Attached files
Exhibit 13
Dear Stockholder,
This past year continued to be a most challenging one for the banking industry, a year filled with an increase in both bank failures and FDIC problem-list banks, which resulted in a depletion of the Deposit Insurance Fund, requiring unprecedented actions from the FDIC in order to restore the fund. The nations economy remained mired in a deep recession for most of the year, with unemployment surpassing ten percent, a continued decline in consumer confidence resulting in reduced consumer spending, and sustained stress on the residential mortgage industry, resulting in a decline in real estate values. All of these events had an adverse impact on Botetourt Bankshares, Inc. in 2009.
Your Company recorded net income for the year in the amount of $764,074, a decrease of 36.5% from the previous years earnings. Both basic and diluted earnings per share amounted to $0.61 in 2009, compared to $0.97 in 2008. The decline in earnings can be attributed primarily to an increase in FDIC deposit insurance expense during 2009, which amounted to $685,000 for the year, as compared to $143,000 in the prior year. During 2009, banks throughout our nation endured substantial FDIC insurance premium increases as well as an additional special assessment during the year in order to replenish the Deposit Insurance Fund, which was nearly depleted from the increase in bank failures during the year. Additionally, in 2009, the banks loan loss provision amounted to $1,790,000, compared to $1,885,000 in 2008. The continued large provision to the reserve for loan losses was appropriate due to an increase in both impaired and non-performing loans, as well as the continued uncertainty of the current economic climate. Actual net charge-offs in 2009 amounted to 0.63% of average total loans, compared to 0.16% of average total loans in 2008.
As a result of the decline in earnings, the quarterly dividend payment to stockholders was reduced to $0.08 per share in November 2009. Your Companys management and its board of directors recognize the commitment to provide an adequate return on stockholder investment, while at the same time maintaining adequate capital levels which protect the banks depositors as well as the Companys stockholders. This commitment is reflected in the determination of the dividend payment. Both Botetourt Bankshares, Inc. and Bank of Botetourt remain well capitalized according to regulatory standards. The strength of the banks capital position allowed the Company to elect not to participate in the U.S. Treasurys TARP Capital Purchase Program in the fourth quarter of 2008. As an alternative capital-raising measure, a dividend reinvestment program was approved by the stockholders at this past years annual stockholder meeting and was instituted in the fourth quarter of 2009. The program has been very well-received, with over 28% of stockholders currently participating, and will provide a steady stream of capital for the Company in the coming years.
Total assets at year-end 2009 amounted to $308,534,573, an increase of 4.8% above 2008. Net loans at December 31, 2009 amounted to $259,998,540, an increase of 2.8% above 2008. Total deposits at December 31, 2009 amounted to $279,839,835, an increase of 5.8% from the prior year. Bank of Botetourt continued to hold the largest market share of deposits of all financial institutions located in Botetourt County, Virginia and gained market share in the three other counties in which our retail offices are located.
In June 2009, Botetourt Bankshares, Inc. was again recognized as one of the top performing community banks in the country by U.S. Banker magazine, ranking 179th among over 1,100 publicly traded financial institutions in the United States, based on a three-year average return on equity. The recognition underscores the strong shareholder value of the Company as well as employee commitment and customer loyalty.
The economic outlook for 2010 remains uncertain at best, although there are signs that economic recovery is underway, especially when observing positive gross domestic product trends in the third and fourth quarters of 2009. However, a full economic recovery will only be sustained with improvement in the employment situation. Both the national and local unemployment rates remain well above normal levels, and a recovery in the housing sector has yet to happen. Inflation appears to be under control, in spite of the massive deficit spending by Congress and injections of reserves into the financial system. As a result, interest rates remain at historic low levels. Despite the many challenges facing the banking industry, your Company is confident that these turbulent times will pass and that both the Company and our nation will be stronger as a result of this experience.
Your Companys management team and your board of directors remain committed to Taking Care of You, the Companys mission of professionally and personally serving our customers, employees, stockholders and communities. Thank you for your continued support of Botetourt Bankshares, Inc. and community banking.
Sincerely,
H. Watts Steger, III Chairman & CEO
G. Lyn Hayth, III
President, Bank of Botetourt
Financial Highlights Summary
The Financial Highlights Summary is provided to give a concise overview of relevant historical financial data and ratios. The unaudited data is in thousands of dollars, except per-share data. To fully understand and evaluate Botetourt Bank-shares, Inc.s financial condition and its results of operations, one should read the Companys Form 10-K, which includes its audited consolidated financial statements, accompanying notes, and managements discussion and analysis.
2009 2008 2007 2006 2005
Summary of Operations
Interest income $ 16,576 $ 17,735 $ 18,994 $ 16,955 $ 13,881
Interest expense 6,639 7,623 8,073 6,084 4,070
Net interest income 9,937 10,112 10,921 10,871 9,811
Provision for loan losses 1,790 1,885 275 300 450
Other income 1,984 1,828 1,678 1,794 1,918
Other expense 9,130 8,400 7,415 7,315 6,625
Income taxes 237 452 1,549 1,573 1,444
Net income $ 764 $ 1,203 $ 3,360 3,477 $ 3,210
Per-Share Data
Basic earnings per share $ 0.61 $ 0.97 $ 2.70 $ 2.80 $ 2.60
Diluted earnings per share 0.61 0.97 2.70 2.80 2.60
Cash dividends declared 0.50 0.84 0.80 0.72 0.60
Book value 21.35 20.55 21.28 19.02 17.53
Year-end Balance Sheet Summary
Loans, net $ 259,999 $ 252,940 $ 235,389 $ 209,541 $ 183,353
Securities 16,771 18,519 22,515 26,864 30,224
Total assets 308,535 294,392 279,632 254,382 238,534
Deposits 279,840 264,542 248,106 227,229 215,843
Stockholders equity 26,606 25,592 26,451 23,623 21,735
Interest-earning assets $ 290,034 $ 275,441 $ 260,415 $ 239,070 $ 222,891
Interest-bearing liabilities 249,133 231,840 217,797 194,802 184,478
Selected Ratios
Return on average assets 0.3% 0.4% 1.2% 1.4% 1.4%
Return on average equity 3.0% 4.5% 13.5% 15.2% 15.6%
Dividends declared as percent of net income 81.5% 86.9% 29.6% 25.7% 23.1%
Board of Directors
S J Carter Photography
Sitting Joyce R. Kessinger, H. Watts Steger, III, G. Lyn Hayth, III, F. Lindsey Stinnett
Standing Edgar K. Baker, Tommy L. Moore, D. Bruce Patterson, John B. Williamson, III, Gerald A. Marshall
Senior Management
S J Carter Photography
Jennifer S. Theimer, Andrew T. Shotwell, Vicky M. Wheeler, H. Watts Steger, III, G. Lyn Hayth, III, Michelle A. Alexander, P. Duaine Fitzgerald
Officers
H. Watts Steger, III
Chairman & CEO
Vicky M. Wheeler
Senior Vice President Branch Administration
George E. Honts, IV
Vice President Commercial Lending
Tammy S. Talbott
Assistant Vice President & Branch Manager
Shelley M. Martin
Branch Manager
G. Lyn Hayth, III
President
Barbara G. Anderson
Vice President
Compliance & Training
Garland L. Humphries
Vice President Credit Administration
Karen R. Thrasher
Assistant Vice President & Branch Manager
Deborah W. Plogger
Manager, Rockbridge Title Services, LLC
Michelle A. Alexander
Senior Vice President Chief Financial Officer
Duane L. Burks
Vice President Retail Development Officer
Cindy K. Pierson
Vice President Bank Operations
Stephanie L. White
Assistant Vice President & Branch Manager
Stephanie D. Ponton
Branch Manager
P. Duaine Fitzgerald
Senior Vice President Financial Services
Brenda G. DeHaven
Vice President Internal Auditor
Kathy M. Caldwell
Assistant Vice President Commercial Lender
Jason M. Bishop
Human Resources Officer
Paula A. Rhodes
Operations Officer
Andrew T. Shotwell
Senior Vice President Bank Operations
Linda R. Doolittle
Vice President Business Development
Cari J. Humphries
Assistant Vice President Marketing Officer
Cindy H. Bower
Branch Manager
Amanda L. Robinson
Financial Advisor
Jennifer S. Theimer
Senior Vice President Chief Risk Officer
Marty R. Francis
Vice President Commercial Lending
Paul M. Murphy
Assistant Vice President Credit Analyst
Edna W. Hazelwood
Branch Manager
Debbie K. Thurman
Mortgage Loan Officer
Paula E. Bussey
Branch Manager
Tina M. Simpson
Branch Manager
Employees
Bank School Graduate
Jennifer S. Theimer
Bank of Botetourts Senior Vice President and Chief Risk Officer, Jennifer S. Theimer, graduated on August 7, 2009 from the Virginia Bankers School of Bank Management at the University of Virginia in Charlottesville. The three-year school is sponsored by the Virginia Bankers Association in cooperation with the McIntire School of Commerce at the University.
Those receiving diplomas completed the Bank Management Course, which requires attendance on campus for three one-week resident sessions, with extensive bank study assignments between sessions. Graduates broadened their knowledge in all aspects of banking, economics, and related subjects. Theimer was recognized as an honor graduate, finishing in the top 10% of the class. She holds a Bachelors degree in Accounting from Virginia Tech. Mrs. Theimer joined Bank of Botetourt in 2007. She has an extensive background in bank audit and accounting as well as various other industries. Prior to joining Bank of Botetourt, Mrs. Theimer worked in public accounting for over 14 years. She currently resides in Springwood with her husband, Michael and their children, Rebecca, Kevin, and Paul.
Bank School Graduate & Promotion
Kathy M. Caldwell
Bank of Botetourt employee Kathy M. Caldwell graduated on August 7, 2009 from the Virginia Bankers School of Bank Management at the University of Virginia in Charlottesville. The three-year school is sponsored by the Virginia Bankers Association in cooperation with the McIntire School of Commerce at the University.
Those receiving diplomas completed the Bank Management Course, which requires attendance on campus for three one-week resident sessions, with extensive bank study assignments between sessions. Graduates broadened their knowledge in all aspects of banking, economics, and related subjects.
Kathy M. Caldwell has been promoted to the position of Assistant Vice President
& Commercial Lender. A native of Botetourt County, Caldwell graduated from Dabney S. Lancaster Community College with an Associates Degree in Business Management and a Certificate in Banking. She has been working in the banking industry in Botetourt County for 19 years. Caldwell joined Bank of Botetourt in 2003, where she has served in various capacities in the commercial lending department and also as a branch manager. Caldwell resides in Eagle Rock with her husband, Jerry, and their children, Mandy and Matt.
Employees
Promotion
Jason M. Bishop
Jason M. Bishop has been promoted to the position of Human Resources Officer. A Botetourt County native, Bishop is a graduate of Roanoke College with a bachelors degree in Business Administration. Bishop previously worked in the insurance industry prior to joining Bank of Botetourt in 2004. As a Bank of Botetourt employee, Bishop has served as a head teller, consumer banker and human resources assistant. He currently resides in Troutville with his wife, Shannon.
Promotion
Duane L. Burks has been promoted to the position of Vice President & Retail Development Officer for Bank of Botetourts 10 retail office locations. A Galax native, Burks attended Emory & Henry College, where he studied Business Management. He is also a 2008 graduate from the Virginia Bankers School of Bank Management at the University of Virginia in Charlottesville. Burks joined Bank of Botetourt in 2004 and has been in banking for over 16 years. He resides with his wife, Sherrye, and their children, Kaitlin and Karley, in Daleville.
Duane L. Burks
Retirement
Jean N. Johnson
Jean N. Johnson, data processor at Bank of Botetourts Operations Center, retired on January 15, 2010. A native of Alleghany County, Johnson began her banking career in 1990 when she joined Bank of Botetourt as a bookkeeper. Johnson was later promoted to proof operator and then computer operator and has served in Bank of Botetourts Operations Center for the past 19 years. Johnson has been instrumental in the training of many Operations staff members throughout her tenure at Bank of Botetourt. After her retirement, Johnson hopes to read, travel and spend time with her family. Johnson currently resides in Buchanan with her husband, Oris (Kenny) Johnson, Jr. She also has two children in the area, Angela and Allen.
Stockholder Information
Annual Meeting
The annual meeting of stockholders will be held at 2:30 p.m. on Wednesday, May 19, 2010, at the Buchanan Theatre, Main Street, Buchanan, Virginia.
Requests for Information
Requests for information should be directed to Mr. H. Watts Steger, III at Botetourt Bankshares, Inc., Post Office Box 339, Buchanan, Virginia, 24066; telephone (540) 591-5000.
Independent Auditors
Elliott Davis, LLC
Certified Public Accountants
Post Office Box 760
Galax, Virginia 24333
Stock Transfer Agent
Registrar and Transfer Company
10 Commerce Drive
Cranford, New Jersey 07016
Federal Deposit Insurance Corporation
The Bank is a member of the FDIC. This statement has not been reviewed, or confirmed for accuracy or relevance, by the Federal Deposit Insurance Corporation.
Banking Offices
Buchanan Office
19747 Main StreetBuchanan
(540) 254-1721
Daleville Office
670 Roanoke RoadDaleville
(540) 992-4777
Eagle Rock Office
58 Railroad AvenueEagle Rock
(540) 884-2265
Troutville Office
5462 Lee HighwayTroutville
(540) 966-3850
Bonsack Office
3801 Challenger AvenueRoanoke
(540) 777-2265
Lexington Office
65 East Midland TrailLexington
(540) 463-7224
LakeWatch Office
51 Firstwatch DriveMoneta
(540) 719-1880
Loan Administration Center
21 Stoney Battery RoadTroutville
(540) 966-3850
Peters Creek Office
3130 Peters Creek RoadRoanoke
(540) 777-2010
Fairfield Office
5905 North Lee HighwayFairfield
(540) 377-5270
Investment Securities
5462 Lee HighwayTroutville
(540) 473-1224
Mortgage Centers
(540) 591-5000(540) 966-5626
(540) 463-5626(540) 719-1880
Operations Center
19800 Main StreetBuchanan
(540) 473-1173
Natural Bridge Office
9 Lloyd Tolley RoadNatural Bridge Station
(540) 291-1881
www.bankofbotetourt.com
info@bankofbotetourt.com