EXHIBIT 99
PLAN FINANCIAL STATEMENTS
THE DELAWARE COUNTY BANK AND
TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
Lewis Center, Ohio
FINANCIAL STATEMENTS
December 31, 2001 and 2000
CONTENTS
REPORT OF INDEPENDENT AUDITORS............................................ 1
FINANCIAL STATEMENTS
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS..................... 2
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS...................................................... 3
NOTES TO FINANCIAL STATEMENTS....................................... 4
SUPPLEMENTARY INFORMATION
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)...... 8
REPORT OF INDEPENDENT AUDITORS
The Delaware County Bank and Trust Company
Employee 401(k) Retirement Plan
Lewis Center, Ohio
We have audited the accompanying statements of net assets available for benefits
of The Delaware County Bank and Trust Company Employee 401(k) Retirement Plan as
of December 31, 2001 and 2000 and the related statement of changes in net assets
available for benefits for the year ended December 31, 2001. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on the financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe our audits provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan, as of
December 31, 2001 and 2000, and the changes in net assets available for benefits
for the year ended December 31, 2001 in conformity with accounting principles
generally accepted in the United States of America.
Our audit was conducted for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental schedule of assets (held at end of
year) is presented for purposes of complying with the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974, and is not a required part of the financial
statements. This supplemental schedule is the responsibility of the Plan's
management. The supplemental schedule has been subjected to the auditing
procedures applied in our audit of the financial statements, and in our opinion,
is fairly stated in all material respects in relation to the financial
statements taken as a whole.
/s/ Crowe, Chizek and Company LLP
Crowe, Chizek and Company LLP
Columbus, Ohio
April 16, 2002
- --------------------------------------------------------------------------------
1
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2001 and 2000
- --------------------------------------------------------------------------------
2001 2000
---------- ----------
ASSETS
Investments at fair value (Note 4) $3,357,573 $2,835,840
Cash 185 25,298
Receivables:
Accrued dividends 1,611 4,013
Employer contributions 45,045 4,408
Employee contributions 14,086 11,127
---------- ----------
Total receivables 60,742 19,548
---------- ----------
Net assets available for benefits $3,418,500 $2,880,686
========== ==========
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
2.
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year ended December 31, 2001
- --------------------------------------------------------------------------------
ADDITIONS
Additions to net assets attributed to:
Investment income
Net appreciation in fair value of investments (Note 4) $ 51,653
Interest and dividend income 82,244
----------
Total investment income 133,897
Cash contributions:
Employee 322,800
Employer 226,271
Total contributions 549,071
----------
Total additions 682,968
DEDUCTIONS
Benefits paid directly to participants 145,154
----------
Net increase 537,814
Net assets available for benefits
Beginning of year 2,880,686
----------
End of year $3,418,500
==========
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
3.
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
- -----------------------------------------------------------------------------
NOTE 1 - DESCRIPTION OF PLAN
The following description of The Delaware County Bank and Trust Company Employee
401(k) Retirement Plan (the "Plan") provides only general information.
Participants should refer to the Plan agreement for a more complete description
of the Plan's provisions.
GENERAL: The Plan is a defined contribution plan covering all eligible employees
of The Delaware County Bank and Trust Company (the "Company"). All employees who
are at least 20 years of age and complete one year of service are eligible to be
in the Plan. Each employee enters the plan on the first day of the plan quarter
following completion of the eligibility requirements. The Plan is subject to the
provisions of the Employee Retirement Security Act of 1974 (ERISA).
CONTRIBUTIONS: Participants may make salary deferral contributions at their
discretion up to 15% of their annual compensation. Participants direct the
investment of their contributions into various investment options offered by the
Plan. At the discretion of the Board of Directors, the Company matches the
participants' contributions up to a maximum of 6% of their annual compensation.
During 2001, the Company's matching contribution was 50% of employee
contributions up to the maximum of 6% of annual compensation. In addition, the
Board of Directors can provide for an additional Company contribution on a
discretionary basis. In 2001, the Company's discretionary contribution was 0.9%
of the Company's annual earnings. To be eligible to receive the discretionary
Company contribution, an employee must work 1,000 hours and be employed on the
last day of the plan year.
PARTICIPANT ACCOUNTS: Each participant's account is credited with the
participant's own contributions, the Company's contributions and plan earnings
and losses. Allocations of the Company contributions are based on participant
compensation and 401(k) contributions. Earnings and losses are allocated based
on account balances. The benefit to which a participant is entitled is the
benefit that can be provided from the participant's account.
RETIREMENT, DEATH AND DISABILITY: A participant is entitled to 100% of his or
her account balance upon retirement, death, or disability.
VESTING: Participants are immediately vested in their salary deferral
contribution and any earnings or losses thereon. Participants vest in Company
contributions and earnings or losses thereon as follows:
YEARS OF SERVICE VESTING PERCENTAGE
---------------- ------------------
Less than 1 0%
1 but less than 2 33%
2 but less than 3 66%
3 or more 100%
- -------------------------------------------------------------------------------
(Continued)
4.
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
- -----------------------------------------------------------------------------
NOTE 1 - DESCRIPTION OF PLAN (Continued)
Forfeitures of terminated participants' nonvested account balances are used to
reduce employer contributions. As of December 31, 2001, there were $9,487 of
forfeitures available to reduce future contributions.
PAYMENT OF BENEFITS: On termination of service with the Company, a participant
will receive a lump-sum amount equal to the value of his or her account.
LOAN PROVISIONS: Participants may borrow 50% of their vested account balance up
to a maximum of $50,000 minus any loan amounts repaid in the last 12 months. The
minimum loan request is $1,000.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING: The financial statements of the Plan are prepared under the
accrual method of accounting.
INVESTMENT VALUATION AND INCOME RECOGNITION: The Plan's investments are stated
at fair value as estimated by the Plan's trustee. If available, quoted market
prices are used to value investments. Common stock of DCB Financial Corp. (the
"Corporation") is listed on the over-the-counter bulletin board. The value of
the Company's common stock is based on the last known transaction prior to the
date of each statement of net assets available for benefits.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
ESTIMATES: The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires the plan
administrator to make estimates and assumptions that affect certain reported
amounts and disclosures, and actual results may differ from these estimates. A
significant change may occur in the near term for the estimates of investment
valuation.
PAYMENT OF BENEFITS: Benefits are recorded when paid.
- -------------------------------------------------------------------------------
(Continued)
5.
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
- -----------------------------------------------------------------------------
NOTE 3 - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the provisions of the Plan to discontinue its contributions at any time
and to terminate the Plan subject to the provisions of ERISA. In the event of
plan termination, participants would become 100% vested in their employer
contributions.
NOTE 4 - INVESTMENTS
The following table presents investments that represent 5% or more of the Plan's
net assets:
2001 2000
---- ----
INVESTMENTS AT FAIR VALUE AS DETERMINED
BY QUOTED MARKET PRICE:
Automated Cash Management Fund $ 907,479 $ 755,538
Federated Max Cap Fund 175,648 185,485
Federated Stock Trust Fund 301,018 277,727
Federated Stock and Bond Fund 352,410 321,980
INVESTMENTS AT ESTIMATED FAIR VALUE:
DCB Financial Corp. common stock 1,063,852 726,561
The Plan's investments (including investments bought, sold, as well as held
during the year) appreciated by $51,653 as detailed below:
Common stock $ 190,319
Mutual Funds (138,666)
-----------
$ 51,653
===========
During 2001, the Plan earned $82,244 of dividend and interest income.
NOTE 5 - PARTY-IN-INTEREST TRANSACTIONS
Parties-in-interest are defined under Department of Labor (DOL) Regulations as
any fiduciary of the plan, any party rendering services to the plan, the
employer, and certain others. The Delaware County Bank and Trust Company, the
employer, serves as the Plan trustee and is the custodian of the Plan assets.
Transactions during the year with parties-in-interest included investment in the
employer's common stock and contributions made by the employer.
At December 31, 2001, the Plan owned 82,790 shares of DCB Financial Corp. common
stock, valued at $12.85 per share for a total of $1,063,852. At December 31,
2000, the Plan owned 70,884 shares of DCB Financial Corp. common stock, value at
$10.25 per share for a total of $726,561. Expenses incurred in the
administration of the Plan are paid by the Company on behalf of the Plan.
- -------------------------------------------------------------------------------
(Continued)
6.
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
- -------------------------------------------------------------------------------
NOTE 6 - TAX STATUS
The Internal Revenue Service has determined and informed the Company by letter
dated January 4, 2000, that the Plan and related trust are designed in
accordance with applicable sections of the Internal Revenue Code (IRC). The Plan
document is in the process of being restated for recent law changes.
The Company identified several issues related to the calculation of the employer
contribution for the year ended December 31, 2001 and 2000. These issues
revealed deficiencies in the Plan's contribution calculation methods. The
Company is currently in the process of correcting these deficiencies.
- -------------------------------------------------------------------------------
7.
- --------------------------------------------------------------------------------
SUPPLEMENTARY INFORMATION
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2001
- --------------------------------------------------------------------------------
Name of plan sponsor: THE DELAWARE COUNTY BANK AND TRUST COMPANY
Employer identification number: 31-4376006
Three-digit plan number: 002
(c)
Description of
Investment including
(b) Maturity Date, Rate of (e)
Identity of Issue Interest Collateral, Par (d) Current
(a) or Borrower or Maturity Value Cost Value
- --- ----------- ----------------- ---- -----
Federated Funds Federated Money Market Fund @ $ 98
Investment in 99 shares of a
registered investment company
Federated Funds Federated Investors Auto Cash @ 907,479
Management Fund
Investment in 907,479 shares of a
registered investment company
Federated Funds Federated High Yield Trust Fund @ 21,671
Investment in 3,679 shares of a
registered investment company
Federated Funds Federated Bond Fund @ 50,584
Investment in 5,855 shares of a
registered investment company
Federated Funds Federated Stock Trust Fund @ 301,018
Investment in 8,869 shares of a
registered investment company
Federated Funds Federated Equity Income Fund @ 113,167
Investment in 6,830 shares of a
registered investment company
Federated Funds Federated Equity Funds - Growth @ 46,574
Strategy A
Investment in 1,820 shares of a
registered investment company
* Denotes parties-in-interest to the Plan.
@ Participant-directed investment. Cost basis disclosure not required.
- -------------------------------------------------------------------------------
8.
THE DELAWARE COUNTY BANK AND TRUST COMPANY
EMPLOYEE 401(k) RETIREMENT PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2001
- --------------------------------------------------------------------------------
Name of plan sponsor: THE DELAWARE COUNTY BANK AND TRUST COMPANY
Employer identification number: 31-4376006
Three-digit plan number: 002
(c)
Description of
Investment including
(b) Maturity Date, Rate of (e)
Identity of Issue Interest Collateral, Par (d) Current
(a) or Borrower or Maturity Value Cost Value
- --- ----------- ----------------- ---- -----
Federated Funds Federated Small Cap @ 73,358
Investment in 4,748 shares of a
registered investment company
Federated Funds Federated Equity Fund @ 55,616
Communications Technology Class A
Investment in 10,167 shares of a
registered investment company
Federated Funds Federated Max Cap Fund @ 175,648
Investment in 7,561 shares of a
registered investment company
Federated Funds Federated International Equity Fund @ 67,511
Investment in 4,483 shares of a
registered investment company
Federated Funds Federated Stock & Bond Fund @ 352,410
Investment in 19,732 shares of a
registered investment company
* DCB Financial Corp DCB Financial Corp Common Stock @ 1,063,852
Investment in 82,790 shares of common
stock
* Participant Notes Debt obligations of Plan participants
with interest rates ranging from 6.5%
to 9.5% 128,587
--------------
Total $ 3,357,573
==============
* Denotes parties-in-interest to the Plan.
@ Participant-directed investment. Cost basis disclosure not required.
- -------------------------------------------------------------------------------
9.