(Mark One)
|
||
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended June 30, 2010
|
||
¨
|
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 000-08467
|
WESBANCO, INC.
|
||
TABLE OF CONTENTS
|
||
Item No.
|
ITEM
|
Page No.
|
PART I - FINANCIAL INFORMATION
|
||
1
|
Financial Statements
|
|
Consolidated Balance Sheets at June 30, 2010 (unaudited) and December 31, 2009
|
3
|
|
Consolidated Statements of Income for the three and six months ended June 30, 2010 and 2009 (unaudited)
|
4
|
|
Consolidated Statements of Changes in Shareholders' Equity for the six months ended June 30, 2010 and 2009 (unaudited)
|
5
|
|
Consolidated Statements of Cash Flows for the six months ended June 30, 2010 and 2009 (unaudited)
|
6
|
|
Notes to Consolidated Financial Statements
|
7
|
|
2
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
19
|
3
|
Quantitative and Qualitative Disclosures About Market Risk
|
36
|
4
|
Controls and Procedures
|
38
|
PART II – OTHER INFORMATION
|
||
1
|
Legal Proceedings
|
39
|
2
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
39
|
6
|
Exhibits
|
40
|
Signatures
|
41
|
WESBANCO, INC. CONSOLIDATED BALANCE SHEETS
|
||
June 30,
|
December 31,
|
|
(unaudited, dollars in thousands, except per share amounts)
|
2010
|
2009
|
ASSETS
|
||
Cash and due from banks, including interest bearing amounts of
$41,954
and $10,813, respectively
|
$ 120,350
|
$ 82,867
|
Securities:
|
||
Available-for-sale, at fair value
|
839,952
|
1,261,804
|
Held-to-maturity (fair values of
$435,754
and $1,443, respectively)
|
430,196
|
1,450
|
Total securities
|
1,270,148
|
1,263,254
|
Loans held for sale
|
11,007
|
9,441
|
Portfolio loans:
|
||
Commercial
|
447,875
|
451,688
|
Commercial real estate
|
1,765,589
|
1,780,221
|
Residential real estate
|
662,193
|
708,397
|
Home equity
|
246,470
|
239,784
|
Consumer
|
277,571
|
290,856
|
Total portfolio loans, net of unearned income
|
3,399,698
|
3,470,946
|
Allowance for loan losses
|
(65,203)
|
(61,160)
|
Net portfolio loans
|
3,334,495
|
3,409,786
|
Premises and equipment, net
|
86,755
|
89,603
|
Accrued interest receivable
|
19,786
|
20,048
|
Goodwill and other intangible assets, net
|
286,908
|
288,292
|
Bank-owned life insurance
|
105,176
|
103,637
|
Other assets
|
121,636
|
130,424
|
Total Assets
|
$ 5,356,261
|
$ 5,397,352
|
LIABILITIES
|
||
Deposits:
|
||
Non-interest bearing demand
|
$ 547,551
|
$ 545,019
|
Interest bearing demand
|
450,163
|
450,697
|
Money market
|
839,743
|
714,926
|
Savings deposits
|
513,062
|
486,055
|
Certificates of deposit
|
1,763,288
|
1,777,536
|
Total deposits
|
4,113,807
|
3,974,233
|
Federal Home Loan Bank borrowings
|
309,642
|
496,393
|
Other short-term borrowings
|
177,426
|
188,522
|
Junior subordinated debt owed to unconsolidated subsidiary trusts
|
111,174
|
111,176
|
Total borrowings
|
598,242
|
796,091
|
Accrued interest payable
|
6,886
|
9,208
|
Other liabilities
|
32,612
|
29,104
|
Total Liabilities
|
4,751,547
|
4,808,636
|
SHAREHOLDERS' EQUITY
|
||
Preferred stock, no par value; 1,000,000 shares authorized; none outstanding
|
-
|
-
|
Common stock, $2.0833 par value; 50,000,000 shares authorized;
26,633,848
shares issued in 2010
|
||
and 2009; outstanding:
26,586,903
shares and 26,567,653 shares in 2010 and 2009, respectively
|
55,487
|
55,487
|
Capital surplus
|
191,817
|
192,268
|
Retained earnings
|
349,497
|
340,788
|
Treasury stock (
46,945
shares and 66,195
shares in 2010 and 2009, respectively, at cost)
|
(1,064)
|
(1,498)
|
Accumulated other comprehensive income
|
10,155
|
2,949
|
Deferred benefits for directors
|
(1,178)
|
(1,278)
|
Total Shareholders' Equity
|
604,714
|
588,716
|
Total Liabilities and Shareholders' Equity
|
$ 5,356,261
|
$ 5,397,352
|
WESBANCO, INC. CONSOLIDATED STATEMENTS OF INCOME
|
|||||||
For the Three Months Ended
|
For the Six Months Ended
|
||||||
June 30,
|
June 30,
|
||||||
(unaudited, dollars in thousands, except shares and per share amounts)
|
2010
|
2009
|
2010
|
2009
|
|||
INTEREST AND DIVIDEND INCOME
|
|||||||
Loans, including fees
|
$ 47,911
|
$ 51,482
|
$ 96,285
|
$ 103,541
|
|||
Interest and dividends on securities:
|
|||||||
Taxable
|
8,724
|
10,791
|
17,835
|
18,309
|
|||
Tax-exempt
|
2,851
|
3,698
|
5,845
|
7,212
|
|||
Total interest and dividends on securities
|
11,575
|
14,489
|
23,680
|
25,521
|
|||
Other interest income
|
111
|
108
|
197
|
218
|
|||
Total interest and dividend income
|
59,597
|
66,079
|
120,162
|
129,280
|
|||
INTEREST EXPENSE
|
|||||||
Interest bearing demand deposits
|
636
|
727
|
1,306
|
1,377
|
|||
Money market deposits
|
2,185
|
1,848
|
4,127
|
3,094
|
|||
Savings deposits
|
623
|
644
|
1,226
|
1,178
|
|||
Certificates of deposit
|
9,322
|
14,755
|
19,482
|
28,159
|
|||
Total interest expense on deposits
|
12,766
|
17,974
|
26,141
|
33,808
|
|||
Federal Home Loan Bank borrowings
|
3,567
|
5,614
|
7,901
|
11,246
|
|||
Other short-term borrowings
|
1,173
|
1,770
|
2,353
|
3,838
|
|||
Junior subordinated debt owed to unconsolidated subsidiary trusts
|
943
|
1,470
|
1,987
|
3,010
|
|||
Total interest expense
|
18,449
|
26,828
|
38,382
|
|
51,902
|
||
NET INTEREST INCOME
|
41,148
|
39,251
|
81,780
|
77,378
|
|||
Provision for credit losses
|
11,675
|
10,269
|
23,175
|
19,819
|
|||
Net interest income after provision for credit losses
|
29,473
|
28,982
|
58,605
|
57,559
|
|||
NON-INTEREST INCOME
|
|
|
|
||||
Trust fees
|
3,636
|
3,288
|
7,694
|
6,641
|
|||
Service charges on deposits
|
5,701
|
6,076
|
11,018
|
11,294
|
|||
Bank-owned life insurance
|
966
|
897
|
1,910
|
1,788
|
|||
Net securities gains
|
898
|
2,462
|
2,303
|
2,604
|
|||
Net gains on sales of mortgage loans
|
569
|
297
|
1,094
|
785
|
|||
Net loss on other real estate owned and other assets
|
(1,315)
|
(294)
|
(2,845)
|
(426)
|
|||
Other income
|
4,130
|
3,583
|
8,452
|
6,060
|
|||
Total non-interest income
|
14,585
|
16,309
|
29,626
|
28,746
|
|||
NON-INTEREST EXPENSE
|
|||||||
Salaries and wages
|
13,362
|
13,998
|
26,576
|
27,165
|
|||
Employee benefits
|
4,347
|
5,061
|
9,344
|
9,768
|
|||
Net occupancy
|
2,540
|
2,361
|
5,599
|
5,105
|
|||
Equipment
|
2,376
|
2,687
|
4,980
|
5,229
|
|||
Marketing
|
1,155
|
1,720
|
1,785
|
2,476
|
|||
FDIC insurance
|
1,683
|
4,322
|
3,288
|
5,576
|
|||
Amortization of intangible assets
|
685
|
812
|
1,384
|
1,509
|
|||
Restructuring and merger-related expenses
|
7
|
192
|
206
|
621
|
|||
Other operating expenses
|
8,412
|
8,392
|
16,798
|
16,909
|
|||
Total non-interest expense
|
34,567
|
39,545
|
69,960
|
74,358
|
|||
Income before provision for income taxes
|
9,491
|
5,746
|
18,271
|
11,947
|
|||
Provision for income taxes
|
1,253
|
2
|
2,122
|
753
|
|||
NET INCOME
|
$ 8,238
|
$ 5,744
|
$ 16,149
|
$ 11,194
|
|||
Preferred dividends and expense associated with unamortized
discount and issuance costs
|
-
|
1,057
|
-
|
2,112
|
|||
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS
|
$ 8,238
|
$ 4,687
|
$ 16,149
|
$ 9,082
|
|||
EARNINGS PER COMMON SHARE
|
|||||||
Basic
|
$ 0.31
|
$ 0.18
|
$ 0.61
|
$ 0.34
|
|||
Diluted
|
$ 0.31
|
$ 0.18
|
$ 0.61
|
|
$ 0.34
|
||
AVERAGE SHARES OUTSTANDING
|
|
||||||
Basic
|
26,577,065
|
26,567,653
|
26,572,385
|
26,564,589
|
|||
Diluted
|
26,577,828
|
26,568,752
|
26,572,915
|
26,566,516
|
|||
DIVIDENDS DECLARED PER COMMON SHARE
|
$ 0.14
|
$ 0.28
|
$ 0.28
|
$ 0.56
|
WESBANCO, INC. CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
|
||||||||||
For the Six Months Ended June 30, 2010 and 2009
|
||||||||||
|
Accumulated
|
|||||||||
Other
|
Deferred
|
|||||||||
(unaudited, dollars in thousands,
|
Preferred Stock
|
Common Stock
|
Capital
|
Retained
|
Treasury
|
Comprehensive
|
Benefits for
|
|||
except per share amounts)
|
Shares
|
Amount
|
Shares
|
Amount
|
Surplus
|
Earnings
|
Stock
|
Income (Loss)
|
Directors
|
Total
|
January 1, 2010
|
-
|
$ -
|
26,567,653
|
$ 55,487
|
$ 192,268
|
$ 340,788
|
$ (1,498)
|
$ 2,949
|
$ (1,278)
|
$ 588,716
|
Net income
|
16,149
|
16,149
|
||||||||
Other comprehensive income (loss) (1)
|
7,206
|
7,206
|
||||||||
Total comprehensive income
|
23,355
|
|||||||||
Common dividends
|
||||||||||
declared ($0.28 per share)
|
(7,440)
|
(7,440)
|
||||||||
Treasury shares sold
|
19,250
|
(404)
|
434
|
30
|
||||||
Stock compensation expense
|
53
|
53
|
||||||||
Deferred benefits for directors- net
|
(100)
|
100
|
-
|
|||||||
June 30, 2010
|
-
|
$ -
|
26,586,903
|
$ 55,487
|
$ 191,817
|
$ 349,497
|
$ (1,064)
|
$ 10,155
|
$ (1,178)
|
$ 604,714
|
January 1, 2009
|
75,000
|
$ 72,332
|
26,560,889
|
$ 55,487
|
$ 193,221
|
$ 344,403
|
$ (1,661)
|
$ (3,182)
|
$ (1,229)
|
$ 659,371
|
Net income
|
11,194
|
11,194
|
||||||||
Other comprehensive income (loss)
|
(197)
|
(197)
|
||||||||
Total comprehensive income
|
10,997
|
|||||||||
Preferred dividends and amortization
|
||||||||||
of discount
|
228
|
(2,112)
|
(1,884)
|
|||||||
Common dividends
|
||||||||||
declared ($0.56 per share)
|
(14,875)
|
(14,875)
|
||||||||
Treasury shares sold
|
6,764
|
(52)
|
163
|
111
|
||||||
Deferred benefits for directors- net
|
27
|
(27)
|
-
|
|||||||
June 30, 2009
|
75,000
|
$ 72,560
|
26,567,653
|
$ 55,487
|
$ 193,196
|
$ 338,610
|
$ (1,498)
|
$ (3,379)
|
$ (1,256)
|
$ 653,720
|
WESBANCO, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||
|
For the Six Months Ended
|
|
June 30,
|
||
(unaudited, in thousands)
|
2010
|
2009
|
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
|
$ 49,510
|
$ (3,426)
|
INVESTING ACTIVITIES:
|
||
Securities available-for-sale:
|
||
Proceeds from sales
|
103,463
|
283,491
|
Proceeds from maturities, prepayments and calls
|
184,147
|
193,204
|
Purchases of securities
|
(281,739)
|
(1,049,317)
|
Securities held-to-maturity:
|
||
Proceeds from maturities, prepayments and calls
|
7,984
|
-
|
Purchases of securities
|
(10,524)
|
-
|
Net cash received from acquisitions
|
-
|
578,573
|
Net decrease in loans
|
50,143
|
54,013
|
Purchases of premises and equipment – net
|
(883)
|
(1,821)
|
Net cash provided by investing activities
|
52,591
|
58,143
|
FINANCING ACTIVITIES:
|
||
Increase (decrease) in deposits
|
139,767
|
(2,714)
|
Proceeds from Federal Home Loan Bank borrowings
|
20,000
|
-
|
Repayment of Federal Home Loan Bank borrowings
|
(206,099)
|
(15,043)
|
Decrease in other short-term borrowings
|
(5,877)
|
(17,794)
|
Decrease in federal funds purchased
|
(5,000)
|
(52,000)
|
Dividends paid to common and preferred shareholders
|
(7,439)
|
(16,550)
|
Treasury shares sold – net
|
30
|
111
|
Net cash used in financing activities
|
(64,618)
|
(103,990)
|
Net increase (decrease) in cash and cash equivalents
|
37,483
|
(49,273)
|
Cash and cash equivalents at beginning of the period
|
82,867
|
141,170
|
Cash and cash equivalents at end of the period
|
$ 120,350
|
$ 91,897
|
SUPPLEMENTAL DISCLOSURES:
|
||
Interest paid on deposits and other borrowings
|
$ 40,704
|
$ 49,247
|
Income taxes paid
|
2,850
|
4,725
|
Transfers of loans to other real estate owned
|
2,321
|
1,503
|
Transfers of to loans held for sale
|
791
|
-
|
Transfers of available for sale securities to held to maturity securities at fair value
|
426,723
|
-
|
Summary of business acquisition:
|
||
Fair value of tangible assets acquired
|
-
|
600,257
|
Fair value of liabilities assumed
|
-
|
(603,086)
|
Contract payment in the acquisition
|
-
|
(20,693)
|
Goodwill and other intangibles recognized
|
$ -
|
$ (23,522)
|
For the Three Months Ended
|
For the Six Months Ended
|
|||||
June 30,
|
June 30,
|
|||||
(unaudited, in thousands, except shares and per share amounts)
|
2010
|
2009
|
2010
|
2009
|
||
Numerator for both basic and diluted earnings per common share:
|
||||||
Net Income
|
$ 8,238
|
$ 5,744
|
$ 16,149
|
$ 11,194
|
||
Less: Preferred dividends and expense associated with unamortized discount and issuance costs
|
-
|
$ (1,057)
|
-
|
$ (2,112)
|
||
Net income available to common shareholders
|
$ 8,238
|
$ 4,687
|
$ 16,149
|
$ 9,082
|
||
Denominator:
|
||||||
Total average basic common shares outstanding
|
26,577,065
|
26,567,653
|
26,572,385
|
26,564,589
|
||
Effect of dilutive stock options
|
763
|
1,099
|
530
|
1,927
|
||
Total diluted average common shares outstanding
|
26,577,828
|
26,568,752
|
26,572,915
|
26,566,516
|
||
Earnings per common share - basic
|
$ 0.31
|
$ 0.18
|
$ 0.61
|
$ 0.34
|
||
Earnings per common share - diluted
|
$ 0.31
|
$ 0.18
|
$ 0.61
|
$ 0.34
|
June 30, 2010
|
December 31, 2009
|
||||||||||
Gross
|
Gross
|
Estimated
|
Gross
|
Gross
|
Estimated
|
||||||
Amortized
|
Unrealized
|
Unrealized
|
Fair
|
Amortized
|
Unrealized
|
Unrealized
|
Fair
|
||||
(unaudited, in thousands)
|
Cost
|
Gains
|
Losses
|
Value
|
Cost
|
Gains
|
Losses
|
Value
|
|||
Available-for-sale
|
|||||||||||
Other government agencies
|
$ 294,526
|
$ 4,339
|
$ (5)
|
$ 298,860
|
$ 191,184
|
$ 638
|
$ (1,096)
|
$ 190,726
|
|||
Corporate debt securities
|
4,873
|
-
|
(10)
|
4,863
|
2,886
|
46
|
-
|
2,932
|
|||
Residential mortgage-backed securities and collateralized mortgage obligations of government agencies
|
323,740
|
12,422
|
(128)
|
336,034
|
684,142
|
15,086
|
(1,090)
|
698,138
|
|||
Other residential collateralized mortgage obligations
|
-
|
-
|
-
|
-
|
2,569
|
22
|
-
|
2,591
|
|||
Obligations of state and political subdivisions
|
190,051
|
6,036
|
(36)
|
196,051
|
356,693
|
8,818
|
(1,892)
|
363,619
|
|||
Total debt securities
|
813,190
|
22,797
|
(179)
|
835,808
|
1,237,474
|
24,610
|
(4,078)
|
1,258,006
|
|||
Equity securities
|
3,561
|
584
|
(1)
|
4,144
|
3,508
|
291
|
(1)
|
3,798
|
|||
Total available-for-sale securities
|
$ 816,751
|
$ 23,381
|
$ (180)
|
$ 839,952
|
$ 1,240,982
|
$ 24,901
|
$ (4,079)
|
$ 1,261,804
|
|||
Held-to-maturity
|
|||||||||||
Corporate debt securities
|
$ 1,451
|
$ -
|
$ (375)
|
$ 1,076
|
$ 1,450
|
$ -
|
$ (7)
|
$ 1,443
|
|||
Residential mortgage-backed securities and
collateralized mortgage obligations
of government agencies
|
256,188
|
3,987
|
(45)
|
260,130
|
-
|
-
|
-
|
-
|
|||
Other residential collateralized mortgage
obligations
|
1,605
|
23
|
(1)
|
1,627
|
-
|
-
|
-
|
-
|
|||
Obligations of state and political subdivisions
|
170,952
|
2,132
|
(163)
|
172,921
|
-
|
-
|
-
|
-
|
|||
Total held-to-maturity securities
|
$ 430,196
|
$ 6,142
|
$ (584)
|
$ 435,754
|
$ 1,450
|
$ -
|
$ (7)
|
$ 1,443
|
|||
Total securities
|
$ 1,246,947
|
$ 29,523
|
$ (764)
|
$ 1,275,706
|
$ 1,242,432
|
$ 24,901
|
$ (4,086)
|
$ 1,263,247
|
June 30, 2010
|
|||||||||
Less than 12 months
|
12 months or more
|
Total
|
|||||||
Fair
|
Unrealized
|
# of
|
Fair
|
Unrealized
|
# of
|
Fair
|
Unrealized
|
# of
|
|
(unaudited, dollars in thousands)
|
Value
|
Losses
|
Securities
|
Value
|
Losses
|
Securities
|
Value
|
Losses
|
Securities
|
Other government agencies
|
$ 1,012
|
$ (5)
|
1
|
$ -
|
$ -
|
-
|
$ 1,012
|
$ (5)
|
1
|
Residential mortgage-backed securities and collateralized mortgage obligations of government agencies
|
27,125
|
(161)
|
24
|
586
|
(12)
|
1
|
27,711
|
(173)
|
25
|
Other residential collateralized mortgage obligations
|
10
|
(1)
|
1
|
-
|
-
|
-
|
10
|
(1)
|
1
|
Obligations of states and political subdivisions
|
22,583
|
(178)
|
21
|
2,364
|
(21)
|
6
|
24,947
|
(199)
|
27
|
Corporate debt securities
|
5,939
|
(385)
|
3
|
-
|
-
|
-
|
5,939
|
(385)
|
3
|
Equity securities
|
1
|
(1)
|
1
|
-
|
-
|
-
|
1
|
(1)
|
1
|
Total temporarily impaired securities
|
$ 56,670
|
$ (731)
|
51
|
$ 2,950
|
$ (33)
|
7
|
$ 59,620
|
$ (764)
|
58
|
December 31, 2009
|
|||||||||
Less than 12 months
|
12 months or more
|
Total
|
|||||||
Fair
|
Unrealized
|
# of
|
Fair
|
Unrealized
|
# of
|
Fair
|
Unrealized
|
# of
|
|
(unaudited, dollars in thousands)
|
Value
|
Losses
|
Securities
|
Value
|
Losses
|
Securities
|
Value
|
Losses
|
Securities
|
Other government agencies
|
$ 104,014
|
$ (1,096)
|
16
|
$ -
|
$ -
|
-
|
$ 104,014
|
$ (1,096)
|
16
|
Residential mortgage-backed securities and collateralized mortgage obligations of government agencies
|
138,878
|
(1,076)
|
17
|
590
|
(15)
|
1
|
139,468
|
(1,091)
|
18
|
Obligations of states and political subdivisions
|
59,659
|
(1,723)
|
56
|
3,996
|
(168)
|
7
|
63,655
|
(1,891)
|
63
|
Corporate debt securities
|
1,443
|
(7)
|
1
|
-
|
-
|
-
|
1,443
|
(7)
|
1
|
Equity securities
|
4
|
(1)
|
2
|
-
|
-
|
-
|
4
|
(1)
|
2
|
Total temporarily impaired securities
|
$ 303,998
|
$ (3,903)
|
92
|
$ 4,586
|
$ (183)
|
8
|
$ 308,584
|
$ (4,086)
|
100
|
For the Six Months Ended
|
||
June 30,
|
||
(unaudited, in thousands)
|
2010
|
2009
|
Balance at beginning of period
|
$ 61,160
|
$ 49,803
|
Provision for loan losses
|
23,175
|
19,950
|
Charge-offs
|
(20,429)
|
(12,119)
|
Recoveries
|
1,297
|
938
|
Net charge-offs
|
(19,132)
|
(11,181)
|
Balance at end of period
|
$ 65,203
|
$ 58,572
|
The following tables summarize loans classified as impaired:
|
||
June 30,
|
December 31,
|
|
(unaudited, in thousands)
|
2010
|
2009
|
Balance of impaired loans with no allocated allowance for loan losses
|
$ 72,386
|
$ 63,456
|
Balance of impaired loans with an allocated allowance for loan losses
|
46,478
|
30,167
|
Total impaired loans
|
$ 118,864
|
$ 93,623
|
Allowance for loan losses allocated to impaired loans
|
$ 12,458
|
$ 8,009
|
(unaudited, dollars in thousands)
|
Scheduled
|
Weighted
|
Year
|
Maturity
|
Average Rate
|
2010
|
$ 55,056
|
3.08%
|
2011
|
84,493
|
3.76%
|
2012
|
76,635
|
3.64%
|
2013
|
50,686
|
3.28%
|
2014
|
16,309
|
3.40%
|
2015 and thereafter
|
26,463
|
4.13%
|
Total
|
$ 309,642
|
3.54%
|
For the Three Months Ended
|
For the Six Months Ended
|
||||||
June 30,
|
June 30,
|
||||||
(unaudited, in thousands)
|
2010
|
2009
|
2010
|
2009
|
|||
Service cost – benefits earned during year
|
$ 581
|
$ 599
|
$ 1,155
|
$ 1,199
|
|||
Interest cost on projected benefit obligation
|
877
|
837
|
1,744
|
1,674
|
|||
Expected return on plan assets
|
(1,197)
|
(944)
|
(2,381)
|
(1,889)
|
|||
Amortization of prior service cost
|
(29)
|
(29)
|
(58)
|
(59)
|
|||
Amortization of net loss
|
302
|
476
|
602
|
952
|
|||
Net periodic pension cost
|
$ 534
|
$ 939
|
$ 1,062
|
$ 1,877
|
June 30, 2010
|
||||
Fair Value Measurements Using:
|
||||
Asset at Fair
|
Quoted Prices in
Active Markets for Identical Assets |
Significant Other Observable
Inputs |
Significant
Unobservable Inputs |
|
(unaudited, in thousands)
|
Value |
(Level 1)
|
(Level 2)
|
(Level 3)
|
Securities - available-for-sale
|
||||
Other government agencies
|
$ 298,860
|
$ -
|
$ 298,860
|
$ -
|
Corporate debt securities
|
4,863
|
-
|
4,863
|
-
|
Residential mortgage-backed securities and
collateralized mortgage obligations of
government agencies
|
336,034
|
-
|
336,034
|
-
|
Other residential collateralized mortgage obligations
|
-
|
-
|
-
|
-
|
Obligations of state and political subdivisions
|
196,051
|
-
|
195,834
|
217
|
Equity securities
|
4,144
|
2,308
|
1,594
|
242
|
Total securities - available-for-sale
|
$ 839,952
|
$ 2,308
|
$ 837,185
|
$ 459
|
December 31, 2009
|
||||
Fair Value Measurements Using:
|
||||
Asset at Fair |
Quoted Prices in
Active Markets for Identical Assets |
Significant Other Observable Inputs
|
Significant
Unobservable Inputs |
|
(unaudited, in thousands)
|
Value |
(Level 1)
|
(Level 2)
|
(Level 3)
|
Securities - available-for-sale
|
||||
U.S. government agency notes
|
$ 190,726
|
$ -
|
$ 190,726
|
$ -
|
Corporate debt securities
|
2,932
|
-
|
2,932
|
-
|
Residential mortgage-backed securities and
collateralized mortgage obligations of
government agencies
|
698,138
|
-
|
698,138
|
-
|
Other residential collateralized mortgage obligations
|
2,591
|
-
|
2,558
|
33
|
Obligations of state and political subdivisions
|
363,619
|
-
|
362,218
|
1,401
|
Equity securities
|
3,798
|
2,171
|
1,385
|
242
|
Total securities - available-for-sale
|
$ 1,261,804
|
$ 2,171
|
$ 1,257,957
|
$ 1,676
|
Other residential
|
||||
collateralized
|
Obligations of
|
|||
mortgage
|
state and political
|
|||
(unaudited, in thousands)
|
obligations
|
subdivisions
|
Equity securities
|
Total
|
For the Three Months ended June 30, 2010:
|
||||
Beginning balance
|
$ 23
|
$ 1,352
|
$ 242
|
$ 1,617
|
Transfers out of Level 3
|
(19)
|
(815)
|
-
|
(834)
|
Total gains and losses
|
||||
included in other comprehensive income
|
-
|
(14)
|
-
|
(14)
|
Settlements
|
(4)
|
(306)
|
-
|
(310)
|
Ending balance
|
$ -
|
$ 217
|
$ 242
|
$ 459
|
For the Three Months ended June 30, 2009:
|
||||
Beginning balance
|
$ 52
|
$ 1,412
|
$ 242
|
$ 1,706
|
Transfers out of Level 3
|
-
|
-
|
-
|
-
|
Total gains and losses
|
||||
included in other comprehensive income
|
(10)
|
54
|
-
|
44
|
Settlements
|
-
|
(14)
|
-
|
(14)
|
Ending balance
|
$ 42
|
$ 1,452
|
$ 242
|
$ 1,736
|
For the Six Months ended June 30, 2010:
|
||||
Beginning balance
|
$ 33
|
$ 1,401
|
$ 242
|
$ 1,676
|
Transfers out of Level 3
|
(19)
|
(815)
|
-
|
(834)
|
Total gains and losses
|
||||
included in other comprehensive income
|
3
|
(3)
|
-
|
-
|
Settlements
|
(17)
|
(366)
|
-
|
(383)
|
Ending balance
|
$ -
|
$ 217
|
$ 242
|
$ 459
|
For the Six Months ended June 30, 2009:
|
||||
Beginning balance
|
$ 55
|
$ 1,446
|
$ 267
|
$ 1,768
|
Transfers out of Level 3
|
-
|
-
|
(25)
|
(25)
|
Total gains and losses
|
||||
included in other comprehensive income
|
(13)
|
77
|
-
|
64
|
Settlements
|
-
|
(71)
|
-
|
(71)
|
Ending balance
|
$ 42
|
$ 1,452
|
$ 242
|
$ 1,736
|
|
(1)
|
Represents the carrying value of loans for which adjustments are based on the appraised value and management’s judgment of the value of collateral.
|
|
(2)
|
Other real estate owned and repossessed assets are carried at the lower of the investment in the assets or the fair value of the assets less estimated selling costs.
|
|
(3)
|
Represents the carrying value of mortgage servicing rights whose value has been impaired and therefore carried at their fair value as determined from independent valuations.
|
|
(4)
|
The carrying amount of residential mortgage loans held for sale approximates fair value. Portfolio loans held for sale of $
0.8
million and $-0- as of June 30, 2010 and December 31, 2009 are recorded at the contractual sales price less costs to sell.
|
June 30,
|
December 31,
|
||||||||||
2010
|
2009
|
||||||||||
Carrying
|
Fair
|
Carrying
|
Fair
|
||||||||
(unaudited, in thousands)
|
Amount
|
Value
|
Amount
|
Value
|
|||||||
Financial assets:
|
|||||||||||
Cash and due from banks
|
$ 120,350
|
$ 120,350
|
$ 82,867
|
$ 82,867
|
|||||||
Securities available-for-sale
|
839,952
|
839,952
|
1,261,804
|
1,261,804
|
|||||||
Securities held-to-maturity
|
430,196
|
435,754
|
1,450
|
1,443
|
|||||||
Net loans
|
3,334,495
|
3,185,826
|
3,409,786
|
3,273,207
|
|||||||
Loans held for sale
|
11,007
|
11,007
|
9,441
|
9,441
|
|||||||
Accrued interest receivable
|
19,786
|
19,786
|
20,048
|
20,048
|
|||||||
Bank owned life insurance
|
105,176
|
105,176
|
103,637
|
103,637
|
|||||||
Financial liabilities:
|
|||||||||||
Deposits
|
4,113,807
|
4,126,203
|
3,974,233
|
3,984,671
|
|||||||
Federal Home Loan Bank borrowings
|
309,642
|
318,602
|
496,393
|
500,336
|
|||||||
Other borrowings
|
177,426
|
172,434
|
188,522
|
184,512
|
|||||||
Junior subordinated debt
|
111,174
|
51,237
|
111,176
|
58,144
|
|||||||
Accrued interest payable
|
6,886
|
6,886
|
9,208
|
9,208
|
June 30,
|
December 31,
|
|
(unaudited, in thousands)
|
2010
|
2009
|
Commitments to extend credit
|
$ 648,506
|
$ 710,871
|
Standby letters of credit
|
28,784
|
34,488
|
Affordable housing plan guarantees
|
4,311
|
4,366
|
Trust and
|
|||
Community
|
Investment
|
||
(unaudited, in thousands)
|
Banking
|
Services
|
Consolidated
|
For the Three Months ended June 30, 2010:
|
|||
Interest income
|
$ 59,597
|
$ -
|
$ 59,597
|
Interest expense
|
18,449
|
-
|
18,449
|
Net interest income
|
41,148
|
-
|
41,148
|
Provision for credit losses
|
11,675
|
-
|
11,675
|
Net interest income after provision for credit losses
|
29,473
|
-
|
29,473
|
Non-interest income
|
10,949
|
3,636
|
14,585
|
Non-interest expense
|
32,107
|
2,460
|
34,567
|
Income before provision for income taxes
|
8,315
|
1,176
|
9,491
|
Provision for income taxes
|
783
|
470
|
1,253
|
Net income
|
$ 7,532
|
$ 706
|
$ 8,238
|
For the Three Months ended June 30, 2009:
|
|||
Interest income
|
$ 66,079
|
$ -
|
$ 66,079
|
Interest expense
|
26,828
|
-
|
26,828
|
Net interest income
|
39,251
|
-
|
39,251
|
Provision for credit losses
|
10,269
|
-
|
10,269
|
Net interest income after provision for credit losses
|
28,982
|
-
|
28,982
|
Non-interest income
|
13,021
|
3,288
|
16,309
|
Non-interest expense
|
37,274
|
2,271
|
39,545
|
Income before provision for income taxes
|
4,729
|
1,017
|
5,746
|
Provision for (benefit from) income taxes
|
(405)
|
407
|
2
|
Net income
|
$ 5,134
|
$ 610
|
$ 5,744
|
For the Six Months ended June 30, 2010:
|
|||
Interest income
|
$ 120,162
|
$ -
|
$ 120,162
|
Interest expense
|
38,382
|
-
|
38,382
|
Net interest income
|
81,780
|
-
|
81,780
|
Provision for credit losses
|
23,175
|
-
|
23,175
|
Net interest income after provision for credit losses
|
58,605
|
-
|
58,605
|
Non-interest income
|
21,932
|
7,694
|
29,626
|
Non-interest expense
|
65,046
|
4,914
|
69,960
|
Income before provision for income taxes
|
15,491
|
2,780
|
18,271
|
Provision for income taxes
|
1,010
|
1,112
|
2,122
|
Net income
|
$ 14,481
|
$ 1,668
|
$ 16,149
|
For the Six Months ended June 30, 2009:
|
|||
Interest income
|
$ 129,280
|
$ -
|
$ 129,280
|
Interest expense
|
51,902
|
-
|
51,902
|
Net interest income
|
77,378
|
-
|
77,378
|
Provision for credit losses
|
19,819
|
-
|
19,819
|
Net interest income after provision for credit losses
|
57,559
|
-
|
57,559
|
Non-interest income
|
22,105
|
6,641
|
28,746
|
Non-interest expense
|
69,680
|
4,678
|
74,358
|
Income before provision for income taxes
|
9,984
|
1,963
|
11,947
|
Provision for (benefit from) income taxes
|
(32)
|
785
|
753
|
Net income
|
$ 10,016
|
$ 1,178
|
$ 11,194
|
For the Three Months Ended
|
For the Six Months Ended
|
||||||||||
June 30,
|
June 30,
|
||||||||||
(unaudited, dollars in thousands)
|
2010
|
2009
|
2010
|
2009
|
|||||||
Net interest income
|
$ 41,148
|
$ 39,251
|
$ 81,780
|
$ 77,378
|
|||||||
Taxable equivalent adjustments to net interest income
|
1,535
|
1,991
|
3,147
|
3,883
|
|||||||
Net interest income, fully taxable equivalent
|
$ 42,683
|
$ 41,242
|
$ 84,927
|
$ 81,261
|
|||||||
Net interest spread, non-taxable equivalent
|
3.23%
|
2.75%
|
3.23%
|
2.85%
|
|||||||
Benefit of net non-interest bearing liabilities
|
0.20%
|
0.27%
|
0.21%
|
0.30%
|
|||||||
Net interest margin
|
3.43%
|
3.02%
|
3.44%
|
3.15%
|
|||||||
Taxable equivalent adjustment
|
0.13%
|
0.15%
|
0.13%
|
0.16%
|
|||||||
Net interest margin, fully taxable equivalent
|
3.56%
|
3.17%
|
3.57%
|
3.31%
|
For the Three Months Ended June 30,
|
For the Six Months Ended June 30,
|
|||||||
2010
|
2009
|
2010
|
2009
|
|||||
Average
|
Average
|
Average
|
Average
|
Average
|
Average
|
Average
|
Average
|
|
(unaudited, dollars in thousands)
|
Balance
|
Rate
|
Balance
|
Rate
|
Balance
|
Rate
|
Balance
|
Rate
|
ASSETS
|
||||||||
Due from banks - interest bearing
|
$ 114,710
|
0.24%
|
$ 56,111
|
0.32%
|
$ 104,171
|
0.19%
|
$ 46,063
|
0.20%
|
Loans, net of unearned income
(1)
|
3,421,647
|
5.62%
|
3,563,495
|
5.79%
|
3,438,814
|
5.65%
|
3,581,004
|
5.83%
|
Securities:
(2)
|
||||||||
Taxable
|
969,547
|
3.60%
|
1,215,980
|
3.55%
|
944,079
|
3.78%
|
936,302
|
3.91%
|
Tax-exempt
(3)
|
267,250
|
6.57%
|
343,499
|
6.63%
|
273,308
|
6.58%
|
335,929
|
6.61%
|
Total securities
|
1,236,797
|
4.24%
|
1,559,479
|
4.23%
|
1,217,387
|
4.41%
|
1,272,231
|
4.62%
|
Federal funds sold
|
-
|
-
|
-
|
-
|
-
|
-
|
4,155
|
0.24%
|
Other earning assets
|
30,122
|
0.57%
|
31,918
|
0.79%
|
30,313
|
0.63%
|
32,129
|
1.05%
|
Total earning assets
(3)
|
4,803,276
|
5.10%
|
5,211,003
|
5.24%
|
4,790,685
|
5.18%
|
4,935,582
|
5.43%
|
Other assets
|
633,734
|
637,759
|
635,053
|
618,840
|
||||
Total Assets
|
$ 5,437,010
|
$ 5,848,762
|
$ 5,425,738
|
$ 5,554,422
|
||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||
Interest bearing demand deposits
|
$ 471,500
|
0.54%
|
$ 468,921
|
0.62%
|
$ 465,357
|
0.57%
|
$ 450,750
|
0.62%
|
Money market accounts
|
814,694
|
1.08%
|
647,623
|
1.14%
|
780,870
|
1.07%
|
566,475
|
1.10%
|
Savings deposits
|
511,827
|
0.49%
|
484,192
|
0.53%
|
503,894
|
0.49%
|
458,455
|
0.52%
|
Certificates of deposit
|
1,752,648
|
2.13%
|
2,074,433
|
2.85%
|
1,762,184
|
2.23%
|
1,906,405
|
2.98%
|
Total interest bearing deposits
|
3,550,669
|
1.44%
|
3,675,169
|
1.96%
|
3,512,305
|
1.50%
|
3,382,085
|
2.02%
|
Federal Home Loan Bank borrowings
|
406,387
|
3.52%
|
584,381
|
3.85%
|
438,975
|
3.63%
|
588,788
|
3.85%
|
Other borrowings
|
174,199
|
2.70%
|
232,467
|
3.05%
|
180,193
|
2.63%
|
235,253
|
3.29%
|
Junior subordinated debt
|
111,171
|
3.40%
|
111,142
|
5.31%
|
111,171
|
3.60%
|
111,132
|
5.46%
|
Total interest bearing liabilities
|
4,242,426
|
1.74%
|
4,603,159
|
2.34%
|
4,242,644
|
1.82%
|
4,317,258
|
2.42%
|
Non-interest bearing demand deposits
|
553,487
|
526,951
|
545,812
|
520,995
|
||||
Other liabilities
|
36,763
|
56,490
|
36,087
|
52,956
|
||||
Shareholders’ Equity
|
604,334
|
662,162
|
601,195
|
663,213
|
||||
Total Liabilities and
|
||||||||
Shareholders’ Equity
|
$ 5,437,010
|
$ 5,848,762
|
$ 5,425,738
|
$ 5,554,422
|
||||
Taxable equivalent net interest spread
|
3.36%
|
2.90%
|
3.36%
|
3.01%
|
||||
Taxable equivalent net interest margin
|
3.56%
|
3.17%
|
3.57%
|
3.31%
|
(1)
|
Gross of allowance for loan losses and net of unearned income. Includes non-accrual and loans held for sale. Loan fees included in interest income on loans are not material.
|
(2)
|
Average yields on available-for-sale securities are calculated based on amortized cost.
|
(3)
|
Taxable equivalent basis is calculated on tax-exempt securities using a tax rate of 35% for each year presented.
|
Three Months Ended June 30, 2010 | Six Months Ended June 30, 2010 | ||||||||
Compared to June 30, 2009
|
Compared to June 30, 2009 | ||||||||
Net Increase
|
Net Increase
|
||||||||
(unaudited, in thousands)
|
Volume
|
Rate
|
(Decrease)
|
Volume
|
Rate
|
(Decrease)
|
|||
Increase (decrease) in interest income:
|
|||||||||
Due from banks - interest bearing
|
$ 308
|
$ (285)
|
$ 23
|
$ 56
|
$ (1)
|
$ 55
|
|||
Loans, net of unearned income
|
(2,014)
|
(1,557)
|
(3,571)
|
(4,024)
|
(3,231)
|
(7,255)
|
|||
Taxable securities
|
(6,434)
|
4,367
|
(2,067)
|
151
|
(625)
|
(474)
|
|||
Tax-exempt securities
(1)
|
(1,252)
|
(51)
|
(1,303)
|
(2,060)
|
(42)
|
(2,102)
|
|||
Federal funds sold
|
-
|
-
|
-
|
-
|
-
|
-
|
|||
Other interest income
|
(3)
|
(17)
|
(20)
|
(9)
|
(63)
|
(72)
|
|||
Total interest income change
(1)
|
(9,395)
|
2,457
|
(6,938)
|
(5,886)
|
(3,962)
|
(9,848)
|
|||
Increase (decrease) in interest expense:
|
|||||||||
Interest bearing demand deposits
|
120
|
(211)
|
(91)
|
44
|
(115)
|
(71)
|
|||
Money market accounts
|
3,175
|
(2,838)
|
337
|
1,136
|
(103)
|
1,033
|
|||
Savings deposits
|
697
|
(718)
|
(21)
|
113
|
(65)
|
48
|
|||
Certificates of deposit
|
(2,069)
|
(3,364)
|
(5,433)
|
(2,006)
|
(6,671)
|
(8,677)
|
|||
Federal Home Loan Bank borrowings
|
(1,595)
|
(452)
|
(2,047)
|
(2,727)
|
(618)
|
(3,345)
|
|||
Other borrowings
|
(409)
|
(187)
|
(596)
|
(801)
|
(683)
|
(1,484)
|
|||
Junior subordinated debt
|
12
|
(539)
|
(527)
|
1
|
(1,024)
|
(1,023)
|
|||
Total interest expense change
|
(69)
|
(8,309)
|
(8,378)
|
(4,240)
|
(9,279)
|
(13,519)
|
|||
Net interest income increase (decrease)
(1)
|
$ (9,326)
|
$ 10,766
|
$ 1,440
|
$ (1,646)
|
$ 5,317
|
$ 3,671
|
For the Three Months
|
For the Six Months
|
||||||||
Ended June 30,
|
Ended June 30,
|
||||||||
(unaudited, dollars in thousands)
|
2010
|
2009
|
$ Change
|
% Change
|
2010
|
2009
|
$ Change
|
% Change
|
|
Trust fees
|
$ 3,636
|
$ 3,288
|
$ 348
|
10.6%
|
$ 7,694
|
$ 6,641
|
$ 1,053
|
15.9%
|
|
Service charges on deposits
|
5,701
|
6,076
|
(375)
|
(6.2%)
|
11,018
|
11,294
|
(276)
|
(2.4%)
|
|
Bank-owned life insurance
|
966
|
897
|
69
|
7.7%
|
1,910
|
1,788
|
122
|
6.8%
|
|
Net securities gains
|
898
|
2,462
|
(1,564)
|
(63.5%)
|
2,303
|
2,604
|
(301)
|
(11.6%)
|
|
Net gains on sales of mortgage loans
|
569
|
297
|
272
|
91.6%
|
1,094
|
785
|
309
|
39.4%
|
|
Net loss on other real estate
owned and other assets
|
(1,315)
|
(294)
|
(1,021)
|
347.3%
|
(2,845)
|
(426)
|
(2,419)
|
567.8%
|
|
Other Income
|
|||||||||
Service fees on ATMs and debit cards
|
2,190
|
1,880
|
310
|
16.5%
|
4,105
|
3,601
|
504
|
14.0%
|
|
Net securities brokerage revenue
|
1,055
|
1,175
|
(120)
|
(10.2%)
|
2,425
|
1,800
|
625
|
34.7%
|
|
Net insurance services revenue
|
561
|
543
|
18
|
3.3%
|
1,042
|
1,126
|
(84)
|
(7.5%)
|
|
Other
|
324
|
(15)
|
339
|
2260.0%
|
880
|
(467)
|
1,347
|
288.4%
|
|
Total other income
|
4,130
|
3,583
|
547
|
15.3%
|
8,452
|
6,060
|
2,392
|
39.5%
|
|
Total non-interest income
|
$ 14,585
|
$ 16,309
|
$ (1,724)
|
(10.6%)
|
$ 29,626
|
$ 28,746
|
$ 880
|
3.1%
|
For the Three Months
|
For the Six Months
|
||||||||
Ended June 30,
|
Ended June 30,
|
||||||||
(unaudited, dollars in thousands)
|
2010
|
2009
|
$ Change
|
% Change
|
2010
|
2009
|
$ Change
|
% Change
|
|
Salaries and wages
|
$ 13,362
|
$ 13,998
|
$ (636)
|
(4.5%)
|
$ 26,576
|
$ 27,165
|
$ (589)
|
(2.2%)
|
|
Employee benefits
|
4,347
|
5,061
|
(714)
|
(14.1%)
|
9,344
|
9,768
|
(424)
|
(4.3%)
|
|
Net occupancy
|
2,540
|
2,361
|
179
|
7.6%
|
5,599
|
5,105
|
494
|
9.7%
|
|
Equipment
|
2,376
|
2,687
|
(311)
|
(11.6%)
|
4,980
|
5,229
|
(249)
|
(4.8%)
|
|
Marketing
|
1,155
|
1,720
|
(565)
|
(32.8%)
|
1,785
|
2,476
|
(691)
|
(27.9%)
|
|
FDIC Insurance
|
1,683
|
4,322
|
(2,639)
|
(61.1%)
|
3,288
|
5,576
|
(2,288)
|
(41.0%)
|
|
Amortization of intangible assets
|
685
|
812
|
(127)
|
(15.6%)
|
1,384
|
1,509
|
(125)
|
(8.3%)
|
|
Restructuring and merger-related expenses
|
7
|
192
|
(185)
|
(96.4%)
|
206
|
621
|
(415)
|
(66.8%)
|
|
Other operating expenses
|
|||||||||
Miscellaneous, franchise, and other taxes
|
1,525
|
1,495
|
30
|
2.0%
|
3,029
|
2,928
|
101
|
3.4%
|
|
Consulting, regulatory, and advisory fees
|
871
|
1,221
|
(350)
|
(28.7%)
|
1,727
|
2,300
|
(573)
|
(24.9%)
|
|
Postage
|
872
|
840
|
32
|
3.8%
|
1,805
|
1,766
|
39
|
2.2%
|
|
ATM and interchange expenses
|
668
|
861
|
(193)
|
(22.4%)
|
1,360
|
1,686
|
(326)
|
(19.3%)
|
|
Communications
|
677
|
755
|
(78)
|
(10.3%)
|
1,370
|
1,482
|
(112)
|
(7.6%)
|
|
Legal fees
|
706
|
636
|
70
|
11.0%
|
1,418
|
1,358
|
60
|
4.4%
|
|
Other real estate owned and foreclosure expenses
|
749
|
141
|
608
|
431.2%
|
1,462
|
279
|
1,183
|
424.0%
|
|
Supplies
|
584
|
656
|
(72)
|
(11.0%)
|
1,187
|
1,302
|
(115)
|
(8.8%)
|
|
Other
|
1,760
|
1,787
|
(27)
|
(1.5%)
|
3,440
|
3,808
|
(368)
|
(9.7%)
|
|
Total other operating expenses
|
8,412
|
8,392
|
20
|
0.2%
|
16,798
|
16,909
|
(111)
|
(0.7%)
|
|
Total non-interest expense
|
$ 34,567
|
$ 39,545
|
$ (4,978)
|
(12.6%)
|
$ 69,960
|
$ 74,358
|
$ (4,398)
|
(5.9%)
|
June 30,
|
December 31,
|
|
|||
(unaudited, dollars in thousands)
|
2010
|
2009
|
$ Change
|
% Change
|
|
Securities available-for-sale (at fair value):
|
|||||
Other government agencies
|
$ 298,860
|
$ 190,726
|
$ 108,134
|
56.7%
|
|
Corporate debt securities
|
4,863
|
2,932
|
1,931
|
65.9%
|
|
Residential mortgage-backed securities and collateralized
|
|
|
|
||
mortgage obligations of government agencies
|
336,034 | 698,138 | (362,104) |
(51.9%)
|
|
Other residential collateralized mortgage obligations
|
-
|
2,591
|
(2,591)
|
(100.0%)
|
|
Obligations of states and political subdivisions
|
196,051
|
363,619
|
(167,568)
|
(46.1%)
|
|
Equity securities
|
4,144
|
3,798
|
346
|
9.1%
|
|
Total securities available-for-sale
|
$ 839,952
|
$ 1,261,804
|
$ (421,852)
|
(33.4%)
|
|
Securities held-to-maturity (at amortized cost):
|
|||||
Corporate debt securities
|
1,451
|
1,450
|
1
|
0.1%
|
|
Residential mortgage-backed securities and collateralized
|
|
|
|
|
|
mortgage obligations of government agencies
|
256,188 | - | 256,188 |
100.0%
|
|
Other residential collateralized mortgage obligations
|
1,605
|
-
|
1,605
|
100.0%
|
|
Obligations of states and political subdivisions
|
170,952
|
-
|
170,952
|
100.0%
|
|
Total securities held-to-maturity
|
$ 430,196
|
$ 1,450
|
$ 428,746
|
29568.7%
|
|
Total securities
|
$ 1,270,148
|
$ 1,263,254
|
$ 6,894
|
0.5%
|
Available-for-sale securities:
|
|
|
|||
Weighted average taxable equivalent yield at the respective period end
|
3.86%
|
4.57%
|
|||
As a % of total securities
|
66.1%
|
99.9%
|
|||
Weighted average life (in years)
|
2.3
|
3.7
|
|||
Held-to-maturity securities:
|
|||||
Weighted average taxable equivalent yield at the respective period end
|
4.74%
|
9.71%
|
|||
As a % of total securities
|
33.9%
|
0.1%
|
|||
Weighted average life (in years)
|
6.1
|
20.3
|
June 30, 2010
|
December 31, 2009
|
||||
(unaudited, dollars in thousands)
|
Amount
|
% of Total
|
Amount
|
% of Total
|
|
Municipal bonds:
|
|||||
AAA rating
|
$ 84,523
|
22.9%
|
$ 78,008
|
21.5%
|
|
AA rating
|
170,879
|
46.3%
|
130,914
|
36.0%
|
|
A rating
|
68,379
|
18.5%
|
97,210
|
26.7%
|
|
Below an A rating
|
20,378
|
5.5%
|
29,616
|
8.1%
|
|
No rating
|
24,813
|
6.7%
|
27,871
|
7.7%
|
|
Total municipal bond portfolio
|
$ 368,972
|
100.0%
|
$ 363,619
|
100.0%
|
June 30, 2010
|
December 31, 2009
|
||||
(unaudited, dollars in thousands)
|
Amount
|
% of Loans
|
Amount
|
% of Loans
|
|
Loans:
(1)
|
|||||
Commercial and industrial
|
$ 447,875
|
13.1%
|
$ 451,688
|
13.0%
|
|
Commercial real estate:
|
|||||
Land and construction
|
258,401
|
7.6%
|
254,637
|
7.3%
|
|
Other
|
1,507,188
|
44.2%
|
1,525,584
|
43.8%
|
|
Residential real estate:
|
|||||
Land and construction
|
8,638
|
0.3%
|
8,787
|
0.3%
|
|
Other
|
653,555
|
19.2%
|
699,610
|
20.1%
|
|
Home equity
|
246,470
|
7.2%
|
239,784
|
6.9%
|
|
Consumer
|
277,571
|
8.1%
|
290,856
|
8.3%
|
|
Total portfolio loans
|
3,399,698
|
99.7%
|
3,470,946
|
99.7%
|
|
Loans held for sale
|
11,007
|
0.3%
|
9,441
|
0.3%
|
|
Total Loans
|
$ 3,410,705
|
100.0%
|
$ 3,480,387
|
100.0%
|
June 30,
|
December 31,
|
||
(unaudited, dollars in thousands)
|
2010
|
2009
|
|
Non-accrual loans:
|
|||
Commercial and industrial
|
$ 11,055
|
$ 12,749
|
|
Commercial real estate
(1)
|
38,521
|
38,210
|
|
Residential real estate
|
14,183
|
13,228
|
|
Home equity
|
1,046
|
818
|
|
Consumer
|
278
|
268
|
|
Total non-accrual loans
|
65,083
|
65,273
|
|
Renegotiated loans:
|
|||
Commercial and industrial
|
505
|
552
|
|
Commercial real estate
|
25,285
|
11,468
|
|
Residential real estate
|
3,545
|
2,826
|
|
Consumer
|
137
|
142
|
|
Total renegotiated loans
|
29,472
|
14,988
|
|
Total non-performing loans
|
$ 94,555
|
$ 80,261
|
|
Other real estate owned and repossessed assets
|
6,068
|
8,691
|
|
Total non-performing assets
|
$ 100,623
|
$ 88,952
|
|
Non-performing loans/total loans
|
2.78%
|
2.31%
|
|
Non-performing assets/total loans, other real estate and repossessed assets
|
2.95%
|
2.56%
|
(unaudited, in thousands)
|
Non-accrual
Loans |
Renegotiated Loans
|
Other
Impaired Loans |
Other Real
Estate and
Repossessed
Assets
|
|
Beginning balance, December 31, 2009:
|
$ 65,273
|
$ 14,988
|
$ 13,362
|
$ 8,691
|
|
Activity during the six months:
|
|||||
Additions, including transfers from other categories
|
25,143
|
18,368
|
20,452
|
-
|
|
Real estate foreclosures or deeds in lieu of foreclosure
|
-
|
-
|
-
|
2,321
|
|
Repossessions of other collateral
|
-
|
-
|
-
|
1,975
|
|
Reductions, including transfers to other categories
|
(2,363)
|
(2,127)
|
(9,309)
|
-
|
|
Charge-offs or charge-downs
|
(10,273)
|
(679)
|
-
|
(2,915)
|
|
Other real estate sold
|
-
|
-
|
-
|
(1,856)
|
|
Repossessed assets sold
|
-
|
-
|
-
|
(2,271)
|
|
Principal payments and other changes, net
|
(12,697)
|
(1,078)
|
(196)
|
123
|
|
Ending balance, June 30, 2010
|
$ 65,083
|
$ 29,472
|
$ 24,309
|
$ 6,068
|
June 30,
|
December 31,
|
||
(unaudited, dollars in thousands)
|
2010
|
2009
|
|
Loans past due 90 days or more:
|
|||
Commercial and industrial
|
$ 172
|
$ 17
|
|
Commercial real estate
|
-
|
1,503
|
|
Residential real estate
|
2,840
|
2,655
|
|
Home equity
|
1,000
|
274
|
|
Consumer
|
814
|
826
|
|
Total loans past due 90 days or more
|
$ 4,826
|
$ 5,275
|
|
Loans past due 30 to 89 days:
|
|||
Commercial and industrial
|
$ 3,820
|
$ 1,982
|
|
Commercial real estate
|
14,675
|
5,052
|
|
Residential real estate
|
8,460
|
8,865
|
|
Home equity
|
2,226
|
2,562
|
|
Consumer
|
6,336
|
6,935
|
|
Total loans past due 30 to 89 days
|
$ 35,517
|
$ 25,396
|
|
Loans past due 90 days or more and accruing/total loans
|
0.14%
|
0.15%
|
|
Loans past due 30-89 days/total loans
|
1.04%
|
0.73%
|
For the Six Months Ended
|
|||
|
June 30,
|
||
(unaudited, dollars in thousands)
|
2010
|
2009
|
|
Beginning balance of allowance for loan losses
|
$ 61,160
|
$ 49,803
|
|
Provision for loan losses
|
23,175
|
19,950
|
|
Charge-offs:
|
|||
Commercial and industrial
|
3,343
|
2,959
|
|
Commercial real estate
|
10,740
|
3,813
|
|
Residential real estate
|
3,032
|
1,308
|
|
Home equity
|
263
|
606
|
|
Consumer
|
2,564
|
2,903
|
|
Total loan charge-offs
|
19,942
|
11,589
|
|
Deposit account overdrafts
|
487
|
530
|
|
Total loan and deposit account overdraft charge-offs
|
20,429
|
12,119
|
|
Recoveries:
|
|||
Commercial and industrial
|
145
|
85
|
|
Commercial real estate
|
341
|
42
|
|
Residential real estate
|
16
|
57
|
|
Home equity
|
9
|
10
|
|
Consumer
|
615
|
556
|
|
Total loan recoveries
|
1,126
|
750
|
|
Deposit account overdrafts
|
171
|
188
|
|
Total loan and deposit account overdraft recoveries
|
1,297
|
938
|
|
Net loan and deposit account overdraft charge-offs
|
19,132
|
11,181
|
|
Ending balance of allowance for loan losses
|
$ 65,203
|
$ 58,572
|
|
Annualized net charge-offs as a percentage of average total loans:
|
|||
Commercial and industrial
|
1.41%
|
1.21%
|
|
Commercial real estate
|
1.17%
|
0.43%
|
|
Residential real estate
|
0.88%
|
0.31%
|
|
Home equity
|
0.21%
|
0.54%
|
|
Consumer
|
1.38%
|
1.53%
|
|
Total loan charge-offs
|
1.09%
|
0.62%
|
|
Allowance for loan losses as a percentage of total loans
|
1.92%
|
1.65%
|
|
Allowance for loan losses to total non-performing loans
|
0.69x
|
0.72x
|
|
Allowance for loan losses to total non-performing loans and
|
|||
loans past due 90 days or more
|
0.66x
|
0.64x
|
|
Allowance for loan losses to trailing twelve months' net charge-offs
|
1.39x
|
2.36x
|
June 30,
|
Percent of
|
December 31,
|
Percent of
|
||
(unaudited, dollars in thousands)
|
2010
|
Total
|
2009
|
Total
|
|
Commercial and industrial
|
$ 16,327
|
25.0%
|
$ 13,659
|
22.3%
|
|
Commercial real estate
|
34,095
|
52.3%
|
32,654
|
53.4%
|
|
Residential real estate
|
5,437
|
8.3%
|
4,919
|
8.0%
|
|
Home equity
|
1,988
|
3.1%
|
2,309
|
3.8%
|
|
Consumer
|
6,274
|
9.6%
|
6,649
|
10.9%
|
|
Deposit account overdrafts
|
1,082
|
1.7%
|
970
|
1.6%
|
|
Total allowance for loan losses
|
$ 65,203
|
100.0%
|
$ 61,160
|
100.0%
|
|
Components of the allowance for loan losses:
|
|||||
General reserves
|
$ 52,745
|
80.9%
|
$ 53,151
|
86.9%
|
|
Specific reserves
|
12,458
|
19.1%
|
8,009
|
13.1%
|
|
Total allowance for loan losses
|
$ 65,203
|
100.0%
|
$ 61,160
|
100.0%
|
June 30,
|
December 31,
|
||||
(unaudited, dollars in thousands)
|
2010
|
2009
|
$ Change
|
% Change
|
|
Non-interest bearing demand
|
$ 547,551
|
$ 545,019
|
$ 2,532
|
0.5%
|
|
Interest bearing demand
|
450,163
|
450,697
|
(534)
|
(0.1%)
|
|
Money market
|
839,743
|
714,926
|
124,817
|
17.5%
|
|
Savings deposits
|
513,062
|
486,055
|
27,007
|
5.6%
|
|
Certificates of deposit
|
1,763,288
|
1,777,536
|
(14,248)
|
(0.8%)
|
|
Total deposits
|
$ 4,113,807
|
$ 3,974,233
|
$ 139,574
|
3.5%
|
June 30,
|
December 31,
|
||||
(unaudited, dollars in thousands)
|
2010
|
2009
|
$ Change
|
% Change
|
|
Federal Home Loan Bank borrowings
|
$ 309,642
|
$ 496,393
|
$ (186,751)
|
(37.6%)
|
|
Other short-term borrowings
|
177,426
|
188,522
|
(11,096)
|
(5.9%)
|
|
Junior subordinated debt owed to unconsolidated subsidiary trusts
|
111,174
|
111,176
|
(2)
|
(0.0%)
|
|
Total borrowings
|
$ 598,242
|
$ 796,091
|
$ (197,849)
|
(24.9%)
|
Minimum
|
Well
|
June 30, 2010
|
December 31, 2009
|
|||
(unaudited, dollars in thousands)
|
Value
(1)
|
Capitalized
(2)
|
Amount
|
Ratio
|
Amount
|
Ratio
|
WesBanco, Inc.
|
||||||
Tier 1 Leverage
|
4.00%
(3)
|
N/A
|
$ 419,930
|
8.13%
|
$ 410,176
|
7.86%
|
Tier 1 Capital to Risk-Weighted Assets
|
4.00%
|
6.00%
|
419,930
|
11.61%
|
410,176
|
11.12%
|
Total Capital to Risk-Weighted Assets
|
8.00%
|
10.00%
|
465,387
|
12.87%
|
456,492
|
12.37%
|
WesBanco Bank, Inc.
|
||||||
Tier 1 Leverage
|
4.00%
|
5.00%
|
$ 391,607
|
7.61%
|
$ 391,551
|
7.52%
|
Tier 1 Capital to Risk-Weighted Assets
|
4.00%
|
6.00%
|
391,607
|
10.90%
|
391,551
|
10.67%
|
Total Capital to Risk-Weighted Assets
|
8.00%
|
10.00%
|
436,785
|
12.15%
|
437,608
|
11.93%
|
Immediate Change in
|
Percentage Change in
|
||
Interest Rates
|
Net Interest Income from Base over One Year
|
ALCO
|
|
(basis points)
|
June 30, 2010
|
December 31, 2009
|
Guidelines
|
+300
|
0.8%
|
(9.6%)
|
-25%
|
+200
|
2.0%
|
(4.7%)
|
- 12.5%
|
+100
|
2.6%
|
(0.4%)
|
- 5.0%
|
-100
|
(3.4%)
|
(0.8%)
|
- 5.0%
|
Period
|
Total Number
of Shares Purchased |
Average
Price Paid per Share |
Total Number of
Shares Purchased as Part of Publicly Announced Plans |
Maximum Number of
Shares that May Yet Be Purchased Under the Plans |
Balance at March 31, 2010
|
584,325
|
|||
April 1, 2010 to April 30, 2010
|
||||
Open market repurchases
|
-
|
-
|
-
|
584,325
|
Other transactions (1)
|
24,536
|
$ 16.69
|
N/A
|
N/A
|
May 1, 2010 to May 31, 2010
|
||||
Open market repurchases
|
-
|
-
|
-
|
584,325
|
Other transactions (1)
|
9,104
|
$ 18.84
|
N/A
|
N/A
|
June 1, 2010 to June 30, 2010
|
||||
Open market repurchases
|
-
|
-
|
-
|
584,325
|
Other transactions (1)
|
3,139
|
$ 17.89
|
N/A
|
N/A
|
Second Quarter 2010
|
||||
Open market repurchases
|
-
|
-
|
-
|
584,325
|
Other transactions (1)
|
36,779
|
$ 17.32
|
N/A
|
N/A
|
Total
|
36,779
|
$ 17.32
|
-
|
584,325
|
10.1
|
WesBanco, Inc. Incentive Bonus, Option and Restricted Stock Plan (incorporated by reference to Form 8-K filed by the Registrant with the Securities and Exchange Commission on April 22, 2010).
|
10.2
|
Form of WesBanco, Inc. Incentive Bonus, Option & Restricted Stock Plan – Stock Option Agreement.
|
10.3
|
Form of WesBanco, Inc. Incentive Bonus, Option & Restricted Stock Plan – Restricted Stock Agreement.
|
31.1
|
Chief Executive Officer’s Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
|
Chief Financial Officer’s Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1
|
Chief Executive Officer’s and Chief Financial Officer’s Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
WESBANCO, INC.
|
||
Date: July 30, 2010
|
/s/ Paul M. Limbert | |
Paul M. Limbert
|
||
President and Chief Executive Officer
(Principal Executive Officer)
|
||
Date: July 30, 2010
|
/s/ Robert H. Young | |
Robert H. Young
|
||
Executive Vice President and Chief Financial Officer
|
||
(Principal Financial and Accounting Officer)
|
|
•
|
$_________ in cash
|
|
•
|
Stock certificates for ________ shares of Stock held for at least six months
|
|
1.
|
Grant of Restricted Shares
. The Company hereby grants to the Employee, as of the date first written above, the Restricted Shares subject to the restrictions and other terms and conditions set forth herein. Simultaneously with the execution and delivery of this Agreement, the Employee shall deliver to the Company a stock power endorsed in blank relating to the Restricted Shares (including in such power any increases or adjustments to the Restricted Shares). As soon as practicable after the Date of Grant, the Company shall direct that a stock certificate or certificates representing the Restricted Shares be registered in the name of and issued to the Employee and initially bearing the legend described in Paragraph 5. The Restricted Shares and any certificate or certificates representing the Restricted Shares shall be held in the custody of the Company or its designee until the expiration of the applicable Restrictions. Upon any forfeiture in accordance with Paragraph 4 of the Restricted Shares Agreement, the certificate or certificates representing the forfeited Restricted Shares shall be canceled.
|
|
(a)
|
None of the Restricted Shares may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the “Restriction Period” as defined below.
|
|
(c)
|
The Restricted Shares and any certificate representing the Restricted Shares shall be held in custody by the Company or its designee until such time as either the Performance Criteria are attained or the Restriction Period shall have been completed.
|
|
(d)
|
Dividends paid with respect to the Restricted Shares during the Restriction Period shall not be paid to the Employee and, instead, shall be converted into additional shares of Restricted Stock at the [average of the high and low trading price of a share of Common Stock on the date the cash dividend would otherwise have been paid] and such shares of Restricted Stock shall be additions to the shares subject to the Restrictions hereunder,
provided, however,
the Compensation Committee of the Board of Directors may, in its sole discretion, determine at any time or from time to time, to pay such dividends in cash directly to the Employee.
|
|
(b)
|
Successors and Assigns
. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement nor any rights hereunder shall be assignable or otherwise subject to hypothecation without the consent of all parties hereto.
|
Date: July 30, 2010
|
/s/ Paul M. Limbert | |
Paul M. Limbert
|
||
President and Chief Executive Officer
|
Date: July 30, 2010
|
/s/ Robert H. Young | |
Robert H. Young
|
||
Executive Vice President and Chief Financial Officer
|
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of WesBanco, Inc.
|
Date: July 30, 2010
|
/s/ Paul M. Limbert | |
Paul M. Limbert
|
||
President and Chief Executive Officer
|
||
Date: July 30, 2010
|
/s/ Robert H. Young | |
Robert H. Young
|
||
Executive Vice President and Chief Financial Officer
|