EX-99.1 2 l18718aexv99w1.htm EX-99.1 PRESS RELEASE Exhibit 99.1
 

Exhibit 99.1
(FIRST NATIONAL BANK LOGO)
PRESS RELEASE
RELEASE DATE: February 21, 2006
First National Bank Reflects on 2005 as Year of Development
ORRVILLE, Ohio, February 21, 2006 / PR NEWSWIRE/ – 2005 was a year of changes, challenges, opportunities and focus for National Bancshares Corporation’s subsidiary, First National Bank. “From opening and closing offices, introducing new services, organizational changes and earnings challenges to risk management improvement, it has been a very interesting year for us,” reported Charles Dolezal, President.
In early 2005, First National Bank seized an opportunity to purchase a vacant banking office in the commercial district on the north end of Wooster. This expansion enabled First National to broaden its presence in the Wooster market, and since the opening of the Burbank Road Office, has in total, seen deposits increase 63% in Wooster.
The lease of First National’s Marketplace office, located inside Massillon Wal-Mart, expired in mid 2005 and FNB elected not to renew this lease and to close this location. “The office was not profitable and prospects for future growth at this site were, at best, suspect,” stated Dolezal. Resources from this location were redeployed to other offices including the new Burbank Road office. First National Bank continues to operate a drive-up ATM in the outer parking lot at this location.
First National Bank has embraced positive change in the organization, and commenced a review of product-offerings by a special staff committee. As a result, checking account products were simplified, offering new features. First National rolled out a new money market product with a very attractive interest rate and introduced two new mortgage loan products designed to serve first-time homebuyers and low-to-moderate income customers. Additionally, FNB’s new product line was enhanced with an Overdraft Privilege Service and Online Bill Payment Service. “We continue to encourage and review customer comments to be certain our product offering meets the needs of our organization’s growing customer base,” Dolezal added.
Financial results for 2005 included net income of $2.1 million, down $811 thousand, or 28%, below that of the previous year. “The flattening of the yield curve during the past year has made it challenging to increase net interest income,” explained Dolezal. Non-interest income was down due to sizable capital gains realized in 2004 and not repeated in 2005. Non-interest expenses were up reflecting expenses associated with closing one office and opening another, as well as additional personnel costs from staff realignment. Total assets were off from the previous year-end by $1.5 million. Net loans declined by
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approximately $5.2 million while $7.4 million in fixed rate residential mortgage loans were sold into the secondary market. This sale assisted in controlling the Bank’s interest rate exposure to changes in long-term rates.
National Bancshares long-term history of increased cash dividends continued during this past year. Cash dividends declared, in the amount of 64 cents per share, increased by 4.9% over the previous year. “The market value of our stock declined by 16.9% from year-end 2004 to year-end 2005,” reported Dolezal. “Unfortunately, the market for financial institution stocks has not been kind this past year. Our price followed the direction of many financial stocks, pulled downward by the market as well as by declining earnings. We are optimistic that 2006 will bring increased earnings as well as an improving market for financial stocks.”
In reviewing current and long-range needs of the organization, the management structure and necessary skill sets were reviewed, resulting in consolidation, reorganization and streamlining of certain management duties and responsibilities. “We continue our review to improve other areas of the organization as well. Developmental plans and training programs encompassing many different areas of responsibility in the company are being implemented,” stated Dolezal.
Throughout this past year First National Bank has worked diligently to prepare for required implementation of section 404 of the Sarbanes-Oxley Act. This section of the Act required all controls within the organization to be mapped and tested to ensure the use of proper procedures. “We have recently completed mapping of the controls and have initiated testing. We will be utilizing these processes to improve overall risk management systems within the organization. This will assure that many areas of risk associated with our business are being monitored and measured on an ongoing basis,” reported Dolezal.
First National Bank is celebrating their 125th year of operation. Beginning as a partnership in 1881, it has grown to 14 offices serving three counties with a staff of over 150 employees. The expansion has been realized through a combination of bank and branch acquisitions and de novo branching. First National Bank is planning activities throughout the year to celebrate this very special anniversary. “We look forward to seeing many of our customers during 2006 and hope that we may have the opportunity to serve your financial needs,” concluded Dolezal.
National Bancshares Corporation’s subsidiary, First National Bank (www.fnborrville.com), is headquartered in Orrville, Ohio, with fourteen banking offices located in Orrville, Wooster, Dalton, Kidron, Smithville, Apple Creek, Mt. Eaton, Massillon, Lodi and Seville. The ticker symbol for National Bancshares Corporation is “NBOH.”
Forward-looking Statements — This press release contains forward-looking statements as referenced in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are necessarily subject to many risks and uncertainties. A number of things could cause actual results to differ materially from those indicated by the forward-looking statements. These include factors such as changes in the competitive marketplace, changes in the interest rate environment, economic conditions, changes in the regulatory environment, changes in business conditions and inflation, risks associated with credit quality and other factors discussed in the Company’s filings with the Security and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2005. The company disclaims any obligation to publicly update or revise any forward-looking statements based on the occurrence of future events, the receipt of new information, or otherwise.

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NATIONAL BANCSHARES CORPORATION
CONSOLIDATED BALANCE SHEETS
December 31, 2005 and 2004
                 
    2005     2004  
ASSETS
               
Cash and due from banks
  $ 10,985,160     $ 11,756,454  
Federal funds sold
    8,780,000       6,070,000  
 
           
 
               
Total cash and cash equivalents
    19,765,160       17,826,454  
Securities available for sale
    60,091,913       60,461,982  
Securities held to maturity (fair value: 2005 - $17,115,020; 2004 - $16,444,769)
    16,917,133       15,865,047  
Federal bank stock
    2,987,050       2,877,850  
Loans held for sale
          57,000  
Loans, net of allowance for loan losses: 2005 - $1,902,828; 2004 - $1,763,298
    191,538,419       196,724,596  
Premises and equipment, net
    5,201,211       4,366,780  
Other real estate owned
    103,334       46,000  
Goodwill
    4,722,775       4,722,775  
Identified intangible assets
    1,136,613       1,386,577  
Accrued interest receivable
    1,621,306       1,615,798  
Cash surrender value of life insurance
    2,415,910       2,337,779  
Other assets
    380,184       136,291  
 
           
 
               
 
  $ 306,881,008     $ 308,424,929  
 
           
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Deposits
               
Noninterest-bearing
  $ 47,143,340     $ 47,569,690  
Interest-bearing
    202,344,481       200,952,786  
 
           
 
               
Total deposits
    249,487,821       248,522,476  
 
               
Repurchase agreements
    2,359,521       3,888,235  
Federal Reserve note account
    592,763       791,007  
Federal Home Loan Bank advances
    17,000,000       17,000,000  
Accrued expenses and other liabilities
    2,787,478       2,903,890  
 
           
 
               
Total liabilities
    272,227,583       273,105,608  
 
               
Shareholders’ equity
               
Common stock, no par value; 6,000,000 shares authorized; 2,289,528 shares issued
    11,447,640       11,447,640  
Additional paid-in capital
    4,689,800       4,689,800  
Retained earnings
    20,067,339       19,397,601  
Treasury stock, at cost (55,040 shares)
    (1,189,493 )     (1,189,493 )
Accumulated other comprehensive income (loss)
    (361,861 )     973,773  
 
           
 
               
Total shareholders’ equity
    34,653,425       35,319,321  
 
           
 
               
 
  $ 306,881,008     $ 308,424,929  
 
           

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NATIONAL BANCSHARES CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
Years ended December 31, 2005, 2004 and 2003
                         
    2005     2004     2003  
Interest and dividend income
                       
Loans, including fees
  $ 12,243,402     $ 11,098,476     $ 10,833,688  
Federal funds sold
    242,047       75,138       85,635  
Securities:
                       
Taxable
    2,727,098       3,213,539       3,186,618  
Nontaxable
    862,648       924,846       937,868  
 
                 
 
                       
Total interest and dividend income
    16,075,195       15,311,999       15,043,809  
 
                       
Interest expense
                       
Deposits
    3,145,320       2,473,832       3,016,172  
Short-term borrowings
    87,712       15,037       6,996  
Federal Home Loan Bank advances
    895,357       857,453       716,848  
 
                 
 
                       
Total interest expense
    4,128,389       3,346,322       3,740,016  
 
                 
 
                       
Net interest income
    11,946,806       11,965,677       11,303,793  
Provision for loan losses
    159,233       177,500       245,000  
 
                 
 
                       
Net interest income after provision for loan losses
    11,787,573       11,788,177       11,058,793  
 
                       
Noninterest income
                       
Checking account fees
    970,329       790,928       752,833  
Gain on sale of loans
    43,548       67,379       115,982  
Gain on sale of other real estate owned
    19,603              
Miscellaneous fees
    197,825       153,646       149,425  
Securities gains, net
    109,035       432,915       72,290  
Other
    460,860       450,445       441,490  
 
                 
 
                       
Total noninterest income
    1,801,200       1,895,313       1,532,020  
 
                       
Noninterest expense
                       
Salaries and employee benefits
    5,764,959       5,351,230       4,844,909  
Data processing
    1,036,874       970,492       794,932  
Net occupancy
    458,758       410,276       404,489  
Dues, subscriptions and fees
    387,958       262,079       213,721  
Maintenance and repairs
    382,250       262,777       267,261  
Franchise tax
    372,388       355,469       321,824  
Depreciation — furniture and fixtures
    330,996       363,391       353,601  
Marketing
    301,154       181,526       199,242  
Amortization of intangibles
    249,964       267,509       275,647  
Stationary, printing and office supplies
    197,280       214,327       251,275  
Other
    1,503,034       1,258,386       1,213,615  
 
                 
 
                       
Total noninterest expense
    10,985,615       9,897,462       9,140,516  
 
                 
 
                       
Income before income taxes
    2,603,158       3,786,028       3,450,297  
 
                       
Income tax expense
    503,348       875,288       806,746  
 
                 
 
                       
Net income
  $ 2,099,810     $ 2,910,740     $ 2,643,551  
 
                 
 
                       
Weighted average common shares outstanding
    2,234,488       2,234,488       2,234,488  
 
                 
Basic and diluted earnings per common share
  $ 0.94     $ 1.30     $ 1.18  
 
                 

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