EX-99.1 2 a06-8370_1ex99d1.htm EXHIBIT 99

Exhibit 99.1

 

ACNB Corporation

Sixteen Lincoln Square

P.O. Box 3129

Gettysburg, PA 17325

 

2005 ANNUAL REVIEW

 

CONTENTS

 

Financial Highlights

1

 

 

Business Profile

1

 

 

Report to Shareholders

2

 

 

Five-Year Financial Overview

6

 

 

Consolidated Statements of Condition

8

 

 

Consolidated Statements of Income

9

 

 

Boards of Directors

10

 

 

Officers

11

 

 

Office Locations

12

 

SHAREHOLDER INFORMATION

 

ANNUAL MEETING

 

The Annual Meeting of Shareholders for ACNB Corporation will be held on Tuesday, May 9, 2006, at 1:00 p.m. at the ACNB Corporation Operations Center, 100 V-Twin Drive, Gettysburg, PA.

 

FORM 10-K

 

A copy of ACNB Corporation’s Form 10-K, as filed with the Securities and Exchange Commission, may be obtained, without charge, by writing to:

 

Lynda L. Glass

Executive Vice President,

Secretary & Treasurer

ACNB Corporation

P. O. Box 3129

Gettysburg, PA 17325

 

The Annual Report and other Corporation reports are also filed electronically through the Electronic Data Gathering, Analysis and Retrieval System (“EDGAR”), which performs automated collection, validation, indexing, acceptance and forwarding of submissions to the Securities and Exchange Commission, or SEC, and is accessible by the public using the Internet at http://www.sec.gov./edgarhp.htm.

 

TRANSFER AGENT, REGISTRAR AND DIVIDEND DISBURSING AGENT

 

Registrar and Transfer Company

10 Commerce Drive

Cranford, NJ 07016

 

For shareholder inquiries, call toll free

 

800.368.5948.

 

MARKET MAKERS

 

Boenning & Scattergood, Inc.

West Conshohocken, PA

610.832.1212/800.842.8928

 

Ferris, Baker Watts, Inc.

Frederick, MD

301.662.6488/800.950.6488

 

Janney Montgomery Scott, LLC

York, PA

717.845.5611/800.999.0503

 

Smith Barney Inc.

Gettysburg, PA

717.334.9101/800.344.3828

 

ACNB CORPORATION

 



 

FINANCIAL HIGHLIGHTS

 

 

 

2005

 

2004

 

2003

 

FOR THE YEAR

 

 

 

 

 

 

 

 

 

 

Net interest income

 

$

25,278,000

 

$

24,569,000

 

$

22,744,000

 

Net income

 

7,376,000

 

9,308,000

 

10,768,000

 

Cash dividends paid

 

4,947,000

 

4,892,000

 

4,838,000

 

 

 

 

 

 

 

 

 

PER SHARE STATISTICS

 

 

 

 

 

 

 

Basic earnings

 

$

1.36

 

$

1.71

 

$

1.98

 

Cash dividends paid

 

.91

 

.90

 

.89

 

Book value (year-end)

 

13.59

 

13.71

 

13.38

 

 

 

 

 

 

 

 

 

AT YEAR-END

 

 

 

 

 

 

 

Total assets

 

$

945,136,000

 

$

924,188,000

 

$

873,083,000

 

Total loans

 

493,464,000

 

440,569,000

 

415,029,000

 

Total deposits

 

679,381,000

 

646,872,000

 

639,388,000

 

Total shareholders’ equity

 

74,010,000

 

74,521,000

 

72,743,000

 

 

 

 

 

 

 

 

 

KEY RATIOS

 

 

 

 

 

 

 

Return on average shareholders’ equity

 

10.03

%

12.84

%

15.41

%

Return on average assets

 

.79

%

1.04

%

1.32

%

Dividend payout

 

67

%

53

%

45

%

Average shareholders’ equity to average assets

 

7.92

%

8.11

%

8.55

%

 

BUSINESS PROFILE

 

ACNB Corporation is a financial holding company headquartered in Gettysburg, PA, with the wholly-owned subsidiaries of Adams County National Bank, Gettysburg, PA, and Russell Insurance Group, Inc., Westminster, MD.

 

Through its bank subsidiary of Adams County National Bank, ACNB Corporation provides a wide array of consumer, commercial and fiduciary services to fulfill the financial needs of individuals, businesses, public entities, and community organizations in its trading area. Originally founded in 1857, Adams County National Bank serves its marketplace via a network of seventeen retail banking offices located throughout Adams County, PA, and in Dillsburg and Hanover, York County, PA. Farmers National Bank of Newville, a division of Adams County National Bank, operates three retail banking offices in the Newville, Cumberland County, PA, area.

 

Russell Insurance Group, Inc., the insurance subsidiary of ACNB Corporation, offers a broad range of commercial and personal insurance lines through licenses in thirty-two states, with a major focus in Maryland and Pennsylvania. This full-service insurance agency is based in Westminster, Carroll County, MD, with a satellite office in Timonium, Baltimore County, MD.

 

2005 ANNUAL REVIEW

 

1



 

REPORT TO SHAREHOLDERS

 

The significance of community is often overlooked in today’s fast-paced world. People are intent upon balancing life’s demands including work, family, friends and service organizations. However, at ACNB Corporation, the sense of community—as well as its importance—has risen to a higher level in the past few years. First, this is due to reflections on the past in anticipation of the upcoming 150th Anniversary in 2007 of Adams County National Bank, the Corporation’s wholly-owned banking subsidiary. Second, there has been the continued change in the competitive landscape of our primary trading area and target markets. And, third, as a result of challenges, there has been a renewed focus on and commitment to the communities we serve as evidenced by our new retail banking offices, new Operations Center, and expanded product offering with the new insurance subsidiary.

 

This organization has been built on the precepts of community banking—reinvesting depositor’s dollars in loans to others for the economic benefit of the shared community. The definition of community implies a common bond. ACNB Corporation is a vital link in contributing to the economic strength in its markets. This is the reason why the 2005 Annual Review is dedicated to the communities we serve through photos of their abundant beauty. These images portray only glimpses of the geography of which we are so proud and honored to claim as our own.

 

Financial Performance

 

2005 net income for ACNB Corporation totaled $7,376,000, or $1.36 per share. In 2004, net income was $9,308,000, or $1.71 per share. This decline in earnings was a result of a number of factors. First, in 2004, there were gains on securities in the amount of more than $1,100,000 which did not reoccur in 2005. There were also 2004 historical tax credits in excess of $800,000 resulting from our investment in low-income community housing projects. Second, expenses in 2005 rose due to significant increases in costs associated with regulatory compliance and employee benefits—as well as one-time costs resulting from the acquisition of Russell Insurance Group, Inc., the opening of new retail banking offices in the New Oxford and Gettysburg markets, and the relocation of staff to the new Operations Center. Third, there was little improvement from 2004 to 2005 in the net interest margin based upon economic conditions including the relatively low interest rate environment and the unusual flattened yield curve.

 

Despite the continued pressure on the net interest margin, the Corporation did achieve its historic high relative to net interest income due primarily to volume growth in loans. Net interest income was $25,278,000 in 2005. Additionally, Russell Insurance Group, Inc. and the Bank’s Trust Department contributed more than $4,000,000 and $700,000, respectively, to revenues for the year of 2005. For both of these entities, these revenue levels mark a high point in performance.

 

Early in 2005, there was an internal focus on the composition of the balance sheet with respect to an emphasis on loan and deposit growth. Accordingly, total loans increased by nearly $53 million, or 12%, from December 31, 2004, to December 31, 2005. Total deposits rose by more than $32 million, or 5%, during this same period of time.

 

Shareholder Dividends & Equity

 

ACNB Corporation paid $4,947,000, or $.91 per share, in cash dividends to shareholders during 2005. This compares to $4,892,000, or $.90 per share, for 2004. The dividend payout ratios were 67% and 53% for 2005 and 2004, respectively. Total shareholders equity remains strong at $74 million as of December 31, 2005.

 

Sarbanes-Oxley Act of 2002

 

Like other publicly-traded companies, ACNB Corporation is subject to the disclosure requirements and corporate governance provisions of the Sarbanes-Oxley Act of 2002. The intent of this Act is to protect investors by requiring a level of documented internal controls, with adequate management and independent testing of the effectiveness of these internal controls, to ensure accuracy and reliability in the Corporation’s financial statements and disclosures.

 

2



 

Accordingly, management must report on its assessment of internal control over financial reporting and the Corporation’s independent auditors must issue an attestation report on management’s assessment. This attestation report by the independent registered public accounting firm is filed with the Securities and Exchange Commission in ACNB Corporation’s Annual Report on Form 10-K. For 2005, it concludes: “In our opinion, management’s assessment that ACNB Corporation maintained effective internal control over financial reporting as of December 31, 2005, is fairly stated, in all material respects, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)”.

 

Having completed the second year-end reporting for Sarbanes-Oxley Act compliance, the processes of documenting internal control procedures and subsequent testing continue to require the substantial commitment of both human and monetary resources for ACNB Corporation. In illustration, documentation revisions must be made as changes are implemented in the way we do business from a new account opening procedure to how checks are processed to modifications in financial accounting practices. All of the internal control documentation must then be reviewed quarterly for accuracy and completeness at multiple levels of the organization. Subsequent testing to ensure the effectiveness of these internal controls is conducted by both the Internal Audit staff and the Corporation’s independent auditors.

 

Despite the very significant costs, both in time and dollars, the initiatives necessary to comply with the Sarbanes-Oxley Act have resulted in strengthening our organization and enhancing our risk management practices.

 

Adams County National Bank

 

ACNB Corporation’s banking business is conducted via its retail banking network of 20 office locations operating as Adams County National Bank and Farmers National Bank of Newville, a division of Adams County National Bank. In 2005, Adams County National Bank opened the doors at two new retail banking offices. The New Oxford Office, situated on the east side of town along Route 30, began to serve customers on January 31, 2005. The office at the Adams Commerce Center, which is near the intersection of Routes 30 and 15 east of Gettysburg, opened for business on August 29, 2005, and is located at the new ACNB Corporation Operations Center. Both of these retail locations complement Adams County National Bank’s network of retail banking offices, providing additional opportunities for the Bank to serve current and prospective customers in key geographic areas of growth and development.

 

Adams County National Bank has plans to expand in the dynamic Hanover market. Currently, the Bank has one retail banking office on the north end of Hanover in a mixed commercial and residential venue. The second office—slated to open in April 2006—will be located on the south end of Hanover along Baltimore Street in an area similarly comprised of commercial and residential properties. On both ends of Hanover, new construction is evidence of the ongoing demand for real estate by business owners and home owners in this vital marketplace.

 

Competition for loans and deposits is intense. Products, pricing and service all factor into the customer’s decision making. The Bank’s staff has responded to the demands of both commercial and retail customers in the local financial services marketplace—resulting in the hard-earned loan and deposit growth attained in 2005. It is our intent to further penetrate these markets in 2006 via product and service enhancements, as well as the leveraging of existing resources and relationships.

 

Russell Insurance Group

 

Russell Insurance Group, Inc. joined ACNB Corporation as a wholly-owned subsidiary effective January 5, 2005. This full-service insurance agency offers a broad range of property and casualty, life, and health insurance to both commercial and individual clients through licenses in 32 states, with a major focus in Maryland and Pennsylvania.

 

3



 

Based in Westminster, Maryland, with a satellite office in Timonium, Maryland, Russell Insurance Group has served the needs of its clients since its founding as an independent insurance agency by Frank C. Russell, Jr. in 1978. The focus was on commercial accounts in the agency’s early years, but in the last ten years personal insurance lines have become an integral part of the business. The agency has grown to be a leader in its geographic region through both client referrals and agency acquisition. Some of the major insurance carriers that Russell Insurance Group represents are Hartford, St. Paul Travelers, Encompass, Selective, State Auto, Safeco, Berkley Mid-Atlantic Group, Montgomery, Harleysville, Penn National, Ohio Casualty, Brethren Mutual, Farmers, General Casualty, Progressive, and CNA.

 

Mr. Russell continues to lead Russell Insurance Group, Inc. as President and Chief Executive Officer, with oversight by the Board of Directors established for this new subsidiary of ACNB Corporation. The priority in the initial year of operations with the Corporation has been on organizational matters, such as Sarbanes-Oxley Act compliance and financial information integration. Additionally, there has been interaction between Bank staff and the insurance agency staff for purposes of establishing communication lines and a referral process for the building of joint customer relationships. As of First Quarter 2006, there is a Russell Insurance Group agent for personal insurance lines located in the Bank’s West Gettysburg Office. Other plans for 2006 include joint marketing programs and sales initiatives to maximize business opportunities.

 

ACNB Corporation Operations Center

 

In early Second Quarter of 2005, construction was completed on the new ACNB Corporation Operations Center at 100 V-Twin Drive, Gettysburg, in the Adams Commerce Center. The relocation of the Bank’s data center occurred without incident in May 2005, followed by the planned moves of other centralized operational and functional areas in phases through August 2005.

 

This new facility is now the operational base for the Bank, consolidating staff members who were once scattered throughout various rooms and offices in three buildings in Gettysburg. The result for the employees at the Operations Center is greater work efficiencies and collaboration due to the presence in one location of related departmental coworkers and supervisors.

 

Of significance too are the security and business continuity improvements enabled due to the new construction at the Operations Center. The Bank’s assets include computer systems and information. Both of these are better protected in this new environment, thus further mitigating risks in conducting our business.

 

With the relocation of staff to the Operations Center, the North Gettysburg Office has become the hub for the Bank’s lending activities. Now, all centralized functions that support commercial, residential mortgage, and consumer loan origination reside in a single location as well—resulting in the same increased levels of work efficiencies and collaboration for lending staff.

 

In sum, the new Operations Center and the associated logistical changes for both staff and business processes provide the organizational infrastructure to support an evolving financial services company. ACNB Corporation is well positioned for a future that will require change, speed and versatility.

 

Strategic Planning

 

In March 2005, the Board of Directors of ACNB Corporation and Adams County National Bank embarked on a comprehensive strategic planning process that solicited input from all Bank employees and engaged key functional area managers. On February 21, 2006, the Strategic Plan for 2006 through 2008 was approved by the Board of Directors.

 

4



 

Corporate objectives, as well as associated metrics for ongoing performance measurement during the three-year period, are delineated in the Strategic Plan. Specifically, these objectives focus on profitability, loan portfolio growth and diversification, operating efficiencies, risk profile management, staff composition and development, customer segmentation, and customer relationships.

 

The Strategic Plan also communicates ACNB Corporation’s vision for the future. It is simple. It is direct. It is to be the independent financial services provider of choice in the core markets served by building relationships and finding solutions.

 

Our Employees

 

As always, our progress and our success are truly predicated on the talents and diligence of our more than 300 employees. These individuals represent the organization many times each business day to our customers, vendors, business partners, shareholders, and community members. They are indeed the ones that provide the energy to build relationships and find solutions. We continue to be thankful for their dedication and service to our organization.

 

The Board of Directors

 

In March 2005, Guy F. Donaldson retired as a Director of ACNB Corporation and Adams County National Bank. He was subsequently designated as Director Emeritus of Adams County National Bank. Mr. Donaldson first joined Adams County National Bank’s Board of Directors in 1981. He was also elected as a Director of ACNB Corporation, upon its formation in 1982. His many years of service to the Bank and the Corporation, especially as a representative of the agricultural interests in our marketplace, are acknowledged with genuine gratitude.

 

Alan J. Stock was elected to the Board of Directors of both ACNB Corporation and Adams County National Bank at the Annual Meeting of Shareholders on May 17, 2005. Mr. Stock is the owner of Eicholtz Company, a provider of office equipment and furniture, located in New Oxford. He is a long-time local businessperson serving the greater Adams County and Hanover areas. As such, Mr. Stock’s business experience and familiarity with the local market have proven to be beneficial to our organization.

 

At this year’s Annual Meeting of Shareholders to be held on May 9, 2006, Frank C. Russell, Jr. is standing for election to the Board of Directors of both ACNB Corporation and Adams County National Bank. Mr. Russell, as President and Chief Executive Officer of Russell Insurance Group, Inc., has certainly contributed to the accomplishments of ACNB Corporation in 2005. We look forward to his expanded role in the years ahead.

 

The Board of Directors of ACNB Corporation is poised for the future. They recognize the demands, the challenges, and the opportunities facing the Corporation and its subsidiaries. They have set a strategic direction. They are committed. Our organization is fortified by their resolve, discernment and insight. We appreciate all of their endeavors on our behalf.

 

In Closing

 

As valued shareholders of ACNB Corporation, your continued investment is integral to our future. We thank you for your trust and confidence.

 

Sincerely,

 

 

 

Ronald L. Hankey

 

Thomas A. Ritter

 

Lynda L. Glass

 

 

 

 

 

Chairman

 

President & Chief Executive Officer

 

Executive Vice President,
Secretary & Treasurer

 

5



 

FIVE - YEAR FINANCIAL OVERVIEW

 

TOTAL ASSETS
In millions of dollars

 

TOTAL DEPOSITS
In millions of dollars

 

 

 

 

 

 

 

TOTAL LOANS
In millions of dollars

 

NET INCOME
In millions of dollars

 

 

 

 

 

 

 

RETURN ON AVERAGE ASSETS
Percent

 

RETURN ON AVERAGE EQUITY
Percent

 

 

 

 

 

6



 

EARNINGS PER SHARE
In dollars

 

DIVIDENDS PER SHARE PAID
In dollars

 

 

 

 

 

 

 

BOOK VALUE PER SHARE
In dollars

 

TOTAL SHAREHOLDERS’ EQUITY
In millions of dollars

 

 

 

 

 

7



 

CONSOLIDATED STATEMENTS OF CONDITION

 

 

 

December 31

 

Dollars in thousands

 

2005

 

2004

 

ASSETS

 

 

 

 

 

Cash and due from banks

 

$

18,382

 

$

21,757

 

Interest bearing deposits in banks

 

892

 

938

 

CASH AND CASH EQUIVALENTS

 

19,274

 

22,695

 

 

 

 

 

 

 

Securities available for sale

 

348,713

 

381,383

 

Securities held to maturity (fair value $19,192 in 2005 and $25,089 in 2004)

 

19,165

 

24,560

 

Loans held for sale

 

60

 

511

 

Loans, net of allowance for loan losses ($4,456 in 2005 and $3,938 in 2004)

 

489,008

 

436,631

 

Premises and equipment

 

14,696

 

11,992

 

Restricted investment in bank stocks

 

9,053

 

10,271

 

Investment in bank-owned life insurance

 

21,116

 

19,198

 

Investments in low-income housing partnerships

 

5,665

 

6,153

 

Other assets

 

18,386

 

10,794

 

TOTAL ASSETS

 

$

945,136

 

$

924,188

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

Deposits:

 

 

 

 

 

Non-interest bearing

 

$

79,428

 

$

74,667

 

Interest bearing

 

599,953

 

572,205

 

TOTAL DEPOSITS

 

679,381

 

646,872

 

 

 

 

 

 

 

Short-term borrowings

 

59,307

 

64,966

 

Long-term borrowings

 

125,778

 

132,000

 

Other liabilities

 

6,660

 

5,829

 

TOTAL LIABILITIES

 

871,126

 

849,667

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

Common stock (par value $2.50; 20,000,000 shares authorized; 5,436,101 shares issued and outstanding)

 

13,590

 

13,590

 

Retained earnings

 

65,556

 

63,127

 

Accumulated other comprehensive loss

 

(5,136

)

(2,196

)

TOTAL SHAREHOLDERS’ EQUITY

 

74,010

 

74,521

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$

945,136

 

$

924,188

 

 

See consolidated financial statements and accompanying notes presented in the Corporation’s Annual Report on Form 10-K.

 

8



 

CONSOLIDATED STATEMENTS OF INCOME

 

 

 

Years Ended December 31

 

Dollars in thousands, except per share data

 

2005

 

2004

 

2003

 

INTEREST INCOME

 

 

 

 

 

 

 

Loans, including fees

 

$

27,243

 

$

23,578

 

$

23,670

 

Securities:

 

 

 

 

 

 

 

Taxable

 

13,729

 

13,002

 

11,904

 

Tax-exempt

 

916

 

917

 

882

 

Dividends

 

288

 

153

 

158

 

Other

 

93

 

102

 

75

 

TOTAL INTEREST INCOME

 

42,269

 

37,752

 

36,689

 

 

 

 

 

 

 

 

 

INTEREST EXPENSE

 

 

 

 

 

 

 

Deposits

 

11,528

 

9,511

 

11,224

 

Short-term borrowings

 

1,255

 

793

 

741

 

Long-term debt

 

4,208

 

2,879

 

1,980

 

TOTAL INTEREST EXPENSE

 

16,991

 

13,183

 

13,945

 

NET INTEREST INCOME

 

25,278

 

24,569

 

22,744

 

Provision for loan losses

 

516

 

300

 

265

 

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES

 

24,762

 

24,269

 

22,479

 

 

 

 

 

 

 

 

 

OTHER INCOME

 

 

 

 

 

 

 

Service charges on deposit accounts

 

1,742

 

1,780

 

1,788

 

Income from fiduciary activities

 

717

 

714

 

663

 

Earnings on investment in bank-owned life insurance

 

768

 

683

 

722

 

Gain recognized from life insurance proceeds

 

 

 

2,161

 

Gains (losses) on sales of securities

 

(264

)

1,113

 

1,992

 

Service charges on ATM and debit card transactions

 

738

 

713

 

606

 

Commissions from insurance sales

 

4,121

 

 

 

Other

 

1,094

 

862

 

1,497

 

TOTAL OTHER INCOME

 

8,916

 

5,865

 

9,429

 

 

 

 

 

 

 

 

 

OTHER EXPENSES

 

 

 

 

 

 

 

Salaries and employee benefits

 

12,884

 

9,884

 

9,902

 

Net occupancy expense

 

1,510

 

952

 

933

 

Equipment expense

 

2,395

 

2,131

 

1,960

 

Professional services

 

1,147

 

730

 

543

 

Other tax expense

 

1,044

 

990

 

937

 

Supplies and postage

 

761

 

633

 

639

 

Advertising expense

 

830

 

284

 

369

 

Other

 

4,321

 

2,967

 

2,715

 

TOTAL OTHER EXPENSES

 

24,892

 

18,571

 

17,998

 

INCOME BEFORE INCOME TAXES

 

8,786

 

11,563

 

13,910

 

Provision for income taxes

 

1,410

 

2,255

 

3,142

 

NET INCOME

 

$

7,376

 

$

9,308

 

$

10,768

 

 

 

 

 

 

 

 

 

PER SHARE DATA

 

 

 

 

 

 

 

Basic earnings

 

$

1.36

 

$

1.71

 

$

1.98

 

Cash dividends paid

 

$

.91

 

$

.90

 

$

.89

 

 

See consolidated financial statements and accompanying notes presented in the Corporation’s Annual Report on Form 10-K.

 

9



 

BOARDS OF DIRECTORS

 

ACNB CORPORATION BOARD OF DIRECTORS

 

PHILIP P. ASPER

Building Contractor

 

FRANK ELSNER, III

President & Chief Executive Officer

Elsner Engineering Works, Inc.

 

D. RICHARD GUISE

Retired/New Automobile Dealer

Vice Chairman

ACNB Corporation &

Adams County National Bank

 

RONALD L. HANKEY

Chairman

ACNB Corporation &

Adams County National Bank

 

EDGAR S. HEBERLIG

Owner

Ed Heberlig Enterprises

 

WAYNE E. LAU

Retired/Travel Sales

 

DANIEL W. POTTS

Self-Employed

Residential Real Estate Development

 

THOMAS A. RITTER

President & Chief Executive Officer

ACNB Corporation &

Adams County National Bank

 

MARIAN B. SCHULTZ

Dean

Academic Programs & Services

Shippensburg University

 

ALAN J. STOCK

Owner

Eicholtz Company

 

JENNIFER L. WEAVER

Dean

Gettysburg Campus

Harrisburg Area Community College

 

HARRY L. WHEELER

Proprietor

Wheeler Drywall

 

ADAMS COUNTY NATIONAL BANK BOARD OF DIRECTORS

 

PHILIP P. ASPER

 

FRANK ELSNER, III

 

D. RICHARD GUISE

 

RONALD L. HANKEY

 

EDGAR S. HEBERLIG

 

WAYNE E. LAU

 

DANIEL W. POTTS

 

THOMAS A. RITTER

 

MARIAN B. SCHULTZ

 

ALAN J. STOCK

 

JENNIFER L. WEAVER

 

HARRY L. WHEELER

 

ADAMS COUNTY NATIONAL BANK DIRECTORS EMERITI

 

GUY F. DONALDSON

 

FRANK ELSNER, JR.

 

WILLIAM B. LOWER

 

RALPH S. SANDOE

 

ADAMS COUNTY NATIONAL BANK HONORARY DIRECTORS

 

DANA P. BRANDT

 

J. THOMAS DERICK

 

FRANK C. EGGER

 

RICHARD L. GALUSHA

 

PHILIP M. JONES

 

MERVIN J. MORRISON

 

W. IRVIN NELSON

 

PAUL G. PITZER

 

CHARLES E. RITTER

 

L. ROBERT SNYDER

 

RUSSELL INSURANCE GROUP, INC. BOARD OF DIRECTORS

 

LYNDA L. GLASS

 

RONALD L. HANKEY

 

DANIEL W. POTTS

 

THOMAS A. RITTER

 

FRANK C. RUSSELL, JR.

 

10



 

OFFICERS

 

ACNB CORPORATION

 

RONALD L. HANKEY

Chairman

 

THOMAS A. RITTER

President &

Chief Executive Officer

 

LYNDA L. GLASS

Executive Vice President

 

JOHN W. KRICHTEN

Secretary & Treasurer

 

ADAMS COUNTY NATIONAL BANK

 

RONALD L. HANKEY

Chairman

 

THOMAS A. RITTER

President &

Chief Executive Officer

 

LYNDA L. GLASS

Executive Vice President &

Chief Operating Officer

 

JOHN M. KIEHL

Senior Vice President

Information Security &

Special Projects

 

JOHN W. KRICHTEN

Senior Vice President, Cashier &

Chief Financial Officer

 

CARL L. RICKER

Senior Vice President &

Chief Lending Officer

 

First Vice Presidents

 

DAVID W. CATHELL

 

SANDRA A. DEANER

 

GINA D. DIGIROLAMO

 

DOROTHY K. PUHL

 

R. MARK PURDY

 

Vice Presidents

 

BARBARA L. BARBER

 

WAYNE G. CRUM

 

DAVID W. DEANER

 

ROBERT A. HAHN

 

L. JOHN HICKS

 

DENNIS R. HOLLINGER

 

PAUL H. KETTERMAN, JR.

 

WILLIAM D. KOUGH, JR.

 

LAURIE A. LAUB

 

JUDI M. McGEE

 

SCOTT A. MILLER

 

JEFFREY A. POTTORFF

 

CRAIG A. SHOWVAKER

 

RONALD C. SMITH

 

Assistant Vice Presidents

 

KEVIN L. COOK

 

STEVEN E. EBERSOLE

 

KIM D. ELMO

 

KIMBERLY S. FLICKINGER

 

CAROLYN E. GROFT

 

BARBARA D. GUISE

 

GEORGE R. GUISE

 

JANE E. GWYN

 

NANCY E. HELWIG

 

GINNY L. HUNTSBERRY

 

HELEN A. JAHN

 

WILLIAM A. KAUFFMAN

 

BEVERLY S. KRESS

 

BRENDA J. KUGLER

 

BETH W. LESKO

 

SHELBY L. PENTZ

 

KAREN J. REDDING

 

SUSAN M. SAYLOR

 

DEBRA T. SITES

 

LISA A. SMITH

 

TINA M. STECKLER

 

RHONDA L. WINTERSTEIN

 

FARMERS NATIONAL BANK OF NEWVILLE A Division of Adams County National Bank

 

CAROLYN H. KOUGH

Executive Vice President

 

JAMES E. SHOWVAKER

Vice President

 

DOUGLAS R. LINDSAY

Assistant Vice President

 

RUSSELL INSURANCE GROUP, INC.

 

FRANK C. RUSSELL, JR.

President & Chief Executive Officer

 

DANIEL J. COUGHLIN

Vice President

 

LYNDA L. GLASS

Vice President & Secretary

 

CRAIG A. SHOWVAKER

Vice President & Treasurer

 

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OFFICE LOCATIONS

 

ADAMS COUNTY NATIONAL BANK

 

ARENDTSVILLE

Arendtsville Office

101 Main Street

Arendtsville, PA 17303

 

BENDERSVILLE

Bendersville Office

101 North Main Street

Bendersville, PA 17306

 

BIGLERVILLE

Biglerville Office

3459 Biglerville Road

Biglerville, PA 17307

 

CASHTOWN

Franklin Twp. Drive-Up

10 High Street

Cashtown, PA 17310

 

DILLSBURG

Dillsburg Office

3 Tristan Drive

Dillsburg, PA 17019

 

EAST BERLIN

East Berlin Office

1677 Abbottstown Pike

East Berlin, PA 17316

 

FAIRFIELD AND

CARROLL VALLEY

Carroll Valley/

Fairfield Office

4910 Fairfield Road

Fairfield, PA 17320

 

GETTYSBURG

Adams Commerce Center Office

100 V-Twin Drive

Gettysburg, PA 17325

 

Lincoln Square Office

2 Chambersburg Street

Gettysburg, PA 17325

 

North Gettysburg Office

675 Old Harrisburg Road

Gettysburg, PA 17325

 

West Gettysburg Office

545 West Middle Street

Gettysburg, PA 17325

 

HANOVER

North Hanover Office

1127 Eichelberger Street

Hanover, PA 17331

 

South Hanover Office*

865 Baltimore Street

Hanover, PA 17331

 

LITTLESTOWN

Littlestown Office

444 West King Street

Littlestown, PA 17340

 

Littlestown Drive-Up

223 East King Street

Littlestown, PA 17340

 

McSHERRYSTOWN

McSherrystown Office

369 Main Street

McSherrystown, PA 17344

 

NEW OXFORD

New Oxford Office

318 Lincolnway East

New Oxford, PA 17350

 

YORK SPRINGS

York Springs Office

202 Main Street

York Springs, PA 17372

 


* Opening April 2006

 

FARMERS NATIONAL BANK OF NEWVILLE A Division of Adams County National Bank

 

Newville Office

1 West Big Spring Avenue

Newville, PA 17241

 

Newville Drive-Up

51 South High Street

Newville, PA 17241

 

Big Spring Office

37 Carlisle Road

Newville, PA 17241

 

RUSSELL INSURANCE GROUP, INC.

 

Westminster Office

2526 West Liberty Road

Westminster, MD 21157

 

Timonium Office

10 Gerard Avenue

Timonium, MD 21093

 

Forward-Looking Statements

 

In addition to historical information, this report contains forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure and other financial terms, (b) statements of plans and objectives of management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties. Actual results may differ materially from those projected in the forward-looking statements. We caution readers not to place undue reliance on these forward-looking statements. They only reflect management’s analysis, as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time-to-time with the Securities and Exchange Commission, including the Quarterly Reports on Form 10-Q filed by the Corporation and any Current Reports on Form 8-K filed by the Corporation.

 

12



 

ADAMS COUNTY NATIONAL BANK

 

CUSTOMER CONTACT CENTER

 

Toll Free 1.888.334.ACNB (2262)

 

24-HOUR TELEPHONE BANKING LINE

 

Toll Free 1.888.338.ACNB (2262)

 

www.acnb.com

 

RUSSELL INSURANCE GROUP

 

Toll Free 1.800.289.4097

 

www.riginsurance.com

 

PHOTOS FRONT COVER

 

PHOTOS BACK COVER

(left to right)

 

(left to right)

Frederick Street, Hanover

 

Sachs Bridge, Gettysburg

Gettysburg National Military Park

 

Logan Park, Dillsburg

Community Park, Littlestown

 

Lincolnway East, New Oxford

Laughlin Mill, Newville

 

Peters Orchard, York Springs