Norwood Financial Corp. Reports Operating Results (10-K)

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Mar 10, 2011
Norwood Financial Corp. (NWFL, Financial) filed Annual Report for the period ended 2010-12-31.

Norwood Financial Corp. has a market cap of $75.6 million; its shares were traded at around $27.35 with a P/E ratio of 10.3 and P/S ratio of 2.3. The dividend yield of Norwood Financial Corp. stocks is 4.2%. Norwood Financial Corp. had an annual average earning growth of 7.3% over the past 5 years.

Highlight of Business Operations:

The Registrant s voting stock trades on the NASDAQ Global Market under the symbol “NWFL.” The aggregate market value of the voting stock held by non-affiliates of the registrant, based on the last price the registrant s Common Stock was sold as of June 30, 2010, $25.25 per share, was $66.8 million based on 2,644,740 shares of Common Stock outstanding. For purposes of this calculation, the term “affiliate” refers to all directors and executive officers of the registrant, and all persons beneficially owning more than 5% of the registrant s common stock.

Norwood Financial Corp. (the “Company”), a Pennsylvania corporation, is the holding company for Wayne Bank. On March 29, 1996, the Bank completed a holding company reorganization and became a wholly owned subsidiary of the Company. As of December 31, 2010, the Company had total assets of $537.0 million, deposits of $393.9 million, and stockholders equity of $67.7 million. The Company s ratio of average equity to average assets was 12.56%, 12.09% and 11.57% for fiscal years 2010, 2009 and 2008, respectively.

Under the terms of the Merger Agreement, each outstanding share of North Penn common stock will be converted into either the right to receive $19.12 in cash or 0.6829 shares of Norwood Financial common stock. In addition, the elections of North Penn stockholders will be subject to the requirement that $12,194,000 of the merger consideration (which includes amounts paid in cancellation of existing stock options, for the unallocated shares held by the ESOP and any shares as to which the holders have exercised dissenters rights) be paid in cash and that the remainder be paid in Norwood common stock. All North Penn stock options, whether or not vested, will be canceled at the effective time of the merger in exchange for a cash payment equal to the difference between $19.12 and the exercise price of the stock option. In the event of a greater than 20% decline in market value of Norwood Financial common stock, North Penn may, in certain circumstances, be able to terminate the Merger Agreement unless Norwood Financial increases the number of shares into which North Penn common stock may be converted.

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