Attached files

file filename
EX-10.6 - EMPLOYMENT CONTRACT WITH RICHARD L. GRESLICK - CNB FINANCIAL CORP/PAdex106.htm
EX-31.2 - SECTION 302 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER - CNB FINANCIAL CORP/PAdex312.htm
EX-32.1 - SECTION 906 PEO & PFO CERTIFICATION - CNB FINANCIAL CORP/PAdex321.htm
EX-23.1 - CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - CNB FINANCIAL CORP/PAdex231.htm
EX-31.1 - SECTION 302 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER - CNB FINANCIAL CORP/PAdex311.htm
EX-10.1 - EMPLOYMENT CONTRACT WITH JOSEPH B. BOWER JR. - CNB FINANCIAL CORP/PAdex101.htm
10-K - FORM 10-K - CNB FINANCIAL CORP/PAd10k.htm
EX-10.5 - EMPLOYMENT CONTRATC WITH MARK D. BREAKEY - CNB FINANCIAL CORP/PAdex105.htm

Exhibit 99.1

LOGO


 

CNB FINANCIAL CORPORATION | 2010 ANNUAL REPORT HIGHLIGHTS

2


TABLE OF

CONTENTS

 

Consolidated Financial Highlights

     4   

Message to Shareholders

     5   

Executive Management and Board of Directors

     8   

Officers

     9   

Shareholder Information

     11   

 

3


Consolidated Financial Highlights

(in thousands, except per share data)

 

     2010     2009     % Change  

FOR THE YEAR

      

Interest Income

   $ 61,147      $ 55,870        9.4

Interest Expense

     19,056        18,468        3.2

Net Interest Income

     42,091        37,402        12.5

Non-interest Income

     9,650        7,950        21.4

Non-interest Expense

     31,798        30,021        5.9

Net Income

     11,316        8,512        32.9

Operating Earnings*

     12,773        10,100        26.5

Net Income Return on:

      

Average Assets

     0.87     0.79     10.1

Average Equity

     11.62     12.86     (9.6 %) 

AT YEAR END

      

Assets

   $ 1,413,511      $ 1,161,591        21.7

Loans, net of unearned

     794,562        715,142        11.1

Deposits

     1,162,868        956,858        21.5

Shareholders’ Equity

     109,645        69,409        58.0

Wealth Assets Under Management (at market value)

     327,575        304,068        7.7

PER SHARE DATA

      

Net Income, diluted

   $ 1.06      $ 0.98        8.2

Dividends

     0.66        0.66        0.0

Book Value

     8.96        7.92        13.1

Market Value

     14.81        15.99        (7.4 %) 

 

* 2010 and 2009 operating earnings amounts are shown before effect of $1,457 and $1,588 (after tax) non-cash charges due to write-downs of other-than-temporarily impaired securities.

 

4


MESSAGE TO

SHAREHOLDERS

To Our Shareholders, Customers, Employees & Friends:

Twelve months ago, I shared the optimism CNB Financial Corporation felt as the economy showed signs of recovery during the last quarter of 2009. CNB was in an excellent position to help the communities we serve to grow again after many months of recession. Through strategies executed during 2010, CNB is now in an even better position to allow for economic growth to continue.

In April of 2010, CNB’s Board of Directors decided to pursue a common stock offering. The additional capital was necessary primarily as a result of the outstanding growth that CNB had experienced beginning in 2007 as assets grew from $781 million to $1.2 billion. In addition to the growth, we believe that the solid growth potential will continue into 2011 and 2012. Finally, the uncertainty surrounding increased regulation created a need across the financial services industry for higher levels of common equity. The end result was a highly successful capital raise of $34.5 million. The market was very receptive to CNB’s continuing story of positive balance sheet growth coupled with solid core earnings and stable asset quality.

The successful common stock offering was one of the ways our capital improved. CNB’s continued strong earnings in 2010 added to our capital position. Our Corporation reported record earnings of $11.3 million, or $1.06 per share, an increase of 32.9% over the prior year earnings of $8.5 million. The 2010 earnings allowed for our equity to grow by an additional $5 million after dividends were paid to our shareholders. CNB continues to remain well above all regulatory capital ratios.

A significant contribution to our increased earnings was the large growth in earning assets during 2010. Loans grew 11.1% while investments increased 45% over 2009 levels. This growth was critical to increasing our overall earnings as the net interest margin declined from 4.0% in 2009 to 3.7% for 2010. Many factors contributed to the reduction of the margin, but the foremost cause is lower yields within our securities portfolio caused by the historically low interest rate cycle that we have been experiencing since early 2009. As we are able to move more assets into the loan portfolio, the margin will begin to improve.

Our earning asset growth was driven by the third consecutive year of excellent core deposit gathering. Total deposits grew $206 million or 21.5% during the year. With our strong equity position, CNB remains aggressive in the acquisition of new customers. Our permanent ERIEBANK Meadville store opened in May of 2010, while CNB Bank opened a new office in Kylertown in September, bringing our franchise to a total of 28 banking locations in the state of Pennsylvania. The new locations are proving valuable to our strategy of gaining core deposit relationships.

 

CNB FINANCIAL CORPORATION | 2010 ANNUAL REPORT HIGHLIGHTS

5


LOGO

 

6


Message to Shareholders continued…

Asset quality continued to be an issue for the financial services industry during 2010, and CNB was not immune. The ratio of net charge-offs to average loans increased this year to 0.56% as compared to 0.49% in 2009. This was primarily due to a $1.8 million charge to one loan during the fourth quarter. Management does not expect any further charge on the remaining $6.0 million loan balance. Overall, CNB’s asset quality improved during the year as nonperforming assets decreased as a percentage of loans to 1.66% from 1.90% at December 31, 2009. These ratios remain very favorable as compared to our peer group and a true testament to our credit standards and underwriting.

As we look forward to 2011 and beyond, I would like to thank all of our long-term shareholders that have enjoyed CNB’s growth and prosperity through the years as well as welcome all of our new shareholders that helped us execute a successful capital raise this year. With this strength, CNB’s team is looking forward to all of the opportunities in our region that will come as the economy continues to rebuild.

 

LOGO
Joseph B. Bower, Jr.
President and Chief Executive Officer

 

CNB FINANCIAL CORPORATION | 2010 ANNUAL REPORT HIGHLIGHTS

7


EXECUTIVE MANAGEMENT

& BOARD OF DIRECTORS

 

Corporate Officers, CNB Financial Corporation
Joseph B. Bower, Jr.    Charles R. Guarino   
President & Chief Executive Officer    Treasurer & Principal Financial Officer   
Richard L. Greslick, Jr.    Vincent C. Turiano   
Secretary    Assistant Secretary   
Executive Officers, CNB Bank
Joseph B. Bower, Jr.    Charles R. Guarino   
President & Chief Executive Officer    Vice President & Chief Financial Officer   
Mark D. Breakey    Richard L. Sloppy   
Executive Vice President & Chief Credit Officer    Executive Vice President & Chief Lending Officer   
Richard L. Greslick, Jr.    Vincent C. Turiano   
Senior Vice President/ Administration    Senior Vice President/ Operations   
Board of Directors      
CNB Financial Corporation and CNB Bank
Dennis L. Merrey    Robert W. Montler    Richard B. Seager

Chairman of the Board Retired, Formerly President,

Clearfield Powdered Metals, Inc. (Manufacturer)

  

President & Chief Executive Officer,

Lee Industries and Keystone Process Equipment (Manufacturers)

  

President and Chief Executive Officer,

Beacon Light Behavioral Health Systems (Health Services)

Joseph B. Bower, Jr.    Deborah Dick Pontzer    Peter F. Smith

President and Chief Executive Officer,

CNB Financial Corporation;

President and Chief Executive Officer,

CNB Bank

  

Economic Development and Workforce Specialist,

Office of Congressman Glenn Thompson

   Attorney at Law
Robert E. Brown    Jeffrey S. Powell    DIRECTOR EMERITUS

Vice President,

E. M. Brown, Inc. (Reclamation, Auto Dealer and Concrete Supplier)

  

President,

J.J. Powell, Inc. (Petroleum Distributor)

   L. E. Soult, Jr.
William F. Falger    Charles H. Reams   

Retired, Formerly President and Chief Executive Officer,

CNB Financial Corporation, CNB Bank

  

President,

C.H. Reams & Associates, Inc. (Insurance)

  
   James B. Ryan   
  

Retired, Formerly Vice President of Sales, Marketing,

Windfall Products, Inc. (Manufacturer)

  

 

8


OFFICERS

 

Administrative Services      
Mary Ann Conaway    Carolyn B. Smeal    Shannon L. Irwin

Vice President,

Human Resources

   Assistant Vice President/Operations    Human Resources Officer
Edward H. Proud    Susan M. Warrick    Susan B. Kurtz

Vice President,

Information Systems

   Assistant Vice President/Operations    Customer Service Officer
Thomas J. Ammerman, Jr.    Brian W. Wingard    Dennis J. Sloppy
Assistant Vice President/Security    Assistant Vice President/Controller    Information Systems Officer
Donna J. Collins    Carol J. Cossick    BJ Sterndale
Assistant Vice President/Compliance    Assistant Controller    Training Officer
Leanne D. Kassab    Thomas W. Grice    Brenda L. Terry
Assistant Vice President/Marketing    Network Administration Officer    Banking Officer
Branch Division      
Vickie L. Baker    Denise J. Greene    Douglas M. Shaffer

Assistant Vice President,

Regional Branch Administration,

Bradford Main Street Office

  

Community Office Manager,

DuBois Office

   Community Office Manager, Punxsutawney Office
Ruth Anne Ryan-Catalano    Francine M. Papa    Susan J. Shimmel

Assistant Vice President,

Regional Branch Administration,

Industrial Park Road Office, Clearfield

  

Community Office Manager,

Ridgway Office

  

Community Office Manager,

Old Town Road Office, Clearfield

Mary A. Baker    Larry A. Putt    Theresa L. Swanson

Assistant Vice President,

Northern Cambria Office

   Banking Officer, Clearfield   

Community Office Manager,

Warren Office

Deborah M. Young    Mary Ann Roney    Gregory R. Williams

Assistant Vice President,

Washington Street Office, St. Marys

   Banking Officer, Bradford    Banking Officer, Clearfield
Lending Division      
Robert S. Berezansky    Charles C. Shrader    James C. Davidson

Senior Vice President,

Corporate Lending

  

Vice President,

Commercial Banking, Warren

   Mortgage Lending Officer
James M. Baker    Joseph H. Yaros    Cory Johnston

Vice President,

Commercial Banking, DuBois

  

Vice President,

Commercial Banking Bradford

   Credit Administration Officer
Michael E. Haines    Gregory M. Dixon    Paul A. McDermott

Vice President,

Commercial Banking, St. Marys

   Vice President/Credit Administration    Collections Officer
Robin L. Hay    David W. Ogden    Jennifer L. Mowery

Vice President,

Commercial Banking

  

Vice President,

Credit Administration

   Staff Commercial Lender Johnstown
Jeffrey A. Herr    Christopher L. Stott    Eileen F. Ryan

Vice President,

Commercial Banking, Philipsburg

  

Vice President,

Retail Lending

   Assistant Vice President/Mortgage Lending
   Michael C. Sutika    Steven C. Tunall
  

Vice President,

Commercial Banking

  

Commercial Banking,

Kane

Wealth & Asset Management Services
Todd M. Abrams    Natalie R. Barnett    Eric A. Johnson

Senior Vice President/Managing Director,

Wealth & Asset Management

  

Financial Consultant,

Wealth Management

   Trust Officer
Craig C. Ball    Calvin R. Thomas, Jr.    Glenn R. Pentz

Vice President,

Wealth Management

  

Vice President,

Trust Officer

   Trust Officer

 

CNB FINANCIAL CORPORATION | 2010 ANNUAL REPORT HIGHLIGHTS

9


OFFICERS

& AFFILIATES

 

ERIEBANK, a Division of CNB Bank
David J. Zimmer    John M. Schulze    Katie J. Jones
President    Vice President   

Community Office Manager,

Harborcreek Office

Donald W. Damon    William J. Vitron, Jr.    Abby L. Mouyard
Senior Vice President   

Vice President,

Wealth Management

  

Community Office Manager,

Main Office

Steven M. Cappellino    Carla M. LaBoda    Paul D. Sallie

Senior Vice President,

Meadville Office

  

Regional Retail Administrator,

Asbury Office

   Private Banking Officer
William L. DeLuca, Jr.    Kelly S. Buck    Timothy Roberts
Senior Vice President   

Community Office Manager,

Downtown Office

   Commercial Lending Officer
Betsy Bort    Matthew V. Feleppa   
Vice President   

Community Office Manager,

Meadville Office

  
Scott O. Calhoun      
Vice President      
ERIEBANK Regional Board of Directors
Joseph B. Bower, Jr.    Thomas L. Doolin    James E. Spoden

President and Chief Executive Officer,

CNB Financial Corporation, CNB Bank

  

President,

New Age Business Solutions, LLC (Consulting)

   Esquire, MacDonald Illig Jones & Britton, LLP (Law office)
Mark D. Breakey    David K. Galey    David J. Zimmer
Executive Vice President & Chief Credit Officer    Treasurer, Chief Financial Officer, Greenleaf Corporation (Manufacturing)   

President,

ERIEBANK

Harry E. Brown    Thomas Kennedy   

Vice President,

Specialty Bar Products,

EBC Industries (Manufacturing)

  

President,

Professional Development Associates, Inc. (Real estate developer)

  
Gary L. Clark    Charles H. Reams   

Vice President, Chief Financial Officer and Chief Administrative Officer,

Snap-tite, Inc. (Manufacturing)

  

President,

C. H. Reams & Associates, Inc. (Insurance)

  

 

Holiday Financial Services Corporation, a Subsidiary of CNB Financial Corporation

  Board of Directors & Corporate Officers   Administrative Services  
  Joseph B. Bower, Jr.   Joseph P. Strouse  
  Director & President   Vice President  
  Richard L. Greslick, Jr.   Jonathan L. Holler  
  Director & Secretary   Assistant Vice President  
  Charles R. Guarino    
  Director & Treasurer    

 

CNB Securities Corporation, a Subsidiary of CNB Financial Corporation, Wilmington, DE
  Board of Directors   Corporate Officers  
  Brian W. Wingard   Richard L. Greslick, Jr.  
  Director   President  
  Glenn R. Pentz   Donald R. McLamb, Jr.  
  Director  

Treasurer,

Wilmington Trust SP Services, Inc.

 
  Donald R. McLamb, Jr.   Elizabeth F. Bothner  
  Wilmington Trust SP Services, Inc.  

Secretary,

Wilmington Trust SP Services, Inc.

 

 

10


SHAREHOLDER

INFORMATION

 

Annual Meeting

The Annual Meeting of the Shareholders of CNB Financial Corporation will be held Tuesday, April 19, 2011 at 2:00 p.m. at the Corporation’s Headquarters in Clearfield, PA.

Corporate Address

CNB Financial Corporation

1 S. Second Street

P.O. Box 42

Clearfield, PA 16830

(814) 765-9621

Stock Transfer Agent & Registrar

Registrar and Transfer Company

10 Commerce Drive

Cranford, NJ 07016

(908) 497-2300

Form 10-K

Shareholders may obtain a copy of the Annual Report to the Securities and Exchange Commission on Form 10-K by writing to:

CNB Financial Corporation

1 S. Second Street

P.O. Box 42

Clearfield, PA 16830

ATTN: Shareholder Relations

Quarterly Share Data

For information regarding the Corporation’s quarterly share data, please refer to page 27 in the 2010 Form 10-K.

Market Makers

The following firms have chosen to make a market in the stock of the Corporation. Inquiries concerning their services should be directed to:

Boenning & Scattergood, Inc.

1700 Market Street, Ste 1420

Philadelphia, PA 19103

(800) 842-8928

RBC Capital Markets

Three World Financial Center

200 Vesey Street, 9th Floor

New York, NY 10281

(212) 428-6200

Corporate Profile

CNB Financial Corporation is a leader in providing integrated financial solutions which creates value for both consumers and businesses. These solutions encompass checking, savings, time and deposit accounts, Private Banking, loans and lines of credit (real estate, commercial, industrial, residential and consumer), credit cards, cash management, online banking, electronic check deposit, merchant credit card processing, on-site banker and accounts receivable handling. In addition, the Corporation provides wealth and asset management services, retirement plans and other employee benefit plans.

CNB Bank

A subsidiary of CNB Financial Corporation, CNB is a regional independent community bank in North Central Pennsylvania with approximately 303 employees who make customer service more responsive and reliable. For over 145 years, the Bank has strived to be more customer-driven than its competitors thus building long-term customer relationships by being reliable and competitively priced.

CNB continually seeks innovative ways to execute a personal, quality customer service strategy and prides itself for being first-to-market many of these innovations. To satisfy customers’ financial needs and expectations, it offers a variety of delivery channels, which includes 22 full-service offices, 20 ATMs, 1 loan production office, telephone banking (1-866-224-7314), Internet banking (www.bankcnb.com) and a centralized customer service center (1-800-492-3221).

ERIEBANK

Headquartered in Erie, Pennsylvania, ERIEBANK is a division of CNB Bank. Presently, there are five full service locations which house its commercial, retail and Private Banking divisions.

Holiday Financial Services

Another subsidiary of CNB Financial Corporation, Holiday Financial Services, a consumer loan company, currently has eight conveniently located offices in Bellefonte, Bradford, Clearfield, Erie, Hollidaysburg, Northern Cambria, Ridgway and Sidman, Pennsylvania.

The common stock of the Corporation trades on the NASDAQ National Market under the symbol CCNE.

 

 

LOGO

 

CNB FINANCIAL CORPORATION | 2010 ANNUAL REPORT HIGHLIGHTS

11


CNB Financial Corporation   

 

1 South Second Street   

 

P.O. Box 42   

 

Clearfield, PA 16830   
800-492-3221   
www.bankcnb.com