UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): February 1, 2012
| First Citizens Banc Corp |
(Exact name of registrant as specified in its charter)
| Ohio | 0-25980 | 34-1558688 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 100 East Water Street, P.O. Box 5016, Sandusky, Ohio 44870 |
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (419) 625-4121
| N/A |
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition
First Citizens Banc Corp is sending a letter to its shareholders regarding the payment of a fourth quarter dividend of $0.03 per share. Also announced were preliminary earnings for 2011 of $0.51 per share. The letter also discusses a number of issues that have had an impact on, and are expected to continue to impact, the Corporation. After mailing this letter to shareholders, management discovered a typographical error in the “Selected Income Statement Numbers and Comments” section. The line entitled “Net Income before Preferred Dividends” was incorrect. It should have shown $3,958,000 for 2011 and $(1,268,000) for 2010. A copy of the letter as mailed is attached hereto as Exhibit 99.
Item 9.01 Financial Statements and Exhibits
| (a) | Exhibit 99 Letter to Shareholders dated February 1, 2012 |
SIGNATURE
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 thereunto duly authorized.
| First Citizens Banc Corp | ||||||
| (Registrant) | ||||||
| Date: February 1, 2012 | /s/ James O. Miller | |||||
| James O. Miller, | ||||||
| President & CEO | ||||||
Exhibit 99
February 1, 2012
Dear Shareholder:
We are pleased to enclose your dividend check for $0.03 per share unless, of course, you have direct deposit of your dividends or it is deposited with your broker.
Below are selected financial highlights for 2011 I would like to share:
Selected Balance Sheet Numbers and Comments
| 12/31/11 | 12/31/10 | |||||||
| Gross Loans |
$ | 785,268,000 | $ | 767,323,000 | ||||
| Investment Securities |
$ | 204,634,000 | $ | 184,952,000 | ||||
| Cash and Due from Banks |
$ | 52,124,000 | $ | 79,030,000 | ||||
| Total Deposits |
$ | 901,246,000 | $ | 892,463,000 | ||||
Our total assets remained stable at approximately $1,100,000,000. Within the assets, we enjoyed positive loan growth. At a time when research indicates flat loan growth in Ohio, we increased our balances by almost $18,000,000. This was a result of our lending staff being attentive to our customers and reaching out to new customer opportunities. We also increased our investment securities by approximately $20,000,000. Our deposits increased a modest $9,000,000. Deposits are our raw material to fund loans and investments, but we remain cautious in our deposit pricing to protect our strong interest margin.
Selected Income Statement Numbers and Comments
| 12/31/11 | 12/31/10 | |||||||
| Net Interest Income |
$ | 41,361,000 | $ | 41,461,000 | ||||
| Provisions for Loan Loss |
$ | 9,800,000 | $ | 17,940,000 | ||||
| Noninterest Income |
$ | 10,442,000 | $ | 9,481,000 | ||||
| Noninterest Expense |
$ | 37,198,000 | $ | 36,101,000 | ||||
| Net Income before Preferred Dividend |
$ | 10,442,000 | $ | 9,481,000 | ||||
We are very pleased with the net income for the year. This was primarily a result of the decrease in the Provision for Loan Losses. Our net interest income was flat, even with
the increase in loans and investments. As you are all aware, interest rates remain at all-time historic lows. In this rate environment, there will be downward pressure on the net interest income or margin. Keeping loan volumes up and deposit pricing modest will dampen this downward pressure. Our noninterest income increased approximately $1,000,000 while noninterest expenses increased approximately $1,000,000, offsetting each other.
Our Annual Report and Form 10-K filings will be available by mid-March. The information in the Annual Report will contain greater detail and narrative on our performance for 2011.
The annual meeting is scheduled for April 17, 2012 and will again be held the BGSU Firelands Campus in Huron, Ohio. We hope to see you there.
| Sincerely, |
| James O. Miller |
| President & C.E.O. |
Cautionary Statement Regarding Forward-Looking Information
Comments made in this letter include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to numerous assumptions, risks and uncertainties. Although management believes that the expectations reflected in the forward-looking statements are reasonable, actual results or future events could differ, possibly materially, from those anticipated in these forward-looking statements. The forward-looking statements speak only as of the date of this letter, and First Citizens Banc Corp assumes no duty to update any forward-looking statements to reflect events or circumstances after the date of this letter, except to the extent required by law.