and Beverly A. Barker. Incorporated herein by reference. 10.3 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. 10.4 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. 10.5 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. 10.6 Lease dated May 20, 1998 between Progressive Bank, N.A. and Robert Scott Lumber Company. Incorporated herein by reference. 10.7 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. 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