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): April 14, 2000
(Exact name of registrant as specified in its charter)
UNION BANKSHARES, INC.
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
Vermont 000-28449 03-0283552
(Address of principal executive offices)
20 Main St., P.O. Box 667 (Zip Code)
Morrisville, VT 05661-0667
Registrant's telephone number, including area code: (802) 888-6600
(Former name or former address, if changed since last report)
Not applicable
Item 5: Other Event
On April 14th we mailed our internal, unaudited First Quarter Report to our
shareholders and the Federal Reserve Bank of Boston.
The Company may from time to time make written or oral statements that are
considered "forward-looking statements: within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements may
include financial projections, statements of plans and objectives for
future operations, estimates of future economic performance and assumptions
relating thereto. The Company may include forward-looking statements in
its filings with the Securities and Exchange Commission, in its reports to
stockholders, including this quarterly report, in other written materials,
and in statements made by senior management to analysts, rating agencies,
institutional investors, representatives of the media and others.
By their very nature, forward-looking statements are subject to
uncertainties, both general and specific, and risk exists that predictions,
forecasts, projections and other estimates contained in forward-looking
statements will not be achieved. Also when we use any of the words
"believes," "expects," "anticipates" or similar expressions, we are making
forward-looking statements. Many possible events or factors could affect
the future financial results and performance of our company. This could
cause results or performance to differ materially from those expressed in
our forward-looking statements. The possible events or factors that might
affect our forward-looking statements include, but are not limited to, the
following:
* Uses of monetary, fiscal and tax policy by various governments
* Political, legislative or regulatory developments in Vermont or the
United States including changes in laws concerning taxes, banking and
other aspects of the financial services industry
* Developments in general economic or business conditions, including
interest rate fluctuations, market fluctuations and perceptions, and
inflation
* Changes in the competitive environment for financial services
organizations
* The company's ability to retain key personnel
* Changes in technology including demands for greater automation
* Timely, efficient integration of Citizens Savings Bank & Trust Co.'s
operations and systems.
(a) Exhibits. The following exhibit is filed herewith as part of this
report:
99 Union Bankshares, Inc., First Quarter Report dated as of
April 14, 2000
SIGNATURES
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 hereunto duly authorized.
Union Bankshares, Inc.
April 14, 2000 /s/ Kenneth d. Gibbons
----------------------
Kenneth D. Gibbons, President
April 14, 2000 /s/ Marsha A. Mongeon
---------------------
Marsha A. Mongeon, Chief Financial
Officer
EXHIBIT INDEX
99 Union Bankshares, Inc., First Quarter Report dated as of
April 14, 2000
Union Bankshares, Inc.
- ----------------------------------------------------------------------------
March 31, 2000
First Quarter Report
[LOGO] CITIZENS
SAVINGS BANK
AND TRUST COMPANY
[LOGO] UNION BANK
Wholly Owned Subsidiaries
April 14, 2000
Dear Shareholder:
We are pleased to report to you the first full three months earnings of your
combined banks. Net income increased 10.7% over the prior year period. Net
interest income improved due to a combination of increased loan demand and
an increase in interest rates.
The transfer of data processing services to Union Bank from Citizens took
place in February and we are beginning to see some expected efficiencies due
to this conversion. As with any conversion, much time and effort is expended
before and just after the event occurs creating a temporary increase in
labor, materials, and other one-time costs. Many of these items are expensed
at time of conversion and are reflected in the first quarter's salary,
equipment, and overhead expenses. We expect to see additional economies of
scale develop as we move forward with consolidation of certain backroom and
other tasks while retaining Citizens high level of service and independence.
Shareholders should be aware the staff at both companies worked very hard
and diligently to complete this project in the short timeframe allocated.
The winter has passed and businesses catering to the outdoor sports and
lodging had an average season. "Mud season" is historically a slow period
with everyone looking forward to the spring and summer. Both Union and
Citizens are seeing much interest this year in their BUILD construction loan
programs. The construction season is off to a running start and we are
pleased to participate by providing financing to both owners and builders
alike. This has become a strong segment in our economy and a good piece of
business for us.
Recently you received our proxy statement, ballot and a copy of the annual
report. These documents contain much information about your two banks and we
urge you to read them. The annual meeting will be held on Wednesday, April
26th at 3:00 PM at the Union Bank offices in Morrisville. You are cordially
invited to attend and to join in the refreshments and tours of the
facilities scheduled immediately after.
Enclosed is a dividend check or advice of deposit representing a dividend of
$.24 per share to shareholders of record April 5, 2000.
Sincerely,
/s/ W. Arlen Smith /s/ Kenneth C. Gibbons
- --------------- ----------------------
W. Arlen Smith Kenneth D. Gibbons
Chairman President
SHAREHOLDER
ASSISTANCE
AND
INVESTOR INFORMATION
If you need assistance with a change in registration of certificates,
reporting lost certificates, nonreceipt or loss of dividend checks,
information about the Company, or to receive copies of financial reports,
please contact us at the address and phone number listed below:
Corporate Name: Union Bankshares, Inc.
Transfer Agent: Union Bank
P.O. Box 667
Morrisville, VT
05661-0667
Phone: 802-888-6600
Fax: 802-888-7697
Email: [email protected]
Website: www.unionbankvt.com
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS (unaudited)
- --------------------------------------------------------------------------
March 31, 2000 March 31, 1999
<S> <C> <C>
ASSETS
Cash and Due from Banks $ 10,114,480 $ 11,086,796
Federal Funds Sold 3,308,123 8,091,543
Interest Bearing Deposits 2,052,999 1,951,024
U.S. Government Securities 32,069,881 34,874,304
State and Municipal Securities 4,695,495 3,571,849
Corporate Securities 21,418,869 21,673,193
Loans, net 210,718,774 200,863,461
Less: Reserve for Credit Losses (2,899,412) (2,885,331)
Bank Building and Equipment, net 3,958,930 4,438,920
Other Real Estate Owned 82,800 518,844
Other Assets 6,584,055 5,402,372
-----------------------------
Total Assets $292,104,994 $289,586,975
=============================
LIABILITIES AND SHAREHOLDERS' EQUITY
Demand Deposits $ 32,025,423 $ 29,019,950
Savings and Time Deposits 219,883,049 219,217,149
Other Liabilities 7,742,480 9,403,592
Common Stock 6,526,978 6,526,378
Paid in Capital 238,353 236,028
Retained Earnings 28,533,750 26,556,779
Accumulated Other Comprehensive Income (1,252,588) 219,550
Treasury Stock at Cost (1,592,451) (1,592,451)
-----------------------------
Total Liabilities and
Shareholders' Equity $292,104,994 $289,586,975
=============================
</TABLE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF INCOME (unaudited)
- --------------------------------------------------------------------------
March 31, 2000 March 31, 1999
<S> <C> <C>
Interest Income $5,743,498 $5,525,412
Interest Expense 2,266,173 2,248,158
---------------------------
Net Interest Income 3,477,325 3,277,254
Less: Provision for Credit Losses 62,500 100,000
---------------------------
Net Interest Income after
Credit Loss Provision 3,414,825 3,177,254
Trust Income 41,745 36,609
Other Operating Income 606,351 586,081
Other Operating Expenses:
Salaries 1,099,268 1,033,531
Employee Benefits 297,615 261,644
Occupancy 157,277 143,666
Equipment 300,507 253,072
Other 671,511 734,030
---------------------------
Total 2,526,178 2,425,943
---------------------------
Net Income before Tax 1,536,743 1,374,001
Income Tax Expense 459,086 400,582
---------------------------
Net Income $1,077,657 $ 973,419
===========================
Earnings per Share $ 0.36 $ 0.32
Book Value per Share $ 10.71 $ 10.56
</TABLE>
DIRECTORS OF
UNION BANKSHARES, INC.
W. Arlen Smith, Chairman
Cynthia D. Borck
Oscar E. Churchill
William T. Costa, Jr.
Kenneth D. Gibbons
Peter M. Haslam
Franklin G. Hovey II
William F. Kinney
Richard C. Marron
Robert P. Rollins
Jerry S. Rowe
Richard C. Sargent
Walter M. Sargent
OFFICERS OF
UNION BANKSHARES, INC.
W. Arlen Smith Chairman
Cynthia D. Borck Vice President
Kenneth D. Gibbons President
Peter M. Haslam Secretary
Marsha A. Mongeon Vice President/Treasurer
Jerry S. Rowe Vice President
DIRECTORS OF CITIZENS SAVINGS
BANK AND TRUST COMPANY
Cynthia D. Borck
J.R. Alexis Clouatre
William T. Costa, Jr.
Dwight A. Davis
Kenneth D. Gibbons
Franklin G. Hovey II
Genevieve L. Hovey
Jerry S. Rowe
Joseph M. Sherman
OFFICERS OF CITIZENS SAVINGS BANK
AND TRUST COMPANY
Michelle Brochu Vice President
Patricia G. Coffin Auditor/Compliance Officer
John Dinsmore Assistant Treasurer
Susan O. Laferriere Vice President
Dennis J. Lamothe Treasurer
Sandra J. Lyon Assistant Treasurer
Judith S. Masure Vice President
Barbara A. Olden Assistant Vice President
Jerry S. Rowe President
Wendy L. Somers Trust Officer
Reginald J. Wakeham Vice President &
Senior Loan Officer
DIRECTORS OF UNION BANK
W. Arlen Smith, Chairman
Cynthia D. Borck
Oscar E. Churchill
Kenneth D. Gibbons
Peter M Haslam
William F. Kinney
Richard C. Marron
Robert P. Rollins
Richard C. Sargent
Walter M. Sargent
OFFICERS OF UNION BANK
Wanda L. Allaire Assistant Vice President
Ethan A. Allen, Jr. Vice President
Rhonda L. Bennett Vice President
Cynthia D. Borck Senior Vice President
Joseph P. Canavan Assistant Vice President
Fern C. Farmer Assistant Vice President
Patsy S. French Assistant Vice President
Kenneth D. Gibbons President
Nathaniel M. Hayward Commercial Loan Officer
Claire A. Hindes Assistant Treasurer
Patricia N. Hogan Assistant Vice President
Peter R. Jones Vice President
Margaret S. Lambert Assistant Vice President
Marsha A. Mongeon Senior Vice President/
Treasurer
Freda T. Moody Assistant Vice President
Karen Carlson Noyes Assistant Vice President
Ruth P. Schwartz Vice President
David S. Silverman Senior Vice President
JoAnn A. Tallman Assistant Secretary
Francis E. Welch Assistant Vice President
Craig S. Wiltshire Vice President
UNION BANK OFFICES
Morrisville Jeffersonville
20 Lower Main Street* 80 Main Street*
(802) 888-6600 (802) 644-6600
Northgate Plaza* Hyde Park
Route 100 250 Main Street
(802) 888-6860 (802) 888-6880
Stowe Remote ATM's at:
Stowe Village* Smugglers' Notch Resort (2)
Park and Pond Streets Johnson State College
(802) 253-6600 Copley Hospital
Cold Hollow Cider Mill
1857 Mountain Road Trapp Family Lodge
Route 108 Stowe Mountain Resort (3)
(802) 253-6642 Big John's Riverside Store
Hardwick Express
103 VT Route 15* Telebanking
(802) 472-8100 (802) 888-6448
(800) 583-2869
Johnson
198 Lower Main Street*
(802) 635-6600
www.unionbankvt.com
* ATM's at these branches
CITIZENS SAVINGS BANK AND TRUST COMPANY OFFICES
St. Johnsbury Remote ATM's at:
364 Railroad Street* East Burke, Route 114
(802) 748-3131 Danville, Route 2
325 Portland Street Express Phone
(802) 748-3121 Banking
(802) 748-0815
(800) 748-1018
Lyndonville
183 Depot Street*
(802) 626-3100
St. Johnsbury
Center
Green Mountain Mall*
1998 Memorial Drive
(802) 748-2454
www.csbtc.com
* ATM's at these branches
