-----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, GFsr69ueOot3YjiaUkoLS2k+g0uYS45zXW89e4AsOEZ0lDiLwGAMRV7/FtoL5rpF 2VUjnZpqTMrbCVFkd8MqHw== 0000318300-06-000105.txt : 20060622 0000318300-06-000105.hdr.sgml : 20060622 20060622105338 ACCESSION NUMBER: 0000318300-06-000105 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051231 FILED AS OF DATE: 20060622 DATE AS OF CHANGE: 20060622 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES BANCORP INC CENTRAL INDEX KEY: 0000318300 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 310987416 STATE OF INCORPORATION: OH FISCAL YEAR END: 1206 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16772 FILM NUMBER: 06918726 BUSINESS ADDRESS: STREET 1: 138 PUTNAM ST STREET 2: P O BOX 738 CITY: MARIETTA STATE: OH ZIP: 45750-0738 BUSINESS PHONE: 7403733155 11-K 1 form11k.txt 11K PERIOD END 123105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) |X| ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2005 |_| TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-16772 A. Full title of the plan and address of the plan: Peoples Bancorp Inc. Retirement Savings Plan 138 Putnam Street, P.O. Box 738 Marietta, Ohio 45750 Attn: The Retirement Planning Committee B. Name of issuer of the securities held pursuant to the plan and address of its principal executive office: Peoples Bancorp Inc. 138 Putnam Street, P.O. Box 738 Marietta, Ohio 45750 SIGNATURES The Plan. Pursuant to the requirements of the Securities and Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. PEOPLES BANCORP INC. RETIREMENT SAVINGS PLAN Date: June 20, 2006 By: /s/ JOHN E. DAKESIAN ------------------------------------------ John E. Dakesian Chairperson, Retirement Plan Committee Peoples Bancorp Inc. Retirement Savings Plan EIN 31-0987416 PN 002 Accountants' Report and Financial Statements December 31, 2005 and 2004 Peoples Bancorp Inc. Retirement Savings Plan December 31, 2005 and 2004 Contents Report of Independent Registered Public Accounting Firm.................1 Financial Statements Statements of Net Assets Available for Benefits.....................2 Statements of Changes in Net Assets Available for Benefits .........3 Notes to Financial Statements.......................................4 Supplemental Schedule Schedule H, Line 4i - Schedule of Assets (Held at End of Year)......9 Report of Independent Registered Public Accounting Firm Plan Administrator Peoples Bancorp Inc. Retirement Savings Plan Marietta, Ohio We have audited the accompanying statements of net assets available for benefits of Peoples Bancorp Inc. Retirement Savings Plan as of December 31, 2005 and 2004 and the related statements of changes in net assets available for benefits for the years then ended. 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 the standards of the Public Company Accounting Oversight Board (United States). 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. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Peoples Bancorp Inc. Retirement Savings Plan as of December 31, 2005 and 2004, and the changes in its net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. The accompanying supplemental schedule 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. This supplemental schedule is the responsibility of the Plan's management. 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. By: /s/ BKD, LLP --------------------------- BKD, LLP Cincinnati, Ohio April 20, 2006 Federal Employer Identification Number: 44-0160260 1 Peoples Bancorp Inc. Retirement Savings Plan Statements of Net Assets Available for Benefits December 31, 2005 and 2004 Assets 2005 2004 ----------------------------------- Investments, at fair value $ 22,392,505 $ 20,357,273 Employer's contributions receivable 10,308 13,220 --------------- --------------- Net Assets Available for Benefits $ 22,402,813 $ 20,370,493 =============== =============== See Notes to Financial Statements 2
Peoples Bancorp Inc. Retirement Savings Plan Statements of Changes in Net Assets Available for Benefits Years Ended December 31, 2005 and 2004 2005 2004 -------------------------------------- Investment Income Net appreciation in fair value of investments $ 1,169,596 $ 656,142 Interest and dividends 467,165 350,907 --------------- --------------- Net investment income 1,636,761 1,007,049 --------------- --------------- Contributions Employer 641,666 593,485 Participants 1,258,577 1,154,834 Rollovers 229,406 947,066 --------------- --------------- 2,129,649 2,695,385 --------------- --------------- Total additions 3,766,410 3,702,434 --------------- --------------- Deductions Benefits paid to participants 1,683,539 1,096,430 Administrative expenses 50,551 47,844 --------------- --------------- Total deductions 1,734,090 1,144,274 --------------- --------------- Net Increase 2,032,320 2,558,160 Net Assets Available for Benefits, Beginning of Year 20,370,493 17,812,333 --------------- --------------- Net Assets Available for Benefits, End of Year $ 22,402,813 $ 20,370,493 =============== ===============
See Notes to Financial Statements 3 Peoples Bancorp Inc. Retirement Savings Plan Notes to Financial Statements December 31, 2005 and 2004 NOTE 1: DESCRIPTION OF THE PLAN The following description of the Plan provides only general information. Participants should refer to the Plan Document and Summary Plan Description for a more complete description of the Plan's provisions, which are available from the plan administrator. General The Plan is a defined contribution plan sponsored by Peoples Bancorp Inc. (Company) for the benefit of its full-time employees who have at least one hour of service and are age 21 or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). AMVESCAP National Trust Company is the trustee and serves as the custodian of the Plan. Contributions The Plan permits eligible employees through a salary deferral election to make annual contributions of up to 100% of eligible compensation. Employee rollover contributions are also permitted. The Company makes matching contributions of 100% of the employees' salary deferral amounts up to 3% of the employees' compensation and 50% of the employees' salary deferral amounts on the next 2% of the employees' compensation. Company profit-sharing contributions are discretionary as determined by the Company's Board of Directors. Contributions are subject to certain limitations. Forfeitures are used to reduce Company contributions. Participant Investment Account Options Investment account options available include various funds. Each participant has the option of directing his contributions into any of the separate investment accounts and may change the allocation daily. The Plan document also includes an automatic deferral feature whereby a participant is treated as electing to defer a certain percentage of eligible compensation unless the participant made an affirmative election otherwise. Participant Accounts Each participant's account is credited with the participant's contribution, the Company's contribution and plan earnings and is charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefits to which a participant is entitled is the benefit that can be provided from the participant's vested account. 4 Peoples Bancorp Inc. Retirement Savings Plan Statements of Net Assets Available for Benefits December 31, 2005 and 2004 Vesting Participants are immediately vested in their voluntary contributions and the Company's profit sharing and matching contributions plus earnings thereon. Payment of Benefits Upon termination of service, an employee may elect to receive either a lump-sum amount equal to the value of his account or a monthly, quarterly, or annual installments over a period of not more than the participant's assumed life expectancy. Participant Loans The Plan document includes provisions authorizing loans from the Plan to active eligible participants. Loans are made to any eligible participant demonstrating a qualifying need. The minimum amount of a loan shall be $1,000. The maximum amount of a participant's loan is determined by the available loan balance restricted to the lesser of $50,000 or 50% of the participant's vested account balance. All loans are covered by demand notes and are repayable over a period not to exceed five years (except for loans for the purchase of a principal residence) through payroll withholdings unless the participant is paying the loan in full. Interest on the loans is based on local prevailing rates as determined by the plan administrator. Plan Termination Although it has not expressed an intention 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. NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Method of Accounting The accompanying financial statements are prepared on the accrual method of accounting. 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 net assets and changes in net assets and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. 5 Peoples Bancorp Inc. Retirement Savings Plan Statements of Net Assets Available for Benefits December 31, 2005 and 2004 Valuation of Investments and Income Recognition Quoted market prices, if available, are used to value investments. Participant loans are valued at cost, which approximates fair value. The investments in Peoples Bancorp Inc. Common Stock, has been unitized and is comprised of cash and Peoples Bancorp Inc. Common Stock. The Plan holds between 3% and 5% of these units in cash in order to provide liquidity for timely distributions. At December 31, 2005 and 2004 these units are comprised of 268,837 and 282,164 shares of Peoples Bancorp Inc. Common Stock and cash of $375,685 and $383,498, respectively. 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. Plan Tax Status The Plan obtained its latest determination letter on January 30, 2004, in which the Internal Revenue Service stated that the Plan and related trust, as then designed, were in compliance with the applicable requirements of the Internal Revenue Code and therefore not subject to tax. Payment of Benefits Benefit payments to participants are recorded upon distribution. 6 Peoples Bancorp Inc. Retirement Savings Plan Statements of Net Assets Available for Benefits December 31, 2005 and 2004 NOTE 3: INVESTMENTS The Plan's investments are held by a bank-administered trust. The Plan's investments (including investments bought, sold and held during the year) appreciated (depreciated) in fair value are presented in the following table. Investments that represented 5% or more of the Plan's assets are separately identified.
2005 ------------------------------------------ Net Appreciation (Depreciation) in Fair Value During Fair Value at Year End of Year ------------------------------------------ Investments at fair value as determined by quoted market price Mutual funds Columbia Acorn-Z Fund $ 116,683 $ 2,110,752 Neuberger Berman International 159,209 1,181,011 American Growth Fund of America 123,434 1,222,184 Dodge & Cox Common Stock 60,855 1,284,637 Dodge & Cox Balanced 46,580 1,944,220 Dreyfus Mid Cap Index 47,134 1,146,569 Other (57,374) 469,008 Common/collective trust funds INVESCO 500 Index Trust 86,062 1,909,988 INVESCO Stable Value Trust -- 1,885,650 Other 57,776 946,530 Peoples Bancorp Inc. common stock units 529,237 8,047,126 -------------- --------------- 1,169,596 22,147,675 Investments at cost which approximates market Participant loans -- 244,830 -------------- --------------- Total investments $ 1,169,596 $ 22,392,505 ============== ===============
7 Peoples Bancorp Inc. Retirement Savings Plan Statements of Net Assets Available for Benefits December 31, 2005 and 2004
2004 ---------------------------------------- Net Appreciation (Depreciation) in Fair Value During Fair Value at Year End of Year ---------------------------------------- Investments at fair value as determined by quoted market price Mutual funds Columbia Acorn-Z Fund $ 264,234 $ 1,920,290 Dodge & Cox Balanced Fund 107,495 1,508,424 Other 399,310 4,216,553 Common/collective trust funds Invesco 500 Index Trust 190,166 1,941,182 Invesco Stable Value Trust -- 1,575,328 Other 74,034 777,726 Peoples Bancorp Inc. common stock units (379,097) 8,123,256 --------------- --------------- 656,142 20,062,759 Investments at cost which approximates market Participant loans -- 294,514 --------------- --------------- Total investments $ 656,142 $ 20,357,273 =============== ===============
Interest and dividends realized on the Plan's investments for the years ended 2005 and 2004 were $467,165 and $350,907, respectively. NOTE 4: PARTY-IN-INTEREST TRANSACTIONS Party-in-interest transactions include those with fiduciaries or employees of the Plan, any person who provides services to the Plan, an employer whose employees are covered by the Plan, an employee organization whose members are covered by the Plan, a person who owns 50 percent or more of such employer or employee association, or relatives of such persons. The Plan holds common stock of Peoples Bancorp Inc., which is the plan sponsor. The Plan also invests in certain funds of the Plan trustee. The Plan paid $50,552 and $47,844 of recordkeeping fees to AMVESCAP National Trust Company during 2005 and 2004, respectively. The Company provides certain administrative services at no cost to the plan. 8 Supplemental Schedule
Peoples Bancorp Inc. Retirement Savings Plan EIN 31-0987416 PN 002 Schedule H, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2005 Identity of Issuer Description of Investment Current Value - ---------------------------------------------------------------------------------------------------------------------------- American Century Strategic Allocation Conservative Fund 17,994 Units $ 98,968 American Century Strategic Allocation Moderate Fund 22,783 Units 153,556 American Century Strategic Allocation Aggressive Fund 25,513 Units 200,785 Columbia Acorn-Z Fund 74,929 Units 2,110,752 Neuberger Berman International 49,769 Units 1,181,011 *Invesco 500 Index Trust 58,661 Units 1,909,988 *Invesco Structured Small Cap Value Equity Trust 3,217 Units 366,711 *Invesco Core Fixed Income Trust 17,742 Units 579,821 *Invesco Stable Value Trust 1,885,650 Units 1,885,650 *Peoples Bancorp Inc. Common Stock Units 467,856 Units 8,047,126 American Growth Fund of America 39,604 Units 1,222,184 Dodge & Cox Common Stock Fund 9,362 Units 1,284,637 Dodge & Cox Balanced Fund 23,902 Units 1,944,220 Dreyfus Mid Cap Index 41,037 Units 1,146,569 American Funds Capital Income 296 Units 15,697 Participant loans Interest rates ranging from 6.00% to 10.50% 244,830 --------------- $ 22,392,505 ================ *Parties-in-interest
9 EX-23 2 exhibit23consent.txt CONSENT EXHIBIT 23.1 Consent of Independent Registered Public Accounting Firm We consent to incorporation by reference in the Registration Statement on Form S-8 (Registration No. 33-1803) of the Peoples Bancorp Inc. Retirement Savings Plan of our report dated April 20, 2006, on our audits of the statements of net assets available for benefits of Peoples Bancorp Inc. Retirement Savings Plan as of December 31, 2005 and 2004, and the related statements of changes in net assets available for benefits for the years ended December 31, 2005and 2004, which report appears in the December 31, 2005 annual report on Form 11-K of Peoples Bancorp Inc. Retirement Savings Plan. By: /s/ BKD, LLP --------------------- BKD, LLP Cincinnati, Ohio June 20, 2006 -----END PRIVACY-ENHANCED MESSAGE-----