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): January 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 333-82709 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 January 13th we mailed our internal, unaudited Fourth 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., Fourth Quarter Report dated as of
January 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.
January 25, 2000 -----------------------------
Kenneth D. Gibbons, President
January 25, 2000 ----------------------------------
Marsha A. Mongeon, Chief Financial
Officer
EXHIBIT INDEX
99 Union Bankshares, Inc., Fourth Quarter Report dated as of
January 14, 2000
Union Bankshares, Inc.
- ---------------------------------------------------------------------------
December 31, 1999
Fourth Quarter Report
[LOGO] CITIZENS
SAVINGS BANK
AND TRUST COMPANY
[LOGO] UNION BANK
Wholly Owned Subsidiaries
January 14, 2000
Dear Shareholder,
This is the first letter to be sent to all our shareholders since the
acquisition of Citizens Savings Bank and Trust Company on November 30th,
1999. Your company now has in excess of 725 shareholders, over $32 million
in capital, and is a two-bank holding company.
The unaudited comparative financial statements show assets of $295 million,
loans of $209 million and deposits of $257 million at December 31, 1999.
The decrease in earnings compared to 1998 reflects the $508,000 merger-
related costs, which are not tax deductible, and over $100,000 in hard
costs this year associated with Y2K preparations. Both are one-time costs
which will not be repeated.
The millenium change was basically a non-event as far as problems and both
banks completed their year-end processing on schedule. Because the Y2K
transition went so smoothly, we do not want to downplay the time and effort
expended by the staff to ensure all went well. Many hours were devoted to
the preparation, testing, and planning phases with the outcome a success.
The major project now underway for both banks is the transfer of the
Citizens data processing function to Union. This is necessary to gain
economies of scale and is scheduled for the weekend of February fifth. The
plan is to have the transition be as transparent as possible to customers
and line staff of Citizens. Much time has been spent developing the
appropriate communications network and ensuring the "conversion" goes well.
We will keep you posted.
Thus far, this winter has seen little snow and warmer than normal
temperatures. Building construction continues at a brisk pace while some of
the winter sports-related industries are waiting for the season to begin.
Enclosed is a check or advice of credit representing a dividend of $.24 per
share to shareholders of record January 5, 2000. Your Union Bankshares,
Inc. tax dividend statements have been mailed under separate cover. A proxy
statement and an annual report to shareholders containing audited financial
statements will be mailed with the notice of the annual meeting scheduled
for April 26th.
Sincerely,
/s/ W. Arlen Smith /s/ Kenneth D. 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 Sheet (unaudited)
- ---------------------------------------------------------------------------
December 31, 1999 December 31, 1998
<S> <C> <C>
ASSETS
Cash and Due from Banks $ 11,596,195 $ 9,870,258
Federal Funds Sold 3,484,199 9,325,994
Interest Bearing Deposits 1,988,285 1,873,000
U.S. Government Securities 34,730,751 35,299,009
State and Municipal Securities 4,789,595 3,654,761
Corporate Securities 21,858,978 20,535,729
Loans, net 209,304,190 202,468,358
Less: Reserve for Loan Losses (2,869,983) (2,844,929)
Bank Building and Equipment, net 4,122,791 4,574,071
Other Real Estate Owned 26,667 524,756
Other Assets 6,364,554 4,847,661
----------------------------------
Total Assets $295,396,222 $290,128,668
==================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Demand Deposits $ 32,988,780 $ 32,948,621
Savings and Time Deposits 224,603,912 215,969,595
Other Liabilities 5,633,948 9,448,229
Common Stock 6,526,978 6,518,404
Paid in Capital 238,354 211,786
Retained Earnings 28,129,747 26,029,355
Accumulated Other Comprehensive
Income (1,133,046) 595,129
Treasury Stock at Cost (1,592,451) (1,592,451)
----------------------------------
Total Liabilities and
Shareholders' Equity $295,396,222 $290,128,668
==================================
</TABLE>
<TABLE>
<CAPTION>
Consolidated Statements of Income (unaudited)
- --------------------------------------------------------------------------------------------
12/31/99 12/31/98 12/31/99 12/31/98
(3 months ended) (12 months ended)
<S> <C> <C> <C> <C>
Interest Income $5,875,383 $5,785,089 $22,841,587 $22,628,926
Interest Expense 2,321,676 2,342,947 9,121,570 9,252,465
---------------------------------------------------------
Net Interest Income 3,553,707 3,442,142 13,720,017 13,376,461
Less: Provision for Loan Losses 109,499 75,000 359,496 400,000
---------------------------------------------------------
Net Interest Income after
Loan Loss Provision 3,444,208 3,367,142 13,360,521 12,976,461
Trust Income 50,946 46,250 165,769 120,410
Other Operating Income 636,144 828,749 2,411,659 2,782,581
Other Operating Expenses:
Salaries 1,050,385 1,009,985 4,195,372 4,111,064
Employee Benefits 364,060 182,631 1,126,962 998,703
Occupancy 127,547 107,299 534,813 502,549
Equipment 284,107 265,692 1,017,507 913,988
Other 917,551 749,286 3,172,564 2,746,846
---------------------------------------------------------
Total 2,743,650 2,314,893 10,047,218 9,273,150
---------------------------------------------------------
Net Income before Tax 1,387,648 1,927,248 5,890,731 6,606,302
Income Tax Expense 511,596 629,917 1,865,692 2,054,906
---------------------------------------------------------
Net Income $ 876,052 $1,297,331 $4,025,039 $4,551,396
Earnings per Share $1.33 $1.51
Book Value Per Share $10.62 $10.52
</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 Haslam Secretary
Marsha A. Mongeon Vice President/Treasurer
Jerry S. Rowe Vice President
DIRECTORS OF CITIZENS SAVINGS BANK
AND TRUST COMPANY
Genevieve L. Hovey, Chairman
Cynthia D. Borck
J.R. Alexis Clouatre
William T. Costa, Jr.
Dwight A. Davis
Kenneth D. Gibbons
Franklin G. Hovey II
Jerry S. Rowe
Joseph M. Sherman
OFFICERS OF CITIZENS SAVINGS BANK
AND TRUST COMPANY
Genevieve L. Hovey Chairman of the Board
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. Allan, 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 Loans 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 Report (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
Lyndonville (800) 748-1018
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
