<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission File Number 0-8467
WESBANCO, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
West Virginia 55-0571723
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1 Bank Plaza, Wheeling, WV 26003
(Address of principal executive offices) (Zip Code)
</TABLE>
304-234-9000
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or, for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes X No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date. Outstanding at
July 29, 1994, 8,579,126 shares.
<PAGE>
<PAGE> 2
PART 1 - FINANCIAL INFORMATION
Unaudited consolidated condensed Balance Sheets at June 30, 1994 and
December 31, 1993, Consolidated Statements of Income, Consolidated
Statements of Changes in Shareholders' Equity and Consolidated Statements
of Cash Flows for the six months ended June 30, 1994 and 1993 are set
forth on the following pages. All previously presented financial
information has been restated to include First Fidelity Bancorp, Inc.
For further information see Footnote 5. In the opinion of management of
the Registrant, all adjustments, consisting of normal recurring accruals,
necessary for a fair presentation of the financial information referred
to above for such periods, have been made. The results of operations for
the six months ended June 30, 1994 are not necessarily indicative of what
results will be for the entire year. For further information, refer to
the Annual Report to Shareholders which includes consolidated financial
statements and footnotes thereto and WesBanco, Inc.'s Annual Report on
Form 10-K for the year ended December 31, 1993.
Earnings per share was computed by dividing net income, less
preferred stock dividends and accretion, by the weighted average number
of common shares outstanding during the period. Preferred stock
dividends are cumulative and are payable quarterly at an annual rate of
$15.20 per share. Conversion of the preferred stock to common stock, in
accordance with the conversion requirements, would increase outstanding
common shares by approximately 113,443 shares. The fully dilutive effect
of preferred stock is less than 3%.
<PAGE>
<PAGE> 3
WESBANCO, INC.
CONSOLIDATED BALANCE SHEET
(Unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
June 30, December 31,
1994 1993
---------- ----------
<S> <C> <C>
ASSETS
Cash and due from banks $ 45,765 $ 47,306
Due from banks - interest bearing 297 297
Federal funds sold 9,000 29,349
Investment securities (Note 1) 516,979 492,667
Loans-net (Notes 2 and 3) 734,649 734,298
Bank premises and equipment - net 22,218 22,453
Accrued interest receivable 11,738 12,020
Other assets 8,936 8,432
---------- ----------
TOTAL ASSETS $1,349,582 $1,346,822
---------- ----------
LIABILITIES
Deposits:
Non-interest bearing demand $ 119,245 $ 121,390
Interest bearing demand 270,286 277,756
Savings deposits 320,861 317,496
Certificates of deposit 395,587 396,962
---------- ----------
Total deposits 1,105,979 1,113,604
---------- ----------
Federal funds purchased and repurchase
agreements 61,915 51,226
Short-term borrowings 8,285 10,454
Dividends payable 1,809 1,316
Accrued interest payable 5,012 5,452
Other liabilities 5,298 5,413
---------- ----------
TOTAL LIABILITIES 1,188,298 1,187,465
---------- ----------
Redeemable Preferred Stock (Series A, 8%
Cumulative, $1.25 par value, 10,000 shares
issued; 9,925 and 10,000 shares outstanding,
respectively) 1,844 1,841
SHAREHOLDERS' EQUITY (NOTE 5)
Preferred stock, no par value, 1,000,000
shares authorized; none outstanding --- ---
Common stock, $2.0833 par value;
25,000,000 shares authorized;
8,682,103 shares issued 18,087 18,170
Capital surplus 26,984 27,910
Capital reserves 2,139 2,139
Retained earnings 116,974 111,378
Less: Treasury stock at cost (102,977
and 49,960 shares, respectively) (2,843) (1,324)
Unrealized net loss on investments
available for sale - net of
tax effect (1,144) ---
---------- ----------
160,197 158,273
Deferred employee benefit related to ESOP (757) (757)
---------- ----------
TOTAL SHAREHOLDERS' EQUITY 159,440 157,516
---------- ----------
TOTAL LIABILITIES, REDEEMABLE
PREFERRED STOCK AND SHAREHOLDERS'
EQUITY $1,349,582 $1,346,822
---------- ----------
</TABLE>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these financial statements.
<PAGE>
<PAGE> 4
WESBANCO, INC.
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
(in thousands, except share and per share amounts)
<TABLE>
<CAPTION>
For the three months For the six months
ended June 30, ended June 30,
---------------------- ---------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
INTEREST INCOME:
Interest and fees on loans $ 15,558 $ 15,961 $ 30,796 $ 31,751
Interest on investment securities 7,365 7,972 14,433 15,986
Other interest income 147 175 398 369
---------- ---------- ---------- ----------
Total interest income 23,070 24,108 45,627 48,106
---------- ---------- ---------- ----------
INTEREST EXPENSE:
Interest on deposits 8,284 9,474 16,535 19,345
Interest on other borrowings 457 486 890 942
---------- ---------- ---------- ----------
Total interest expense 8,741 9,960 17,425 20,287
---------- ---------- ---------- ----------
NET INTEREST INCOME 14,329 14,148 28,202 27,819
Provision for possible loan losses 429 615 1,135 1,392
---------- ---------- ---------- ----------
NET INTEREST INCOME AFTER
PROVISION FOR POSSIBLE
LOAN LOSSES 13,900 13,533 27,067 26,427
---------- ---------- ---------- ----------
OTHER INCOME:
Trust fees 1,024 1,057 2,281 2,215
Service charges and other income 1,342 1,440 2,807 2,855
Net securities transaction gains 132 62 275 133
---------- ---------- ---------- ----------
Total other income 2,498 2,559 5,363 5,203
---------- ---------- ---------- ----------
OTHER EXPENSES:
Salaries, wages and
fringe benefits 5,415 5,252 10,591 10,270
Premises and equipment - net 1,141 1,130 2,315 2,248
Other operating 3,225 3,441 6,390 6,491
---------- ---------- ---------- ----------
Total other expenses 9,781 9,823 19,296 19,009
---------- ---------- ---------- ----------
Income before provision for
income taxes 6,617 6,269 13,134 12,621
Provision for income taxes
(Note 4) 1,934 1,753 3,815 3,587
---------- ---------- ---------- ----------
NET INCOME $ 4,683 $ 4,516 $ 9,319 $ 9,034
---------- ---------- ---------- ----------
Preferred stock dividends and
discount accretion $ 46 $ 46 $ 92 $ 92
---------- ---------- ---------- ----------
Net income available to common
shareholders $ 4,637 $ 4,470 $ 9,227 $ 8,942
---------- ---------- ---------- ----------
Earnings per share of common stock $ .54 $ .51 $ 1.07 $ 1.03
---------- ---------- ---------- ----------
Average outstanding shares of
common stock 8,632,280 8,667,143 8,637,279 8,667,143
---------- ---------- ---------- ----------
Dividends declared per share of
common stock $ .21 $ .19 $ .42 $ .385
---------- ---------- ---------- ----------
</TABLE>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these financial statements.
<PAGE>
<PAGE> 5
WESBANCO, INC.
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
For the six months ended
June 30,
----------------------------
1994 1993
---- ----
<S> <C> <C>
Total Shareholders' Equity
Balance, beginning of period $157,516 $147,452
-------- --------
Net Income 9,319 9,034
Cash dividends declared:
Common (3,631) (2,547)
Preferred (76) ---
Common dividends by pooled banks
prior to acquisition --- (602)
Preferred dividends by pooled
banks prior to acquisition --- (76)
Common stock issued through a dividend
reinvestment plan by pooled banks
prior to acquisition --- 124
Accretion of preferred stock (16) (16)
Net purchase of common
treasury shares (2,528) (8)
Retirement of treasury stock 1,009 ---
Change in common stock due to treasury
stock retirement (83) ---
Change in paid in surplus - common
stock due to treasury stock retirement (926) ---
Increase in ESOP related borrowings --- (422)
Unrealized net loss on investments
available for sale-net of tax
effect (1,144) ---
-------- --------
Net change in Shareholders' Equity 1,924 5,487
-------- --------
Total Shareholders' Equity
Balance, end of period $159,440 $152,939
-------- --------
</TABLE>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these financial statements.
<PAGE>
<PAGE> 6
WESBANCO, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited) (in thousands)
<TABLE>
<CAPTION>
For the six months ended
June 30,
------------------------
1994 1993
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 9,319 $ 9,034
Adjustments to reconcile net income to
net cash provided by operating
activities:
Depreciation 1,021 916
Provision for possible loan losses 1,135 1,392
Net amortization and accretion 2,788 2,729
Gain on sales of investment securities (275) (133)
Deferred income taxes 155 179
Other - net --- (432)
Increase or decrease in assets and
liabilities:
Interest receivable 282 294
Other assets (496) (567)
Interest payable (440) (347)
Other liabilities 425 1,393
------- -------
Net cash provided by operating activities 13,914 14,458
------- -------
Investing Activities:
Investment securities held to maturity:
Payments for purchases (80,933) (82,253)
Proceeds from sales --- 2,534
Proceeds from maturities and calls 26,079 28,580
Investment securities available for sale:
Payments for purchases (44,349) (17,301)
Proceeds from sales 46,679 13,951
Proceeds from maturities, calls
and prepayments 23,831 27,852
Net increase in loans (1,464) (15,841)
Purchases of premises and equipment-net (786) (1,061)
------- -------
Net cash used by investing activities (30,943) (43,539)
------- -------
Financing activities:
Net decrease in certificates of deposit (1,375) (16,573)
Net increase (decrease) in demand and
savings accounts (6,250) 19,807
Increase in federal funds purchased
and repurchase agreements 10,689 24,058
Proceeds from ESOP related borrowings --- 422
Increase (decrease) in short-term borrowings (2,169) 1,699
Dividends paid (3,213) (2,985)
Net purchases of treasury stock (2,543) (8)
------- -------
Net cash provided (used) by financing activities (4,861) 26,420
------- -------
Net decrease in cash and cash equivalents (21,890) (2,661)
Cash and cash equivalents at beginning of year 76,655 74,029
------- -------
Cash and cash equivalents at end of period $54,765 $71,368
------- -------
</TABLE>
For the six months ended June 30, 1994 and 1993, WesBanco paid $17,865 and
$20,635 in interest on deposits and other borrowings and $3,400 and $3,685
for income taxes, respectively.
As of June 30, 1994 and 1993, the net change in in-substance foreclosure
loans resulted in a decrease of $588 and $455 in other assets, respectively.
The Corporation retired 40,000 shares of Treasury Stock in a noncash
transaction.
The accompanying Notes to Consolidated Financial Statements are an integral
part of these financial statements.
<PAGE>
<PAGE> 7
WESBANCO, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in thousands)
NOTE 1 - INVESTMENT SECURITIES
- - ------------------------------
<TABLE>
<CAPTION>
June 30, December 31,
1994 1993
--------- ------------
<S> <C> <C>
Securities:
Investments Held to Maturity (at cost):
U.S. Treasury and Federal
Agency Securities $141,103 $274,962
Obligations of States and
political subdivisions 129,867 121,757
Mortgage-backed securities --- 11,104
Other securities 1,829 1,721
Investments Available for Sale (June 30, 1994,
at market, December 31, 1993, at lower
of cost or market):
U.S. Treasuries and Federal
Agency Securities 233,389 74,808
Mortgage-backed securities 9,155 ---
Other securities 1,636 8,315
-------- --------
Total $516,979 $492,667
-------- --------
</TABLE>
As of January 1, 1994, the Corporation adopted FAS No. 115, "Accounting
for Certain Investment in Debt and Equity Securities." Prior to the
adoption of FAS No. 115, management's classification of available for sale
included: U.S. Treasury and Agencies debt securities with a call or maturity
of one year or less, corporate securities and marketable equity securities.
With the adoption of FAS No. 115, management has changed its classification
of investment securities available for sale to include Treasury and Agencies
purchased with final maturities extending beyond three years, corporate
securities, mortgage-backed securities and marketable equity securities.
The market value adjustment as of January 1, 1994, increased investments by
$5,259,000 and increased shareholders' equity by $3,182,000 after the tax
effect of $2,077,000. The effect of the net market value adjustment as of
June 30, 1994 was to decrease investments by $1,867,000 and decrease
shareholders' equity by $1,144,000 after the tax effect of $723,000.
Certain investment classifications in prior periods have been reclassified
to conform with current presentation.
<PAGE>
<PAGE> 8
NOTE 2 - LOANS:
- - ---------------
<TABLE>
<CAPTION>
June 30, December 31,
1994 1993
--------- ------------
<S> <C> <C>
Loans:
Commercial $163,481 $161,102
Real Estate-Construction 19,977 21,181
Real Estate-Mortgage 347,988 342,173
Installment 222,837 228,906
-------- --------
754,283 753,362
-------- --------
Deduct:
Unearned income (7,551) (7,213)
Reserve for possible loan losses
(Note 3) (12,083) (11,851)
-------- --------
(19,634) (19,064)
-------- --------
$734,649 $734,298
-------- --------
</TABLE>
NOTE 3 - RESERVE FOR POSSIBLE LOAN LOSSES:
- - ------------------------------------------
<TABLE>
<CAPTION>
For the six months
ended June 30,
----------------------
1994 1993
---- ----
<S> <C> <C>
Balance at beginning of period $11,851 $10,638
Recoveries credited to reserve 255 309
Provision for loan losses 1,135 1,392
Losses charged to reserve (1,158) (1,207)
------- -------
Balance at end of period $12,083 $11,132
------- -------
</TABLE>
NOTE 4 - INCOME TAXES
- - ---------------------
A reconciliation of the average federal statutory tax rate to the
reported effective tax rate attributable to income from operations follows:
<TABLE>
<CAPTION>
For the six months
ended June 30,
---------------------------
1994 1993
---- ----
<S> <C> <C> <C> <C>
Federal statutory tax rate $4,597 35% $4,417 35%
Tax-exempt interest income from
securities of states and
political subdivisions (1,186) (9) (1,082) (9)
State income tax - net of
federal tax effect 352 3 340 3
All other - net (including retro-
active effect of tax rate increase) 52 0 (88) (1)
------------ ------------
Effective tax rates $3,815 29% $3,587 28%
------------ ------------
</TABLE>
<PAGE>
<PAGE> 9
NOTE 5 - COMPLETED MERGER
- - -------------------------
On February 28, 1994, the Corporation acquired First Fidelity Bancorp,
Inc., with assets totaling approximately $309,911,000, in a transaction
accounted for as a pooling-of-interests. In connection with this
transaction, the Corporation issued 2,053,815 shares of common stock and
10,000 shares of redeemable preferred stock. The consolidated financial
statements for the six months and three months ended June 30, 1994 and 1993
and as of June 30, 1994 and December 31, 1993 include the accounts of First
Fidelity Bancorp, Inc. for all periods and dates presented.
The following supplemental information reflects the separate results
of the combined entities for the periods prior to the acquisition: (in
thousands, except per share amounts)
<TABLE>
<CAPTION>
For the six months ended
June 30, 1993
-----------------------------------
First
As Fidelity
Previously Bancorp,
Presented Inc. Consolidated
--------- ------- ------------
<S> <C> <C> <C>
Net interest income $20,903 $6,916 $27,819
Net income 7,311 1,723 9,034
Earnings per common share 1.11 .70 1.03
</TABLE>
<PAGE>
<PAGE> 10
MANAGEMENTS'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
- - ---------------------------------------------------------------------------
OPERATIONS
- - ----------
Comparison of the six months ended June 30, 1994 and 1993
- - ---------------------------------------------------------
Net income for the six months ended June 30, 1994 was $9,319,000, a 3%
increase over the same period in 1993. Earnings per share of common stock
for the six months ended June 30, 1994 and 1993 were $1.07 and $1.03
respectively. Net income increased due to the increase in net interest
income and a decrease in the provision for possible loan losses for the six
months ended June 30, 1994 as compared to the same period during 1993.
Annualized return on average assets (ROA) was 1.38% and 1.37% for the
six months ended June 30, 1994 and 1993, respectively. Annualized return
on average equity (ROE) was 11.76% compared to 12.03% for the six months
ended June 30, 1994 and 1993, respectively.
Current period loan and deposit interest rates are generally above
levels noted in the previous comparative period. During the first six
months of 1994, most banks' primary lending rate was between 6.0% and 7.25%
and that rate for the first six months of 1993 approximated 6.0%. In spite
of increasing rates, continued repricing of assets which had yields above
these levels caused the average yield on WesBanco's interest earning assets
to decrease to 7.2% during the first six months of 1994 from 7.8% during the
first six months of 1993. Decreases in deposit rates implemented during
1993 for interest bearing liabilities caused a decrease in average rates
paid to 3.3% during the first six months of 1994 from 3.9% during the first
six months of 1993. Net tax equivalent interest income expressed as a
percentage of average earning assets was 4.8% and 4.7% for the six months
ended June 30, 1994 and 1993, respectively.
Total interest income decreased $2,479,000 or 5% between the six month
periods ended June 30, 1994 and 1993. Interest and fees on loans decreased
$955,000 or 3% primarily due to the decrease in the average rates earned on
loans outstanding partially offset by an increase in the average balance of
loans outstanding. Average rates earned on loans decreased by approximately
.6%. Average balances of loans increased due to the increase in mortgage
<PAGE> 11
and installment loans outstanding. There were no significant changes in
outstanding loan balances between December 31, 1993 and June 30, 1994.
Interest on investments in U.S. Treasury and Agencies decreased $1,254,000
or 12%. The decline was due to a decrease in the average yield of .6% along
with a decrease in the average outstanding balance of approximately
$3,774,000 between the six months ending June 30, 1994 and 1993. Balances
outstanding of U. S. Treasury and Agencies increased between June 30, 1994
and December 31, 1993, as a result of investing federal funds balances at
a recently acquired bank. Interest earned on investments in states and
political subdivisions increased $173,000 or 5%. Increases in the average
balance of this type of investment, approximating $17,456,000 were offset
by a decrease in the average yield of approximately .6%. Other interest
income, primarily interest on federal funds sold, increased $29,000 or 8%.
Increases in the average outstanding balance of approximately $1,864,000
along with an increase in the average yield of approximately .5% caused the
increase. Overall declines in average investment rates earned were caused
by maturities of higher yielding securities and the purchase of investments
at current market rates. The decrease in the market value of investments
classified as available for sale between January 1, 1994 to June 30, 1994
was approximately $7,126,000. The market rate adjustment represents a 2.9%
decline from the market value as of January 1, 1994, and is a result of the
recent increases in interest rates. The Lehman Brothers
Government/Corporate Intermediate Index declined by 5.85% during the same
time period.
Total interest expense decreased $2,862,000 or 16% between the six
month period ended June 30, 1994 and 1993. Average rates paid on all
deposits decreased by approximately .6% offset by an increase in average
total deposit volumes of approximately $6,333,000 between the periods ended
June 30, 1994 and 1993. The outstanding balance of total deposits decreased
between June 30, 1994 and December 31, 1993, due to the lack of general
economic growth in major market areas, competition from nonbank products and
<PAGE> 12
the lower interest rates offered. Interest expense on interest-bearing
demand deposits decreased $597,000 or 14% primarily due to the decrease in
the average rates paid of .5% partially offset by the increase in the
average balances of approximately $8,914,000. The average interest rate
paid on interest bearing demand deposits was 2.6% during the first six
months of 1994 down from 3.2% during the first six months of 1993.
Traditional savings account interest expense decreased $744,000 or 15% due
to the decrease in the average rate paid by approximately .7% offset by an
increase in the average balance outstanding of approximately $19,289,000.
The average interest rate paid on traditional savings accounts decreased to
2.7% during the first six months of 1994 from 3.3% during the first six
months of 1993. Certificates of deposit interest expense decreased
$1,469,000 or 15%. The average outstanding balances decreased by
$21,868,000 due to declining rates offered on certificates of deposit during
1993 and into 1994 in relation to other deposit products. Due to the
deposit rate environment, the interest rate differential between
certificates of deposit and passbook savings provided limited incentive for
customers to reinvest in term accounts. Average rates paid on certificates
of deposit decreased approximately .5% due to the decline in rates paid on
new and rollover deposits. Interest on other borrowings, which primarily
includes repurchase agreements, decreased $52,000 or 6% primarily due to the
decrease in average rates paid of .2% offset by an increase in the average
balances outstanding.
Other income increased $160,000 or 3%. Trust fee income increased
$66,000 primarily due to the number of new trust accounts and increases in
estate settlement fees during the first six months of 1994. Trust assets
were in excess of $1 billion as of June 30, 1994. Service charges and other
income decreased $48,000 between the six months ended June 30, 1994 and 1993
primarily due to a decrease in service charges earned on deposit accounts.
Net securities transaction gains increased $142,000 between the six months
ended June 30, 1994 and 1993.
<PAGE> 13
Total other expenses increased $287,000 or 2%. Salary expense
increased $321,000 due to normal salary adjustments, increased payroll
taxes, increased cost of health insurance and the increase in the number of
full time equivalent employees to 777 at June 30, 1994 from 772 at June 30,
1993. Premises and equipment expense increased $67,000 between the six
months ended June 30, 1994 and 1993, primarily due to the increased level
of depreciation associated with upgrading data processing equipment. Other
operating expenses decreased $101,000 or 2% primarily due to internal
consolidations during 1994 and 1993 which improved operational
efficiencies.
The provision for loan losses decreased due to the decline in loans
outstanding between June 30, 1994 and 1993, and due to management's
evaluation of the loan portfolio in the current business environment. Net
charge-offs remained stable at $903,000 as compared to $898,000 as of
June 30, 1993. The reserve for possible loan loss was 1.62% of total loans
as of June 30, 1994 and 1.59% as of December 31, 1993. Nonaccrual loans,
renegotiated loans, in-substance foreclosures and other real estate owned
decreased by $483,000 between June 30, 1994 and December 31, 1993. Total
nonaccrual and renegotiated loans, in-substance foreclosures and other real
estate owned totaled $11,552,000 or 1.5% of loans as of June 30, 1994 as
compared to $12,035,000 or 1.6% as of December 31, 1993. The level of non-
performing assets continues to be a result of the depressed commercial real
estate market and the lack of industrial growth in the primary market area.
Loans past due 90 days or more have increased to $2,726,000 or .4% of
total loans as of June 30, 1994 from $2,550,000 or .3% of total loans as of
December 31, 1993. Many commercial loans are in the form of demand notes
and a number of these loans do not require principal payments. Accordingly,
past due classifications might not be indicative of repayment risks.
FAS No. 114, "Accounting by Creditors for Impairment of a Loan," is
effective for periods beginning after December 15, 1994, and management is
unable to determine the effect of adopting FAS No. 114 at this time.
<PAGE> 14
Lending by WesBanco banks is guided by lending policies which allow for
various types of lending. Normal lending practices do not include the
acquisition of high yield non-investment grade loans or "highly leveraged
transactions" ("HLT") from out of the primary market areas as described by
uniform interagency definition of an "HLT" for supervisory purposes, jointly
issued by the Federal Reserve Bank, the Comptroller of Currency and the
Federal Deposit Insurance Corporation.
Comparison of the three months ended June 30, 1994 and 1993
Total interest income decreased $1,038,000 between the three month
periods ending June 30, 1994 and 1993. Interest and fees on loans decreased
$403,000 due to a decrease in average rates partially offset by an increase
in the average volume of loans outstanding. Interest on investments in U.S.
Treasury and Agencies decreased $415,000. Average balances outstanding
increased but were offset by a decrease in the average rates earned.
Interest on investments in states and political subdivisions increased
$71,000 primarily due to increased outstanding average balances. Other
interest income, primarily interest on federal funds sold, decreased $28,000
due to the decrease in the average balance outstanding.
Total interest expense decreased $1,219,000 between the three month
periods ended June 30, 1994 and 1993. Interest paid on deposits decreased
$1,190,000 primarily due to the decrease in average rates paid on deposits
offset by an increase in the average balance outstanding of approximately
$3,045,000. Interest on other borrowings decreased $29,000 for the three
months ended June 30, 1994 and 1993, primarily due to the decrease in the
average volume of short-term borrowings of approximately $6,555,000.
Total other income decreased by $61,000 primarily due to the decrease
in service charges and other income of $98,000 and trust fees of $33,000.
Net securities transaction gains increased by $70,000.
Total other expenses decreased by $42,000. Salaries and employee
benefits increased $163,000 due to normal salary adjustments. Other
operating expenses decreased $216,000 primarily due to internal
<PAGE> 15
consolidations during 1994 which improved operational efficiencies.
PART II - OTHER INFORMATION
- - ---------------------------
Item 1-5 - Not Applicable
- - -------------------------
Item 6 (a) - Exhibits
- - ---------------------
(15) Letter re unaudited interim financial information.
Item 6 (b) - Reports on Form 8-K
- - --------------------------------
There were no reports filed on Form 8-K for the three months ended
June 30, 1994.
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.
WESBANCO, INC.
Date: August 12, 1994 /s/ Edward M. George
------------------ --------------------
Edward M. George
President and Chief Executive Officer
Date: August 12, 1994 /s/ Paul M. Limbert
------------------ --------------------
Paul M. Limbert
Executive Vice President and
Chief Financial Officer
<PAGE> 1
EXHIBIT 15
PRICE WATERHOUSE L.L.P.
Report of Independent Accountants
---------------------------------
August 8, 1994
To the Board of Directors and
Shareholders of WesBanco, Inc.
We have reviewed the consolidated balance sheet and the related consolidated
statements of income, changes in shareholders' equity and cash flows of
WesBanco, Inc., and its subsidiaries (the Company) as of June 30, 1994 and
1993, and for the 3-month and 6-month periods then ended (the consolidated
interim financial information) as presented in the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1994. This consolidated
interim financial information is the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an
opinion.
Based on our review, we are not aware of any material modifications that
should be made to the consolidated interim financial information for it to
be in conformity with generally accepted accounting principles.
We previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of December 31, 1993, and the
related consolidated statements of income, changes in shareholders' equity
and cash flows for the year then ended (not presented herein), and in our
report dated January 24, 1994 and February 28, 1994, we expressed our
unqualified opinion on those consolidated financial statements. We did not
audit the financial statements of First Fidelity Bancorp, Inc. for 1993,
which statements reflect total assets of $307,965,000 at December 31, 1993.
Those statements were audited by other auditors whose report thereon has
been furnished to us, and our opinion expressed herein, insofar as it
relates to the amounts included for First Fidelity Bancorp, Inc. for 1993,
is based solely on the report of other auditors. In our opinion, the
information set forth in the accompanying consolidated balance sheet
information as of December 31, 1993, is fairly stated in all material
respects in relation to the consolidated balance sheet from which it has
been derived.
/s/ Price Waterhouse L.L.P.
600 Grant Street
Pittsburgh, PA 15219
