-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PORm9l7RDR/cfNdJ2khrRSbWkot/e3/s+edVt6CmwvZfv4lFdLB8DfslOK8M5ELl uLEo4TKOVH23ZKUVs3e8tg== 0000203596-03-000010.txt : 20030730 0000203596-03-000010.hdr.sgml : 20030730 20030730161117 ACCESSION NUMBER: 0000203596-03-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030730 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESBANCO INC CENTRAL INDEX KEY: 0000203596 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 550571723 STATE OF INCORPORATION: WV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08467 FILM NUMBER: 03811661 BUSINESS ADDRESS: STREET 1: 1 BANK PLAZA CITY: WHEELING STATE: WV ZIP: 26003 BUSINESS PHONE: 3042349000 MAIL ADDRESS: STREET 1: ONE BANK PLZ CITY: WHEELING STATE: WV ZIP: 26003 8-K 1 kbw8k.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 30, 2003 ---------------- WesBanco, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) West Virginia 0-8467 55-0571723 - ---------------------------- ---------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1 Bank Plaza, Wheeling, WV 26003 - ---------------------------------------- --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (304) 234-9000 -------------- Former name or former address, if changed since last report Not Applicable -------------- Item 9. Regulation FD Disclosure In accordance with general instruction B.2. of Form 8-K, the following information is furnished and shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934. Representatives of the Registrant are scheduled to make a presentation to a group of analysts and investors at the Community Bank Investor Conference, hosted by Keefe, Bruyette & Woods, Inc. ("KBW"), at the Metropolitan Club, in New York City, NY, on July 30 and 31, 2003. This Registrant will present on Thursday, July 31, 2003, at approximately 1:55pm EST. The conference will be web cast on the KBW website, www.kbw.com. A copy of this presentation is being furnished as Exhibit 99.1 in this Form 8-K. Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WesBanco, Inc. ------------- (Registrant) July 30, 2003 /s/ Paul M. Limbert - ------------- ----------------------------- Date Paul M. Limbert President & Chief Executive Officer EX-99 3 kbw-03.txt EXHIBIT 99 ---------- [Presentation slide #1] [WesBanco Logo] 2003 Community Bank Investor Conference [Presentation slide #2] Forward-looking Disclosure Forward-looking statements in this investor presentation relating to WesBanco's plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The information contained in this investor presentation should be read in conjunction with the company's most recent annual report filed with the Securities and Exchange Commission on Form 10-K for the year ended December 31, 2002, as well as Form 10-Q for the prior quarter ended March 31, 2003 which are available at the SEC's website (www.sec.gov) or at WesBanco's website (www.wesbanco.com). Investors are cautioned that forward-looking statements, which are not historical fact, involve risks and uncertainties. Such statements are subject to important factors that could cause actual results to differ materially from those contemplated by such statements, including without limitation, the effect of changing regional and national economic conditions; changes in interest rates, spreads on earning assets and interest-bearing liabilities, and associated interest rate sensitivity; sources of liquidity available to the parent company and its related subsidiary operations; potential future credit losses and the credit risk of commercial, real estate, and consumer loan customers and their borrowing activities; actions of the Federal Reserve Board and Federal Deposit Insurance Corporation; potential legislative and federal and state regulatory actions and reform; competitive conditions in the financial services industry; rapidly changing technology affecting financial services, and/or other external developments materially impacting WesBanco's operational and financial performance. WesBanco does not assume any duty to update forward-looking statements. [Presentation slide #3] WesBanco Snapshot - $3.4 billion in total assets - 72 offices, 105 ATM's - 52% asset growth - last 5 years - 3 acquisitions - last 5 years - Strong capital position - Market share leader in key markets - Ranked No. 3 in WV - Triangle representing Charleston, WV Columbus, OH and Pittsburgh, PA [Presentation slide #4] WesBanco Snapshot (continued) - Wealth Management Services - $2.5 billion in Trust Assets under management - Proprietary mutual fund family - WesMark Funds - $490 million in mutual fund assets - Growth Fund: Five-Star Rating [Presentation slide #5] 2003 Business Strategies - Increase interest income - Grow commercial loans in new markets of Columbus, OH and Western, PA - $60.1 million or 7.4% growth in commercial loans since year-end - Increase non-interest income - Trust fees - Debit card fees - Income from bank-owned life insurance [Presentation slide #6] 2003 Business Strategies (continued) - Control non-interest expenses - Reduced staffing - 30 FTE's or 3% of workforce since last year. - Evaluation of branch profitability - consolidated 3 offices since year end Note: Normalizing for the American acquisition, operating expenses increased 2.2% compared to last year. Rising health care and pension costs contributed to the increase. [Presentation slide #7] 2003 Business Strategies (continued) - Reduce effective tax rate - Increase in tax exempt income - Implementation of a REIT - Low income housing credits - BOLI [Presentation slide #8] Recent Developments - Trust preferred securities activity in 2nd quarter of 2003 - Issued $30 million @ 5.7% and redeemed $12.6 million @ 8.5% - Write-off of unamortized issuance costs of $0.6 million - Cash will be used for stock buyback program and general corporate purposes - Renewed one million share stock buyback program - Increased dividend rate - 18th year [Presentation slide #9] [WesBanco Logo] shows a map of all branch locations [Presentation slide #10] Total Assets [graph] (in millions) 1998 $2,243 1999 2,270 2000 2,310 2001 2,475 2002 3,297 2nd Qtr 2003 3,411 [Presentation slide #11] Dividends Per Share [graph] 1998 $0.84 1999 0.88 2000 0.90 2001 0.92 2002 0.935 2003 annaulized 0.96 - 6-year CAGR = 2.7% / 18 years of dividend increases - Dividend yield of 4.0% (Based on 6/30/03 stock prices) - Dividend payout ratio for LTM 56.2% [Presentation slide #12] Equity to Assets [graph] WesBanco Peer Group* -------- ----------- 1998 13.22% 8.64% 1999 11.88 7.88 2000 11.19 7.89 2001 10.43 8.15 2002 9.86 8.45 2003 2nd qtr 9.34 8.47 *Based on 3/31/03 SNL Securities Report [Presentation slide #13] Asset Quality [graph] (Non-performing Assets / Total Assets) WesBanco Peer Group* -------- ----------- 1998 0.65% 0.38% 1999 0.37 0.35 2000 0.41 0.36 2001 0.44 0.42 2002 0.43 0.45 2003 2nd qtr 0.57 0.48 *Based on 3/31/03 SNL Securities Report [Presentation slide #14] Six Month Results ----------------------- 2003 2002 -------- -------- Net Income (000) $ 16,630 $ 16,746 Earnings per share 0.82 0.83 Dividends per share 0.48 0.465 Return on assets 1.01% 1.15% Return on equity 10.41 11.04 [Presentation slide #15] Stock Performance [graph] (Cumulative Total Return %*) WesBanco S & P 500 -------- --------- 1977 1.30% -7.20% 1978 12.70% -0.80% 1979 17.40% 17.40% 1980 23.30% 48.90% 1981 46.90% 44.00% 1982 63.00% 64.40% 1983 94.70% 86.70% 1984 119.20% 92.70% 1985 132.50% 123.80% 1986 249.80% 142.30% 1987 244.40% 148.00% 1988 234.00% 164.30% 1989 240.90% 195.50% 1990 241.80% 192.40% 1991 257.50% 222.40% 1992 299.20% 229.90% 1993 334.80% 239.80% 1994 320.90% 241.10% 1995 340.30% 278.20% 1996 360.20% 300.90% 1997 402.20% 334.10% 1998 403.30% 362.40% 1999 394.80% 383.30% 2000 388.63% 374.27% 2001 382.80% 362.30% 2002 379.40% 340.20% June-2003 384.20% 352.40% * Total return assumes no reinvestment of dividends. [Presentation slide #16] Stock Performance [graph] NASDAQ S&P 500 Russell WesBanco Composite Index 2000 -------- --------- -------- -------- 3/2000 $ 100.00 $ 100.00 $ 100.00 $ 100.00 6/2000 127.94 86.77 97.34 96.22 9/2000 114.30 80.39 96.40 97.31 12/2000 126.48 54.11 88.87 90.63 3/2001 99.47 40.34 78.36 84.76 6/2001 138.00 47.41 82.94 96.81 9/2001 119.52 32.91 70.80 76.85 12/2001 118.74 42.86 78.35 93.06 3/2002 135.60 40.59 78.56 96.77 6/2002 135.85 32.22 68.06 88.71 9/2002 137.77 25.84 56.33 69.73 12/2002 136.70 29.48 61.08 74.03 3/2003 138.57 29.65 59.15 70.72 6/2003 143.30 35.91 62.28 87.27 [Presentation slide #17] 2003/04 Opportunities --------------------- - Stabilize net interest margin - Additional reductions in cost of funds - Adjust index on Prime-based MMDA - Adjust rates on other deposit products - Evaluation of FHLB long-term position - Emphasize growth in new markets - Added 4 new commercial loan officers - De Novo branch in Washington, PA. - Additional branch consolidations [Presentation slide #18] 2003/04 Opportunities (continued) --------------------------------- - Additional staff reductions - Generate additional fee-based income - Increase trust fees - Added trust officers in new markets - Increase debit card and ATM fees - Increase insurance income - Increase mortgage-banking income [Presentation slide #19] Investment Rationale -------------------- - Growth opportunities via new markets in Columbus, Ohio and Western Pennsylvania - Market share leader - Focused business plan - Track record of growth, performance dividend - High dividend yield - increased importance due to new tax legislation [Presentation slide #20] Questions -----END PRIVACY-ENHANCED MESSAGE-----