EX-99 2 fc6965ex99.htm EXHIBIT 99

Exhibit 99

Message

 

First Commonwealth

 

 

Financial Corporation

 

 

22 N. 6th Street

 

 

Indiana, Pennsylvania 15701

 

 

724-349-7220 Phone

               Joseph E. O’Dell

 

724-349-6427 Fax

               President and Chief Executive Officer

www.fcbanking.com

August 9, 2006

Dear Shareholder:

First Commonwealth Financial Corporation (NYSE:FCF) reported net income of $12.2 million for the second quarter of 2006 compared to net income of $17.8 million for the second quarter of 2005. Basic and diluted earnings per share were $0.18 for the second quarter of 2006 compared to $0.26 for the comparable period of 2005.  Return on equity was 9.39% and return on assets was 0.83% for the second quarter of 2006 compared to 13.55% and 1.15% respectively for the second quarter of 2005.  The decrease in net income in the second quarter 2006 was due in large part to certain gains that were included in the second quarter of 2005 results.  The second quarter of 2005 included a $3.1 million pre-tax gain on the sale of a branch office ($2.0 million after tax) and a $2.0 million gain on the sale of First Commonwealth’s merchant services business ($1.3 million after tax).  Additionally, net interest income was $2.3 million lower in the second quarter 2006 than that of the 2005 period.  The provision for credit losses increased $1.3 million in the second quarter of 2006 compared to the second quarter of 2005 largely due to the deterioration of a single large commercial loan. Total other expenses declined $1.9 million in the second quarter 2006 when compared to the second quarter of 2005.

Net income for the first six months of 2006 was $25.2 million compared to $33.1 million for the same period of 2005.  The decline of net income resulted primarily from the reduction in net interest income as well as the inclusion of the gains mentioned above in the results for the six months of 2005.  The provision for credit losses increased $462 thousand in the first six months of 2006 compared to the same period of 2005 largely as the deterioration of a large commercial loan offset some improvements experienced elsewhere in the loan portfolio.  Total other expenses declined $2.5 million in the first six months of 2006 when compared to the first six months of 2005.  Basic and diluted earnings per share were $0.36 for the six months of 2006 compared to $0.48 and $0.47 respectively for the six months of 2005.  Return on equity and return on assets for the six months ended June 30, 2006 were 9.67% and 0.85% compared to 12.51% and 1.07% respectively in the 2005 period.

The community office network optimization plan continues with new office openings in designated best-growth markets and with additional strategic locations in various stages of development.  The plan will be augmented with the acquisition of Laurel Capital Group, Inc. that is scheduled to close on August 28, 2006.  Laurel will add eight community offices (7 in Allegheny County and 1 in Butler County) to our footprint bringing the total offices to 109.  

May 26, 2006 saw the end of an era with the passing of E. James Trimarchi, the founding President and Chief Executive Officer and long time Chairman of the Board of First Commonwealth Financial Corporation. Jim was a man of vision, talent and compassion who shared his gifts freely with those of us fortunate enough to have known and worked with him over the years.  While he will be greatly missed by all those he touched, his presence will continue to shape the organization he built and loved dearly.

I again want to acknowledge the dedication of the over 1,600 people that have chosen to work at First Commonwealth and also to thank all of our shareholders for their continued support and confidence.

Sincerely,

Message

The following tables provide you with consolidated selected financial data of First Commonwealth at and for the quarter ended June 30, 2006.  You should read this information along with the consolidated financial statements of First Commonwealth and the accompanying notes included in its annual report on Form 10-K for the year ended December 31, 2005, and its quarterly report on Form 10-Q for the quarter ended June 30, 2006, which are available to the public over the Internet at the Corporation’s website at http://www.fcbanking.com or from the company upon request to the attention of the Corporate Secretary.



FIRST COMMONWEALTH FINANCIAL CORPORATION
CONSOLIDATED SELECTED FINANCIAL DATA
(Dollar Amounts in Thousands, except per share data)

 

 

For the Quarter Ended
June 30,

 

For the 6 Months Ended
June 30,

 

 

 


 


 

 

 

2006

 

2005

 

2006

 

2005

 

 

 


 


 


 


 

Interest income

 

$

81,693

 

$

77,540

 

$

161,474

 

$

153,177

 

Interest expense

 

 

40,400

 

 

33,900

 

 

78,734

 

 

64,605

 

 

 



 



 



 



 

Net interest income

 

 

41,293

 

 

43,640

 

 

82,740

 

 

88,572

 

Provision for credit losses

 

 

4,298

 

 

3,000

 

 

5,206

 

 

4,744

 

 

 



 



 



 



 

Net interest income after provision for credit losses

 

 

36,995

 

 

40,640

 

 

77,534

 

 

83,828

 

Net securities gains

 

 

19

 

 

0

 

 

82

 

 

485

 

Trust income

 

 

1,481

 

 

1,456

 

 

2,875

 

 

2,781

 

Service charges on deposits

 

 

4,144

 

 

4,009

 

 

8,013

 

 

7,549

 

Gain on sale of branch

 

 

0

 

 

3,090

 

 

0

 

 

3,090

 

Gain on sale of merchant services business

 

 

0

 

 

1,991

 

 

0

 

 

1,991

 

Insurance commissions

 

 

595

 

 

903

 

 

1,314

 

 

1,743

 

Income from bank owned life insurance

 

 

1,414

 

 

1,355

 

 

2,789

 

 

2,676

 

Merchant discount income

 

 

0

 

 

882

 

 

0

 

 

1,721

 

Card related interchange income

 

 

1,391

 

 

1,216

 

 

2,689

 

 

2,303

 

Other income

 

 

2,022

 

 

2,247

 

 

3,600

 

 

4,250

 

 

 



 



 



 



 

Total other income

 

 

11,066

 

 

17,149

 

 

21,362

 

 

28,589

 

Salaries and employee benefits

 

 

17,235

 

 

17,864

 

 

36,592

 

 

36,162

 

Net occupancy expense

 

 

2,785

 

 

2,715

 

 

6,187

 

 

5,707

 

Furniture and equipment expense

 

 

2,915

 

 

2,759

 

 

5,682

 

 

5,629

 

Data processing expense

 

 

820

 

 

981

 

 

1,615

 

 

1,920

 

Pennsylvania shares tax expense

 

 

1,358

 

 

1,237

 

 

2,708

 

 

2,503

 

Intangible amortization

 

 

566

 

 

566

 

 

1,131

 

 

1,131

 

Other operating expense

 

 

7,543

 

 

8,950

 

 

14,900

 

 

17,413

 

 

 



 



 



 



 

Total other expenses

 

 

33,222

 

 

35,072

 

 

68,815

 

 

70,465

 

 

 



 



 



 



 

Income before income taxes

 

 

14,839

 

 

22,717

 

 

30,081

 

 

41,952

 

Applicable income taxes

 

 

2,613

 

 

4,879

 

 

4,917

 

 

8,895

 

 

 



 



 



 



 

Net income

 

$

12,226

 

$

17,838

 

$

25,164

 

$

33,057

 

 

 



 



 



 



 

Average shares outstanding

 

 

69,653,432

 

 

69,129,387

 

 

69,562,078

 

 

69,237,454

 

Average shares outstanding assuming dilution

 

 

70,037,609

 

 

69,693,693

 

 

69,978,210

 

 

69,858,133

 

Per Share Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.18

 

$

0.26

 

$

0.36

 

$

0.48

 

Diluted earnings per share

 

$

0.17

 

$

0.26

 

$

0.36

 

$

0.47

 

Cash dividends per share

 

$

0.170

 

$

0.165

 

$

0.340

 

$

0.330

 




 

 

JUNE 30,
2006

 

DEC 31,
2005

 

 

 


 


 

Assets

 

 

 

 

 

 

 

Cash and due from banks on demand

 

$

89,688

 

$

84,555

 

Interest-bearing bank deposits

 

 

905

 

 

473

 

Federal funds sold

 

 

0

 

 

1,575

 

Securities available for sale, at market

 

 

1,681,139

 

 

1,851,986

 

Securities held to maturity, at amortized cost

 

 

 

 

 

 

 

(Market value $83,400 in 2006 and $89,804 in 2005)

 

 

82,720

 

 

87,757

 

Loans held for sale

 

 

4,436

 

 

1,276

 

Loans:

 

 

 

 

 

 

 

Portfolio loans

 

 

3,680,070

 

 

3,623,102

 

Unearned income

 

 

(83

)

 

(119

)

Allowance for credit losses

 

 

(39,020

)

 

(39,492

)

 

 



 



 

Net loans

 

 

3,640,967

 

 

3,583,491

 

Premises and equipment

 

 

63,832

 

 

60,860

 

Other real estate owned

 

 

1,930

 

 

1,655

 

Goodwill

 

 

122,702

 

 

122,702

 

Amortizing intangibles, net

 

 

14,120

 

 

15,251

 

Other assets

 

 

222,947

 

 

214,739

 

 

 



 



 

Total assets

 

$

5,925,386

 

$

6,026,320

 

 

 



 



 




FIRST COMMONWEALTH FINANCIAL CORPORATION
CONSOLIDATED SELECTED FINANCIAL DATA
(Dollar Amounts in Thousands, except per share data)

 

 

JUNE 30,
2006

 

DEC 31,
2005

 

 

 


 


 

Liabilities

 

 

 

 

 

 

 

Deposits (all domestic):

 

 

 

 

 

 

 

Noninterest-bearing

 

$

507,021

 

$

491,644

 

Interest-bearing

 

 

3,491,784

 

 

3,504,908

 

 

 



 



 

Total deposits

 

 

3,998,805

 

 

3,996,552

 

Short-term borrowings

 

 

654,315

 

 

665,665

 

Other liabilities

 

 

38,662

 

 

43,314

 

Subordinated debentures

 

 

108,250

 

 

108,250

 

Other long-term debt

 

 

613,991

 

 

691,494

 

 

 



 



 

Total long-term debt

 

 

722,241

 

 

799,744

 

 

 



 



 

Total liabilities

 

 

5,414,023

 

 

5,505,275

 

Shareholders’ Equity

 

 

 

 

 

 

 

Common stock $1 par value per share

 

 

71,978

 

 

71,978

 

Additional paid-in capital

 

 

172,707

 

 

173,967

 

Retained earnings

 

 

319,740

 

 

318,569

 

Accumulated other comprehensive income (loss)

 

 

(23,515

)

 

(9,655

)

Treasury stock

 

 

(16,947

)

 

(20,214

)

Unearned ESOP shares

 

 

(12,600

)

 

(13,600

)

 

 



 



 

Total shareholders’ equity

 

 

511,363

 

 

521,045

 

 

 



 



 

Total liabilities and shareholders’ equity

 

$

5,925,386

 

$

6,026,320

 

 

 



 



 

Shares issued

 

 

71,978,568

 

 

71,978,568

 

Shares outstanding

 

 

70,636,584

 

 

70,377,916

 

Treasury shares

 

 

1,341,984

 

 

1,600,652

 

Book value per share

 

$

7.24

 

$

7.40

 

Market value per share

 

$

12.70

 

$

12.93

 

Asset Quality Data At June 30,

 

 

2006

 

2005

 

 

 


 


 

Loans on nonaccrual basis

 

$

14,785

 

$

11,149

 

Past due more than 90 days

 

 

15,928

 

 

15,258

 

Renegotiated loans

 

 

166

 

 

179

 

 

 



 



 

Total nonperforming loans

 

$

30,879

 

$

26,586

 

Loans outstanding at end of period (a)

 

$

3,684,423

 

$

3,601,314

 

Average loans outstanding (year-to-date) (a)

 

$

3,650,784

 

$

3,568,436

 

Allowance for credit losses

 

$

39,020

 

$

41,404

 

Nonperforming loans as percent of total loans

 

 

0.84

%

 

0.74

%

Net charge-offs (year-to-date)

 

$

4,291

 

$

4,403

 

Reduction in allowance for credit losses due to transfer of credit to held for sale

 

$

1,387

 

$

0

 

Net charge-offs as percent of average loans (annualized)

 

 

0.31

%

 

0.25

%

Allowance for credit losses as percent of average loans outstanding

 

 

1.07

%

 

1.16

%

Allowance for credit losses as percent of nonperforming loans

 

 

126.36

%

 

155.74

%

Other real estate owned

 

$

1,930

 

$

1,226

 



(a) Includes loans held for sale 




Profitability Ratios

 

 

For the Quarter Ended
June 30,

 

For the 6 Months Ended
June 30,

 

 

 


 


 

 

 

2006

 

2005

 

2006

 

2005

 

 

 


 


 


 


 

Return on average assets

 

 

0.83

%

 

1.15

%

 

0.85

%

 

1.07

%

Return on average equity

 

 

9.39

%

 

13.55

%

 

9.67

%

 

12.51

%

Efficiency ratio (FTE) (b)

 

 

59.36

%

 

54.64

%

 

61.84

%

 

56.90

%

Fully tax equivalent adjustment

 

$

3,608

 

$

3,404

 

$

7,178

 

$

6,671

 



(b) Efficiency ratio is “total other expenses” as a percentage of total revenue.

 

     Total revenue consists of “net interest income, on a fully tax-equivalent basis,” plus “total other income.”




First Commonwealth Financial Corporation

Mail Address:

Old Courthouse Square

P.O. Box 400

22 North Sixth Street

Indiana PA  15701-0400

Indiana PA   15701

 

Telephone:  724-349-7220

Website:  www.fcbanking.com

INVESTOR INFORMATION

STOCK LISTING:  First Commonwealth Financial Corporation common stock is listed on The New York Stock Exchange and is traded under the symbol FCF.

For assistance regarding a change in shareholder account registration, replacing lost stock certificates/dividend checks, or an address change, please contact First Commonwealth’s transfer agent listed below (for directly registered accounts only).   The Bank of New York’s website also provides information regarding online Individual Account Access.  If shares are held through a brokerage firm (street name accounts), please contact the broker if there are questions regarding an account.

 

 

 

THE BANK OF NEW YORK

Investor Services Department

Toll Free:  1-800-524-4458

 

P.O.  Box 11258

Website:   www.stockbny.com

 

New York, NY   10286-1258

 

DIVIDEND REINVESTMENT PLAN:  First Commonwealth Financial Corporation offers a direct purchase and dividend reinvestment plan, First Commonwealth Stock Direct, administered by The Bank of New York.  The plan allows both directly registered shareholders and interested first-time investors to purchase First Commonwealth common stock without the customary brokerage expenses and also to automatically reinvest cash dividends paid on the common stock.  Purchases made through the Plan with reinvested dividends receive a 10% discount on the fair market price (on shareholder accounts directly held with the Bank of New York).  For more information, please visit our website at www.fcbanking.com (click on “Investor Relations”).  A copy of the plan prospectus and enrollment form may also be downloaded through The Bank of New York’s website, www.stockbny.com (under “Company Facts & Forms”, click on “Company List”, then “First Commonwealth”); and copies may also be requested from The Bank of New York by phone or mail.

DIRECT DEPOSIT OF DIVIDENDS:  Direct deposit of dividend payments to a checking or savings account is also available. To enroll, please call The Bank of New York for an Authorization Form (completed forms must be received by The Bank of New York 30 days prior to the dividend payment date). 

INVESTOR/SHAREHOLDER INQUIRIES:  Request for information or assistance regarding the Corporation should be directed to the attention of Shareholder Relations at the Corporate Office in Indiana, PA 1-800-331-4107.

FORWARD LOOKING STATEMENTS:  The enclosed shareholder communication contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995, that involve significant risks and uncertainties.  Actual results could differ materially from those contained in or implied by such statements for a variety of reasons including, but not limited to:  the timing and magnitude of changes in interest rates; changes in accounting principles, policies, or guidelines:  changes in regional, national and global economic conditions; changes in regulatory requirements, and significant changes in the securities markets.  Consequently, all forward-looking statements made in this shareholder communication are qualified by these cautionary statements and the cautionary language in First Commonwealth’s most recent documents filed with the Securities and Exchange Commission.

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