Exhibit 99
Financial statements and report of independent certified public accountants
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
December 31, 2001 and 2000
CONTENTS
Page
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS 3
FINANCIAL STATEMENTS
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS 4
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR
BENEFITS 5
NOTES TO FINANCIAL STATEMENTS 6
SUPPLEMENTAL INFORMATION
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES 10
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Administrative Committee
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
We have audited the accompanying statements of net assets available for benefits
of Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan (the 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 these 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 misstatement. 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 that our audits provide a
reasonable basis for our opinion.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental schedule has been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the Plan's net assets available for benefits 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.
/s/GRANT THORNTON LLP
Cincinnati, Ohio
May 16, 2002
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
2001 2000
----------- ----------------------------------------------
Participant Participant Nonparticipant
ASSETS Directed Directed Directed Total
Participant directed investments:
Equities $2,165,361 $1,779,293 $ - $1,779,293
Mutual funds 5,647,294 504,613 - 504,613
Common/collective funds 202,479 - - -
Nonparticipant directed investments:
Equities - - 2,803,453 2,803,453
Taxable bonds - - 1,477,071 1,477,071
Asset-backed securities - - 241,135 241,135
--------- --------- --------- ---------
Total investments 8,015,134 2,283,906 4,521,659 6,805,565
Receivables:
Participant contributions 24,112 47,054 - 47,054
Employer contributions 9,435 140,834 150,000 290,834
--------- --------- --------- ---------
Total receivables 33,547 187,888 150,000 337,888
Cash and cash equivalents - 53,211 190,264 243,475
--------- --------- --------- ---------
Net assets available for benefits $8,048,681 $2,525,005 $4,861,923 $7,386,928
========= ========= ========= =========
The accompanying notes are an integral part of these statements.
4
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year ended December 31, 2001
Participant Nonparticipant
Directed Directed Total
Additions to net assets attributed to:
Participant contributions $ 467,745 $ - $ 467,745
Employer contributions 477,785 - 477,785
Rollovers 46,389 - 46,389
Interest and dividends 89,141 156,520 245,661
Net appreciation (depreciation) 267,854 (595,429) (327,575)
--------- --------- ---------
Total additions 1,348,914 (438,909) 910,005
Deductions from net assets attributed to:
Benefits paid to participants 105,738 110,138 215,876
Administrative fees 2,323 30,053 32,376
--------- --------- ---------
Total deductions 108,061 140,191 248,252
--------- --------- ---------
Net increase before transfer of nonparticipant
directed funds 1,240,853 (579,100) 661,753
Transfer of nonparticipant directed funds 4,282,823 (4,282,823) -
--------- --------- ---------
Net increase (decrease) 5,523,676 (4,861,923) 661,753
Net assets available for benefits:
Beginning of year 2,525,005 4,861,923 7,386,928
--------- --------- ---------
End of year $8,048,681 $ - $8,048,681
========= ========= =========
The accompanying notes are an integral part of these statements.
5
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
NOTE A - DESCRIPTION OF PLAN
The following description of the Oak Hill Financial, Inc. 401(k) and Profit
Sharing Plan ("Plan") provides only general information. Participants should
refer to the Plan agreement for a more complete description of the Plan's
provisions.
1. General
The Plan is a defined contribution plan covering all employees of Oak Hill
Financial, Inc. and subsidiaries (the "Company") who have three consecutive
months of service and have attained age 21. It was established for the purpose
of providing retirement and profit sharing benefits to all eligible employees of
the Company. It is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA). Prior to November 1, 2001, a portion of the Plan's
assets were nonparticipant-directed. Effective November 1, 2001, with the
transfer of nonparticipant-directed assets of $4,282,823, the Plan's assets are
entirely participant-directed. Additionally as of November 1, 2001, the Plan was
amended and restated to qualify the Plan under current federal laws and
regulations and the name of the Plan was changed to its current name.
2. Contributions
Each year, participants may contribute up to 15 percent of pretax annual
compensation, as defined in the Plan. Participants may also contribute amounts
representing distributions from other qualified defined benefit or defined
contribution plans. Participants direct the investment of their contributions
into various investment options offered by the Plan. The Plan currently offers
nine mutual funds, two common/collective trust funds (money market) and stock
of Oak Hill Financial, Inc. as investment options for participants. The 401(k)
matching Company contribution is invested as directed by the participants.
Additional profit sharing amounts may be contributed at the option of the
Company's management and are invested in a portfolio of investments as directed
by the participants effective November 1, 2001. Contributions are subject to
certain limitations.
3. Participant Accounts
Each participant's account is credited with the participant's contribution and
allocations of (a) the Company's contribution, (b) Plan earnings and (c)
nonvested forfeitures. Administrative expenses are paid directly by the Company.
Allocations are based on each participant's account at the end of the year. The
benefit to which a participant is entitled is the benefit that can be provided
from the participant's vested account.
4. Payment of Benefits
Upon termination of service due to death, disability or retirement, a
participant may elect to receive a lump-sum amount equal to the value of the
participant's vested interest in his or her account. Any nonvested amounts are
forfeited and allocated to the remaining participants.
6
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 2001 and 2000
NOTE A - DESCRIPTION OF PLAN (continued)
5. Vesting
Participants are immediately vested in their own contributions plus actual
earnings thereon. Vesting in the Company's contribution portion of their
accounts is based on years of continuous service. A participant is 100 percent
vested after six years of credited service, with 20% annual incremental vesting
beginning in year two.
6. Forfeitures
For the year ended December 31, 2001, forfeited nonvested amounts totaled
$16,794. The amounts were allocated to the remaining participants.
NOTE B - SUMMARY OF ACCOUNTING POLICIES
1. Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, and changes therein, and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
2. Investment Valuation and Income Recognition
The Plan's investments are stated at fair value based on quoted market prices.
Shares of mutual funds are valued at the net asset value of shares held by the
Plan at year-end.
Purchases and sales of securities are recorded on the settlement date. Dividends
are recorded when received.
NOTE C - INVESTMENTS
The following presents investments that represent 5 percent or more of the
Plan's net assets at December 31:
Participant Directed Investments: 2001 2000
Oak Hill Financial, Inc. $2,165,361 $1,779,293
American Balanced Fund $3,663,464 -
Victory Diversified Stock Fund $1,002,756 -
Victory Stock Index Fund $ 462,619 -
During 2001, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) depreciated in value by
$327,575.
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Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 2001 and 2000
NOTE D - RELATED PARTY TRANSACTIONS
Participants may invest in stock of Oak Hill Financial, Inc., the Plan sponsor,
and these transactions qualify as party-in-interest transactions.
NOTE E - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under 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 will become 100% vested in their employer contribution
NOTE F - TAX STATUS
The Internal Revenue Service has determined and informed the Company by a letter
dated April 4, 2002, that the Plan and related trust are designed in accordance
with applicable sections of the Internal Revenue Code (IRC). The Plan
administrator believes that the Plan is designed and is currently being operated
in compliance with the applicable requirements of the IRC.
NOTE G - SUBSEQUENT EVENTS
Beginning January 1, 2002, the Plan permits participant plan loans as well as
participant hardship withdrawals. Additionally, the forfeitures from the 401(k)
plan will be used to reduce the employer matching contributions. The profit
sharing forfeitures will continue to be allocated to the remaining participants
who are employed on the last day of the Plan year.
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SUPPLEMENTAL INFORMATION
Oak Hill Financial, Inc. 401(k) and Profit Sharing Plan
Form 5500 E.I.N. 34-7144285
Line 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 2001
(a) (b) (c) (d)
Description of investment
including maturity date, rate
Identity of issue, borrower, of interest, collateral, par Current
lessor or similar party or maturity value value
* Equities Shares
Oak Hill Financial, Inc. 137,396 $2,165,361
Mutual Funds
American Balanced Fund 231,133 3663,464
Fidelity Advisor Value Strategies Fund 7,381 198,393
American Growth Fund of America 3,730 88,441
Morgan Stanley Inst. Mid Cap Growth Advisor Fund 1,423 24,463
American New Perspective Fund 3,852 83,541
Victory Established Value Fund 1,084 25,778
Victory Diversified Stock Fund 69,781 1,002,756
Victory Stock Index Fund 27,197 462,619
Bond Fund of America 7,650 97,839
---------
5,647,294
Common/Collective Trust Funds
EB Money Market Fund 153,129 153,129
Victory DCS Money Market Fund 3,566 49,350
---------
202,479
Total Investments $8,015,134
=========
* Denotes a party-in-interest
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