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8-K - FORM 8-K - CENTRA FINANCIAL HOLDINGS INC | c13613e8vk.htm |
Exhibit 99

QUARTERLY REPORT Fourth Quarter 2010 990 Elmer Prince Dr., Suite 100 P.O. Box 656 Morgantown, WV 26507-0656 Contact: Tim Saab tsaab@centrabank.com (304) 581-6001 |
To Our Shareholders, Customers, and Friends:
In 2010 Centra made notable gains in a tough economy and positioned the company to seize
long-term opportunities highlighted by the following:
| Net income available to common stockholders increased 16% to $8.2 million |
|
| Total assets increased 6.3% or $81.5 million to $1.4 billion |
|
| Total deposits increased 4.8% or $53.4 million to $1.2 billion, while we increased market share in
each of the areas we service |
|
| Loan delinquency and losses held at 1.05% and 0.47%, respectively |
|
| The Tier 1 Capital ratio increased to 13.7%, double the 6% threshold requirement for Well
Capitalized institutions based upon regulatory guidelines, the highest standard for banks |
|
| The allowance for loan loss strengthened to 1.77%, an increase of $576,000 |
With a successful tenth year of operating as an independent bank now behind us, your board
undertook a process of thoroughly assessing strategic options that maximized shareholder value for
the long term. As the analysis progressed, it essentially boiled down to one question.
Will it be better for the shareholders if we stand alone or merge with another bank?
After taking into consideration discussions from Centras outside advisers, the board came to a
unanimous decision that it was the optimal time to select another strong banking company and join
forces with them.
As a result, Centra and United Bankshares, Inc. NASDAQ: UBSI (United) announced on
December 16, 2010 that both companies boards of
directors unanimously approved a definitive
agreement in which the companies would combine in a
stock for stock transaction.
Under the terms of the agreement, Centra
shareholders would receive .7676 shares of United
common stock for each share of Centra that they
own. This combination significantly enhances value
for our shareholders, provides added liquidity, and
a substantial increase in the dividend based on
Uniteds current practice. The companies
expect to complete the transaction in the third
quarter of 2011.
United is one of the top performing regional banks
in the country. Despite a national economic
downturn, United made a substantial profit and
increased dividends to shareholders for the 36th
consecutive year. In addition to this financial
performance United is symbolic of great culture and
service, which is similar to that of Centra; our
customer service philosophies, strong and stable
financial performance and our experienced and
skilled staff all complement each other well.
Currently we are in the early stages of this merger
and in the process of obtaining approvals from our
shareholders and regulators. As we proceed toward
the July closing date, you have our commitment to
keep you updated along the way.
Thank you for your support and cooperation.

Douglas J. Leech
Chairman & CEO
dleech@centrabank.com
Chairman & CEO
dleech@centrabank.com
Centra Financial Holdings, Inc., and Subsidiaries
Consolidated Balance Sheet
(Dollars in Thousands, except Per Share Data)
(Unaudited)
(Dollars in Thousands, except Per Share Data)
(Unaudited)
December 31, | December 31, | |||||||
2010 | 2009 | |||||||
ASSETS |
||||||||
Cash and due from banks |
$ | 4,815 | $ | 3,961 | ||||
Interest-bearing deposits in other banks |
2,627 | 1,996 | ||||||
Federal funds sold |
116,189 | 68,607 | ||||||
Total cash and cash equivalents |
123,631 | 74,564 | ||||||
Available-for-sale securities, at estimated fair value
(amortized cost of $128,493 and $128,966 on
December 31, 2010 and 2009, respectively) |
129,957 | 131,531 | ||||||
Other investment securities, at cost |
3,983 | 2,922 | ||||||
Loans, net of unearned income |
1,051,857 | 1,022,852 | ||||||
Allowance for loan losses |
(18,586 | ) | (18,010 | ) | ||||
Net loans |
1,033,271 | 1,004,842 | ||||||
Premises and equipment |
20,727 | 22,362 | ||||||
Loans held for sale |
7,411 | 2,593 | ||||||
Goodwill and other intangibles |
14,816 | 15,557 | ||||||
Bank owned life insurance |
19,248 | 16,522 | ||||||
Other assets |
21,052 | 21,664 | ||||||
Total assets |
$ | 1,374,096 | $ | 1,292,557 | ||||
LIABILITIES |
||||||||
Deposits |
||||||||
Non-interest bearing |
$ | 160,092 | $ | 155,690 | ||||
Interest-bearing |
1,007,622 | 958,656 | ||||||
Total deposits |
1,167,714 | 1,114,346 | ||||||
Short-term borrowings |
37,622 | 40,781 | ||||||
Long-term debt |
20,000 | 20,000 | ||||||
Other liabilities |
12,912 | 12,286 | ||||||
Total liabilities |
1,238,248 | 1,187,413 | ||||||
STOCKHOLDERS EQUITY |
||||||||
Preferred stock, $1 par value, 1,000,000 authorized, none issued |
| | ||||||
Common stock, $1 par value, 50,000,000 authorized, 8,451,444 and 7,122,525
issued and outstanding on December 31, 2010 and 2009, respectively |
8,451 | 7,123 | ||||||
Additional paid-in capital |
121,427 | 97,320 | ||||||
Retained earnings (deficit) |
5,074 | (838 | ) | |||||
Accumulated other comprehensive income |
896 | 1,539 | ||||||
Total equity |
135,848 | 105,144 | ||||||
Total liabilities and stockholders equity |
$ | 1,374,096 | $ | 1,292,557 | ||||
Centra Financial Holdings, Inc., and Subsidiaries
Consolidated Statements of Income
(Dollars in Thousands, except Per Share Data)
(Unaudited)
(Dollars in Thousands, except Per Share Data)
(Unaudited)
Year Ended Dec. 31, | Quarter Ended Dec. 31, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
INTEREST INCOME |
||||||||||||||||
Loans, including fees |
$ | 57,561 | $ | 60,746 | $ | 14,251 | $ | 15,094 | ||||||||
Loans held for sale |
153 | 159 | 65 | 33 | ||||||||||||
Securities available-for-sale |
3,029 | 4,002 | 607 | 936 | ||||||||||||
Interest-bearing bank balances |
1 | 3 | | 2 | ||||||||||||
Federal funds sold |
304 | 36 | 107 | 26 | ||||||||||||
Total interest income |
61,048 | 64,946 | 15,030 | 16,091 | ||||||||||||
INTEREST EXPENSE |
||||||||||||||||
Deposits |
15,452 | 20,846 | 3,160 | 4,743 | ||||||||||||
Short-term borrowed funds |
168 | 291 | 32 | 49 | ||||||||||||
Long-term debt |
469 | 575 | 116 | 116 | ||||||||||||
Total interest expense |
16,089 | 21,712 | 3,308 | 4,908 | ||||||||||||
Net interest income |
44,959 | 43,234 | 11,722 | 11,183 | ||||||||||||
Provision for credit losses |
5,089 | 5,669 | 2,500 | 3,163 | ||||||||||||
Net interest income after provision for credit losses |
39,870 | 37,565 | 9,222 | 8,020 | ||||||||||||
OTHER INCOME |
||||||||||||||||
Service charges on deposit accounts |
4,106 | 3,717 | 1,070 | 1,005 | ||||||||||||
Other service charges and fees |
2,886 | 2,521 | 758 | 663 | ||||||||||||
Secondary market income |
915 | 1,368 | 332 | 301 | ||||||||||||
Security (losses) gains |
(72 | ) | (475 | ) | (72 | ) | (139 | ) | ||||||||
Other |
1,168 | 746 | 318 | 206 | ||||||||||||
Total other income |
9,003 | 7,877 | 2,406 | 2,036 | ||||||||||||
OTHER EXPENSE |
||||||||||||||||
Salary and employee benefits |
18,404 | 15,647 | 4,899 | 4,146 | ||||||||||||
Occupancy expense |
3,128 | 2,781 | 768 | 756 | ||||||||||||
Equipment expense |
2,188 | 2,327 | 550 | 586 | ||||||||||||
Advertising |
1,591 | 1,578 | 350 | 456 | ||||||||||||
Professional fees |
1,216 | 934 | 475 | 265 | ||||||||||||
Data processing |
2,595 | 2,523 | 663 | 643 | ||||||||||||
Other outside services |
909 | 1,033 | 227 | 272 | ||||||||||||
Regulatory assessment |
1,733 | 1,922 | 458 | 396 | ||||||||||||
Other |
4,755 | 4,654 | 1,291 | 1,284 | ||||||||||||
Total other expense |
36,519 | 33,399 | 9,681 | 8,804 | ||||||||||||
Net income before income tax |
12,354 | 12,043 | 1,947 | 1,252 | ||||||||||||
INCOME TAX EXPENSE |
4,127 | 4,026 | 721 | 317 | ||||||||||||
Net income |
8,227 | 8,017 | 1,226 | 935 | ||||||||||||
Dividends & accretion on preferred stock (TARP) |
| 923 | | | ||||||||||||
Net income available to common stockholders |
$ | 8,227 | $ | 7,094 | $ | 1,226 | $ | 935 | ||||||||
Basic earnings per share |
$ | 1.00 | $ | 1.02 | $ | 0.15 | $ | 0.13 | ||||||||
Diluted earnings per share |
$ | 0.95 | $ | 0.97 | $ | 0.14 | $ | 0.12 | ||||||||
Weighted average shares outstanding basic |
8,246,098 | 6,945,644 | 8,440,519 | 7,043,786 | ||||||||||||
Weighted average shares outstanding diluted |
8,620,523 | 7,342,174 | 8,844,842 | 7,514,265 | ||||||||||||
Cash dividends declared per share |
$ | 0.28 | $ | 0.20 | $ | 0.08 | $ | 0.05 |

Total Assets (in thousands) $1,400,000 $1,200,000 $1,000,000 $800,000 Total Loans (in thousands) $1,075,000 $875,000 $675,000 $475,000 Total Deposits (in thousands) $1,200,000 $1,050,000 $900,000 $750,000 Net Income Available to Common Stockholders for the Fourth Quarter (in thousands) $8,500 $7,000 $5,500 $4,000 |
Questions & Answers for Centra Stockholders
1. | What does the recent announcement regarding
Centra Financial Holdings (Centra) and United
Bankshares (United) mean? |
On December 16, 2010, the companies announced the
signing of a definitive merger agreement for United
to acquire Centra. |
2. | What does it mean to Centra shareholders? |
Pending regulatory approvals and the approval of
Centra shareholders, shareholders of Centra would
receive 0.7676 shares of United for each share of
Centra. |
In the meantime, you will continue to receive any
dividends declared by Centra. |
3. | Will more information be sent to Centra shareholders? |
Yes. Centra shareholders will receive a full
description of the transaction in the Notice and
Proxy Statement for a shareholders meeting to be held
in the spring. |
4. | Is there anything, as a Centra shareholder, that
I need to do now? |
No, not at this time. Time is needed to complete the
legal/regulatory preparation after which, shareholders
will receive the materials to vote on the merger. |
5. | Is United Bank listed on a publically traded
stock exchange? |
Yes. United is listed on the NASDAQ exchange
under the symbol UBSI. |
6. | When will I receive United stock certificates? |
Subject to all approvals, the transaction would close
early in the third quarter of 2011, after which
shareholders would be contacted to complete the
exchange of Centra shares for those of United. |