UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended June 30, 2002
[ ] | 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 0-27938
COLUMBIA BANCORP
Oregon (State of incorporation) |
93-1193156 (I.R.S. Employer Identification No.) |
401 East Third Street, Suite 200
The Dalles, Oregon 97058
(Address of principal executive offices)
(541) 298-6649
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuers classes
of common stock, as of the latest practicable date.
8,127,696 shares of common stock as of August 1, 2002
COLUMBIA BANCORP
FORM 10-Q
June 30, 2002
INDEX
Page | |||||
PART I - FINANCIAL INFORMATION | Reference | ||||
Consolidated Balance Sheets as of June 30, 2002 and December 31, 2001. | 3 | ||||
Consolidated Statements of Income and Comprehensive Income for the three and six month periods ended June 30, 2002 and 2001. | 4 | ||||
Consolidated Statements of Cash Flows for the six months ended June 30, 2002 and 2001. | 5 | ||||
Consolidated Statements of Changes in Shareholders Equity for the period December 31, 2000 to June 30, 2002. | 6 | ||||
Notes to Consolidated Financial Statements | 7-9 | ||||
Managements Discussion and Analysis of Financial Condition and Results of Operations: | |||||
Forward Looking Information | 10 | ||||
Overview | 10-11 | ||||
Material Changes in Financial Condition | 11 | ||||
Material Changes in Results of Operations | 11-12 | ||||
Loan Loss Provision | 12 | ||||
Liquidity and Capital Resources | 12-13 | ||||
Quantitative and Qualitative Disclosures about Market Risk | 13 | ||||
PART II - OTHER INFORMATION | |||||
Item 4 Submission of Matters to a Vote of Security Holders | 14 | ||||
Item 5 Other Information | 14 | ||||
Item 6 Exhibits and Reports on Form 8-K | 14 | ||||
Signatures | 14 |
2
COLUMBIA BANCORP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
June 30, | December 31, | |||||||||
2002 | 2001 | |||||||||
(Unaudited) | (Audited) | |||||||||
ASSETS |
||||||||||
Cash and due from banks |
$ | 21,517,302 | $ | 19,813,111 | ||||||
Interest-bearing deposits with other banks |
11,063,420 | 1,275,462 | ||||||||
Federal funds sold |
7,524,040 | 1,525,165 | ||||||||
Total cash and cash equivalents |
40,104,762 | 22,613,738 | ||||||||
Investment securities available-for-sale |
14,930,674 | 18,802,107 | ||||||||
Investment securities held-to-maturity |
20,767,219 | 22,657,264 | ||||||||
Restricted equity securities |
2,614,000 | 2,072,300 | ||||||||
Total investment securities |
38,311,893 | 43,531,671 | ||||||||
Loans held-for-sale |
10,628,035 | 18,959,979 | ||||||||
Loans, net of allowance for loan losses and unearned loan fees |
411,836,358 | 361,323,121 | ||||||||
Property and equipment, net of depreciation |
14,331,905 | 13,887,846 | ||||||||
Goodwill, net of amortization |
7,389,094 | 7,389,094 | ||||||||
Accrued interest receivable |
4,106,776 | 3,485,533 | ||||||||
Other assets |
10,445,685 | 11,015,723 | ||||||||
Total assets |
$ | 537,154,508 | $ | 482,206,705 | ||||||
LIABILITIES AND SHAREHOLDERS EQUITY |
||||||||||
Deposits: |
||||||||||
Noninterest-bearing demand deposits |
$ | 114,973,397 | $ | 108,521,784 | ||||||
Interest-bearing demand accounts |
165,000,098 | 136,967,524 | ||||||||
Savings accounts |
31,574,371 | 32,237,233 | ||||||||
Time certificates |
133,482,792 | 116,908,960 | ||||||||
Total deposits |
445,030,658 | 394,635,501 | ||||||||
Notes payable |
37,444,933 | 35,904,542 | ||||||||
Accrued interest payable and other liabilities |
4,514,527 | 5,221,730 | ||||||||
Total liabilities |
486,990,118 | 435,761,773 | ||||||||
Shareholders equity: |
||||||||||
Common stock, no par value; 20,000,000 shares
authorized, 8,124,871 issued and outstanding
(8,037,078 at December 31, 2001) |
15,201,912 | 14,679,226 | ||||||||
Additional paid-in capital |
6,054,368 | 6,054,368 | ||||||||
Retained earnings |
28,678,187 | 25,373,550 | ||||||||
Accumulated other comprehensive income, net of taxes |
229,923 | 337,788 | ||||||||
Total shareholders equity |
50,164,390 | 46,444,932 | ||||||||
Total liabilities and shareholders equity |
$ | 537,154,508 | $ | 482,206,705 | ||||||
See accompanying notes.
3
COLUMBIA BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(Unaudited)
Three months ended | Six months ended | ||||||||||||||||
June 30, | June 30, | ||||||||||||||||
2002 | 2001 | 2002 | 2001 | ||||||||||||||
INTEREST INCOME |
|||||||||||||||||
Interest and fees on loans |
$ | 8,870,220 | $ | 7,952,296 | $ | 16,884,004 | $ | 15,622,737 | |||||||||
Interest on investments |
|||||||||||||||||
Taxable investment securities |
273,365 | 367,221 | 574,473 | 915,335 | |||||||||||||
Nontaxable investment securities |
204,445 | 219,433 | 410,826 | 440,358 | |||||||||||||
Other interest income |
90,760 | 171,261 | 156,863 | 271,004 | |||||||||||||
Total interest income |
9,438,790 | 8,710,211 | 18,026,166 | 17,249,434 | |||||||||||||
INTEREST EXPENSE |
|||||||||||||||||
Interest-bearing demand and savings |
446,430 | 926,016 | 706,660 | 2,050,518 | |||||||||||||
Interest on time deposit accounts |
1,226,046 | 1,725,424 | 2,389,668 | 3,338,023 | |||||||||||||
Other borrowed funds |
340,228 | 411,032 | 699,196 | 936,737 | |||||||||||||
Total interest expense |
2,012,704 | 3,062,472 | 3,795,524 | 6,325,278 | |||||||||||||
NET INTEREST INCOME |
7,426,086 | 5,647,739 | 14,230,642 | 10,924,156 | |||||||||||||
PROVISION FOR LOAN LOSSES |
700,000 | 375,000 | 1,100,000 | 625,000 | |||||||||||||
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES |
6,726,086 | 5,272,739 | 13,130,642 | 10,299,156 | |||||||||||||
NONINTEREST INCOME |
|||||||||||||||||
Service charges and fees |
1,170,184 | 760,488 | 2,010,479 | 1,471,683 | |||||||||||||
Net Mortgage Group revenues |
971,113 | 1,595,091 | 1,351,210 | 2,374,568 | |||||||||||||
Credit card discounts and fees |
99,683 | 82,495 | 185,903 | 148,982 | |||||||||||||
Financial services department income |
167,525 | 142,335 | 319,092 | 271,516 | |||||||||||||
Other noninterest income |
351,011 | 298,779 | 986,822 | 524,601 | |||||||||||||
Total noninterest income |
2,759,516 | 2,879,188 | 4,853,506 | 4,791,350 | |||||||||||||
NONINTEREST EXPENSE |
|||||||||||||||||
Salaries and employee benefits |
3,391,604 | 2,789,701 | 6,397,516 | 5,373,122 | |||||||||||||
Occupancy expense |
497,824 | 463,687 | 966,550 | 913,246 | |||||||||||||
Goodwill amortization |
| 157,156 | | 314,312 | |||||||||||||
Credit card processing fees |
27,479 | 23,629 | 50,454 | 43,148 | |||||||||||||
Data processing expense |
108,122 | 85,342 | 190,371 | 140,063 | |||||||||||||
Other noninterest expenses |
1,685,614 | 1,307,734 | 3,204,615 | 2,580,650 | |||||||||||||
Total noninterest expense |
5,710,643 | 4,827,250 | 10,809,506 | 9,364,541 | |||||||||||||
INCOME BEFORE INCOME TAXES |
3,774,959 | 3,324,677 | 7,174,642 | 5,725,965 | |||||||||||||
PROVISION FOR INCOME TAXES |
1,353,323 | 1,262,733 | 2,572,109 | 2,161,342 | |||||||||||||
NET INCOME |
$ | 2,421,636 | $ | 2,061,944 | $ | 4,602,533 | $ | 3,564,623 | |||||||||
OTHER COMPREHENSIVE INCOME, NET |
|||||||||||||||||
Unrealized holding gains (losses) arising during the period |
$ | 202,746 | $ | (41,417 | ) | $ | (92,231 | ) | $ | 276,829 | |||||||
Reclassification adjustment for (gains)
losses included in net income |
(201,879 | ) | 25,781 | (15,634 | ) | 27,529 | |||||||||||
867 | (15,636 | ) | (107,865 | ) | 304,358 | ||||||||||||
COMPREHENSIVE INCOME |
$ | 2,422,503 | $ | 2,046,309 | $ | 4,494,668 | $ | 3,868,981 | |||||||||
Earnings per share of common stock |
|||||||||||||||||
Net Income Basic |
$ | 0.30 | $ | 0.25 | $ | 0.57 | $ | 0.44 | |||||||||
Net Income Diluted |
$ | 0.29 | $ | 0.25 | $ | 0.55 | $ | 0.44 | |||||||||
Weighted average common shares outstanding |
|||||||||||||||||
Basic |
8,106,077 | 8,053,575 | 8,084,743 | 8,043,839 | |||||||||||||
Diluted |
8,349,206 | 8,214,770 | 8,338,933 | 8,178,905 |
See accompanying notes.
4
COLUMBIA BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six months ended | |||||||||
June 30, | |||||||||
2002 | 2001 | ||||||||
CASH FLOWS RELATED TO OPERATING ACTIVITIES |
|||||||||
Net income |
$ | 4,602,533 | $ | 3,564,623 | |||||
Adjustments to reconcile net income to net cash from operating activities: |
|||||||||
Gain on sale or call of investments |
(200,096 | ) | (27,530 | ) | |||||
Depreciation and amortization |
977,662 | 1,015,060 | |||||||
Impairment of mortgage servicing asset |
1,347,756 | ||||||||
Federal Home Loan Bank stock dividend |
(73,603 | ) | (54,965 | ) | |||||
Provision for loan losses |
1,100,000 | 625,000 | |||||||
Increase (decrease) in cash due to changes in assets/liabilities: |
|||||||||
Accrued interest receivable |
(621,243 | ) | (228,334 | ) | |||||
Other assets |
570,038 | (2,848,456 | ) | ||||||
Accrued interest payable and other liabilities |
(698,937 | ) | 158,116 | ||||||
NET CASH FROM OPERATING ACTIVITIES |
7,004,110 | 2,203,514 | |||||||
CASH FLOWS FROM INVESTING ACTIVITIES |
|||||||||
Proceeds from the sale of available-for-sale securities |
947,965 | 18,471,454 | |||||||
Proceeds from maturity of available-for-sale securities |
2,750,000 | 1,475,000 | |||||||
Proceeds from the maturity of held-to-maturity securities |
1,871,580 | 725,856 | |||||||
Purchases of held-to-maturity securities |
| (5,499,452 | ) | ||||||
Purchases of restricted equity securities |
(468,200 | ) | | ||||||
Net change in loans made to customers |
(44,760,577 | ) | (50,534,901 | ) | |||||
Payments made for purchase of property and equipment |
(1,021,324 | ) | (626,444 | ) | |||||
NET CASH FROM INVESTING ACTIVITIES |
(40,680,556 | ) | (35,988,487 | ) | |||||
CASH FLOWS FROM FINANCING ACTIVITIES |
|||||||||
Net change in demand deposit and savings accounts |
33,821,325 | 2,805,092 | |||||||
Net change in time certificates |
16,573,832 | 22,626,934 | |||||||
Net increase in notes payable |
1,540,391 | 6,659,896 | |||||||
Dividends paid |
(1,290,764 | ) | (1,285,623 | ) | |||||
Proceeds from stock options exercised and sales of common stock |
522,686 | 184,906 | |||||||
NET CASH FROM FINANCING ACTIVITIES |
51,167,470 | 30,991,205 | |||||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
17,491,024 | (2,793,768 | ) | ||||||
CASH AND CASH EQUIVALENTS, beginning of period |
22,613,738 | 27,116,631 | |||||||
CASH AND CASH EQUIVALENTS, end of period |
$ | 40,104,762 | $ | 24,322,863 | |||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION |
|||||||||
Interest paid in cash |
$ | 3,720,904 | $ | 6,419,407 | |||||
Taxes paid in cash |
$ | 2,916,000 | $ | 1,655,219 | |||||
SCHEDULE OF NONCASH ACTIVITIES |
|||||||||
Change in unrealized gain/loss on available-for-sale securities, net of taxes |
$ | (107,865 | ) | $ | 304,358 | ||||
Cash dividend declared and payable after quarter-end |
$ | 649,990 | $ | 645,123 |
See accompanying notes.
5
COLUMBIA BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
Accumulated | ||||||||||||||||||||||||||
Additional | Other | Total | ||||||||||||||||||||||||
Common | Paid-in | Retained | Comprehensive | Shareholders' | ||||||||||||||||||||||
Shares | Stock | Capital | Earnings | Income | Equity | |||||||||||||||||||||
BALANCE, December 31, 2000 |
8,029,422 | $ | 14,461,771 | $ | 6,379,393 | $ | 20,569,918 | $ | (84,917 | ) | $ | 41,326,165 | ||||||||||||||
(Audited) |
||||||||||||||||||||||||||
Stock options exercised |
57,656 | 307,455 | | | | 307,455 | ||||||||||||||||||||
Income tax benefit from
stock options exercised |
| | 12,478 | | | 12,478 | ||||||||||||||||||||
Stock repurchase |
(50,000 | ) | (90,000 | ) | (337,503 | ) | | | (427,503 | ) | ||||||||||||||||
Cash dividend paid or declared |
| | | (2,570,085 | ) | | (2,570,085 | ) | ||||||||||||||||||
Net Income and Comprehensive |
||||||||||||||||||||||||||
Income |
| | | 7,373,717 | 422,705 | 7,796,422 | ||||||||||||||||||||
BALANCE, December 31, 2001 |
8,037,078 | $ | 14,679,226 | $ | 6,054,368 | $ | 25,373,550 | $ | 337,788 | $ | 46,444,932 | |||||||||||||||
(Audited) |
||||||||||||||||||||||||||
Stock options exercised |
87,793 | 522,686 | | | | 522,686 | ||||||||||||||||||||
Cash dividend paid or declared |
| | | (1,297,896 | ) | | (1,297,896 | ) | ||||||||||||||||||
Net Income and Comprehensive |
||||||||||||||||||||||||||
Income |
| | | 4,602,533 | (107,865 | ) | 4,494,668 | |||||||||||||||||||
BALANCE, June 30, 2002 |
8,124,871 | $ | 15,201,912 | $ | 6,054,368 | $ | 28,678,187 | $ | 229,923 | $ | 50,164,390 | |||||||||||||||
(Unaudited) |
See accompanying notes.
6
COLUMBIA BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. | Principles of Consolidation | |
The interim consolidated financial statements include the accounts of Columbia Bancorp, a financial holding company (Columbia), and its wholly-owned subsidiary Columbia River Bank (CRB), after elimination of intercompany transactions and balances. CRB is an Oregon state-chartered bank, headquartered in The Dalles, Oregon. Substantially all activity of Columbia is conducted through its subsidiary bank, CRB. | ||
The interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The financial information included in this interim report has been prepared by management. Columbias annual report contains audited financial statements. All adjustments including normal recurring accruals necessary for fair presentation of results of operations for the interim periods included herein have been made. The results of operations for the six months ended June 30, 2002 are not necessarily indicative of results to be anticipated for the year ending December 31, 2002. | ||
2. | Loans and Reserve for Loan Losses | |
The composition of the loan portfolio was as follows: |
June 30, | December 31, | |||||||
2002 | 2001 | |||||||
(Unaudited) | (Audited) | |||||||
Commercial |
$ | 75,747,279 | $ | 64,163,290 | ||||
Agriculture |
63,285,412 | 54,934,115 | ||||||
Real estate |
253,447,169 | 223,678,195 | ||||||
Consumer |
21,042,215 | 19,802,296 | ||||||
Other |
5,809,218 | 5,250,634 | ||||||
419,331,293 | 367,828,530 | |||||||
Allowance for loan losses |
(6,130,270 | ) | (5,311,715 | ) | ||||
Deferred loan fees |
(1,364,665 | ) | (1,193,694 | ) | ||||
$ | 411,836,358 | $ | 361,323,121 | |||||
Changes in the allowance for loan losses were as follows for the six months ended June 30: |
2002 | 2001 | |||||||
(Unaudited) | (Unaudited) | |||||||
Balance at beginning of period |
$ | 5,311,715 | $ | 4,577,941 | ||||
Provision charged to operations |
1,100,000 | 625,000 | ||||||
Recoveries |
146,059 | 22,670 | ||||||
Loans charged off |
(427,504 | ) | (96,115 | ) | ||||
Balance at end of period |
$ | 6,130,270 | $ | 5,129,496 | ||||
Columbia has adopted a policy for placement of loans on nonaccrual status after they become 90 days past due unless otherwise formally waived. Further, Columbia may place loans that are not contractually past due or that are deemed fully collateralized on nonaccrual status to promote better oversight and review of loan arrangements. Loans on nonaccrual status at June 30, 2002 and December 31, 2001 were approximately $1,402,815, and $889,538, respectively. |
7
At June 30, 2002, Columbia identified loans totaling $109,569 on which the interest rate or payment schedules were modified from original terms to accommodate borrowers weakened financial positions. There were $113,453 of loans in this category at December 31, 2001. | ||
At June 30, 2002, Columbia had no balance in other real estate owned (OREO), which represents assets held through loan foreclosure or recovery activities. There was $349,213 in OREO at December 31, 2001. | ||
3. | Segment Information | |
Columbia operates two primary segments, the community banking segment and the mortgage banking segment. The community banking segment consists of Columbias subsidiary, Columbia River Bank, which operates 14 bank branches in Oregon and two branches in Washington. The Bank offers loan, investment, and deposit products to its customers who range from individuals to medium-size agricultural and commercial companies. The mortgage banking segment consists of Columbia Mortgage Group, headquartered in Bend, Oregon, with an additional eight offices in Oregon. Columbia Mortgage Group offers a full range of mortgage lending services and products to its clients. | ||
During the first two quarters of 2002, the mortgage servicing asset value was reduced by $1,347,756. The impact of this valuation adjustment is reflected in the year-to-date loss for 2002 of ($346,133) on a before tax basis. Since year 2001, management has adjusted some of the accounting processes for the Mortgage Group. This factor causes differences in the segment information for the two six-month periods. | ||
Financial information that Columbias management uses to evaluate the reportable segments and the reconciliation to Columbias consolidated results are summarized as follows: |
Community | Mortgage | |||||||||||
Banking | Banking | Consolidated | ||||||||||
Six months ended June 30, 2002 |
||||||||||||
Net interest income before
provision for loan losses |
$ | 13,997,466 | $ | 233,176 | $ | 14,230,642 | ||||||
Noninterest income |
3,502,296 | 1,351,210 | 4,853,506 | |||||||||
Depreciation and amortization |
526,123 | 451,539 | 977,662 | |||||||||
Impairment of mortgage
servicing rights |
| 1,347,756 | 1,347,756 | |||||||||
Income before provision for
income taxes |
7,520,775 | (346,133 | ) | 7,174,642 | ||||||||
Total assets |
517,235,399 | 19,919,109 | 537,154,508 | |||||||||
Six months ended June 30, 2001 |
||||||||||||
Net interest income before
provision for loan losses |
$ | 10,531,689 | $ | 392,467 | $ | 10,924,156 | ||||||
Noninterest income |
2,628,038 | 2,374,568 | 5,002,606 | |||||||||
Depreciation and amortization |
847,328 | 167,732 | 1,015,060 | |||||||||
Income before provision for
income taxes |
4,507,559 | 1,218,406 | 5,725,965 | |||||||||
Total assets |
418,663,917 | 32,789,827 | 451,453,744 |
8
4. | Earnings Per Share | |
Basic earning per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if common shares were issued pursuant to the exercise of options under stock option plans. Weighted average shares outstanding consist of common shares outstanding and common stock equivalents attributable to outstanding stock options. | ||
The weighted average number of shares and common share equivalents have been adjusted for all prior stock dividends or splits. | ||
5. | Recently Issued Accounting Standards | |
In June 2002, the Financial Accounting Standards Board (FASB) issued SFAS No. 146, Accounting for Costs Associated with Exit or Disposal Activities. This Statement addresses financial accounting and reporting for costs associated with exit or disposal activities and nullifies Emerging Issues Task Force (EITF) Issue No. 94-3, Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring). The statement is effective for exit or disposal activities that are initiated after December 31, 2002, with early application encouraged. Columbias management does not expect that the application of the provisions of this statement will have a material impact on Columbias consolidated financial statements. | ||
In April 2002, the FASB issued SFAS No. 145, Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections. This Statement rescinds FASB Statement No. 4, Reporting Gains and Losses from Extinguishment of Debt, and an amendment of that Statement, FASB Statement No. 64, Extinguishments of Debt Made to Satisfy Sinking-Fund Requirements. This Statement also rescinds FASB Statement No. 44, Accounting for Intangible Assets of Motor Carriers. This Statement amends FASB Statement No. 13, Accounting for Leases, to eliminate an inconsistency between the required accounting for sale-leaseback transactions and the required accounting for certain lease modifications that have economic effects that are similar to sale-leaseback transactions. This Statement also amends other existing authoritative pronouncements to make various technical corrections, clarify meanings, or describe their applicability under changed conditions. Columbias management does not expect that the application of the provisions of this statement will have a material impact on Columbias consolidated financial statements. | ||
Other issued but not yet required FASB statements are not currently applicable to Columbias operations. Management believes these pronouncements will have no material effect upon Columbias financial position or results of operations. | ||
6. | Managements Estimates and Assumptions | |
In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates. Significant estimations made by management primarily involve the calculation for the allowance for loan losses and valuation of the mortgage-servicing asset. |
9
MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD LOOKING INFORMATION
Forward-looking statements with respect to the financial condition, results of operations and the business of Columbia are subject to certain risks and uncertainties that could cause actual results to differ materially from those set forth in such statements. These include, without limitation, the impact of competition and interest rates on revenues and margins, and other risks and uncertainties, including statements relating to the year 2002, as may be detailed from time to time in Columbias public announcements and filings with the Securities and Exchange Commission (SEC). Forward-looking statements can be identified by the use of forward-looking terminology, such as may, will, should, expect, anticipate, estimate, continue, plans, intends, or other similar terminology. Columbia does not intend to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release, other than in its periodic filings with the SEC, or to reflect the occurrence of unanticipated events.
OVERVIEW
Highlights for the second quarter to date (QTD) and year to date (YTD) of 2002 as compared to the same periods in 2001 for Columbia Bancorp (Columbia):
| QTD net income up 17%, to $2.42 million | | YTD net income up 29%, to $4.60 million | |||
| QTD return on equity (ROE) increases to 19.45% | | YTD return on equity (ROE) increases to 18.96% | |||
| QTD net interest margin reported at 6.44% | | YTD net interest margin reported at 6.39% | |||
| QTD efficiency ratio drops to 56.07% | | YTD efficiency ratio drops to 56.64% |
Columbia reported net income of $4,602,533, or $.55 per diluted share for the six months ended June 30, 2002. This represented a 29% increase in net income, as compared to $3,564,623, or $.44 per diluted share, for the six months ended June 30, 2001.
The net income added to shareholders equity during the first six months of 2002 was offset, in part, by dividends declared and paid of $1,297,896. A first quarter dividend of $.08 per share was paid May 1 to shareholders of record on April 15. On June 25 the Bancorp Board of Directors declared a second quarter dividend of $.08 per share payable August 1 to shareholders of record on July 15. With the payment of the declared dividend, approximately 28% of earnings will have been returned to shareholders, the remainder being retained to fund the continued growth of Columbia.
The book value of the mortgage-servicing asset as of the quarter ended June 30, 2002 was $5.7 million. Columbia is servicing $481.1 million in mortgage loans, or a 1.19 multiple of the mortgage-servicing asset. Management believes improved risk management measures, lower capitalization rates and reduced amortization lives have improved the overall quality of the mortgage-servicing asset.
The open mortgage pipeline as of June 30, 2002, consisted of $17,351,745 in locked loans. These loans were covered by derivatives that included $16 million in forward call options and $2 million in put options. The purpose of hedging the open mortgage pipeline is to reduce the risk of exposure to interest
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rate volatility. The unrealized value of the mortgage loans was a gain of $130,601 and the unrealized loss on the derivative contracts was ($126,602), for a net open position of $3,999.
MATERIAL CHANGES IN FINANCIAL CONDITION
Changes in the balance sheet for the six months ended June 30, 2002 include an increase in total assets, primarily in loans, interest bearing deposits with other banks and fed funds, and an increase in total liabilities, primarily in total deposits.
At June 30, 2002, total assets increased 11.4%, or approximately $54.9 million, over total assets at December 31, 2001. Major components of the change in total assets were:
| $51.5 million increase in gross loans | ||
| $8.3 million decrease in loans held-for-sale | ||
| $3.9 million decrease in investment securities available for sale | ||
| $17.5 million increase in cash and cash equivalents |
The increase in loans is reflected in increases in all loan categories, including agriculture, commercial, real estate and consumer loan categories. Management attributes the increase in real estate loans to a continued diversified growth in the Bend real estate market. The attractive low interest rate environment as well as the continued penetration within Columbias market areas has also affected the growth in real estate loans as well as all other categories.
The increase in assets over the last six months was funded by strong deposit growth of $50.4 million, specifically as follows:
| Noninterest-bearing deposits increased $6.5 million | ||
| Interest-bearing demand deposits increased $28.0 million | ||
| Savings deposits decreased $0.7 million | ||
| Time certificate deposits increased $16.6 million |
Interest-bearing deposit increases are due to the promotion of a new premium money market account, while increases in time certificates are due to the purchase of brokered certificates of deposit. Columbia had $26.3 million in brokered certificates of deposit at June 30, 2002.
Notes payable increased $1.5 million in the six months ended June 30, 2002. Along with deposit growth, notes payable were used to fund the loan growth experienced in the quarter. Because the deposit growth exceeded net loan growth, Columbia increased its overall federal funds sold by $6.0 million and interest bearing deposits with other banks, primarily funds held at Federal Home Loan Bank, by $9.8 million.
All other changes experienced in asset and liability categories during the first six months of 2002 were comparatively modest.
MATERIAL CHANGES IN RESULTS OF OPERATIONS
Total interest income increased $776,732 for the six months ended June 30, 2002, and $728,579 for the quarter ended June 30, 2002, as compared to the same period in 2001. This increase is primarily due to the increase in loans held in 2002 as compared to 2001.
Total interest expense decreased $2,529,754 or 40% for the six months ended June 30, 2002, or $1,049,768 or 34% for the quarter ended June 30, 2002, as compared to the same periods in 2001. The decrease is primarily due to well-disciplined deposit pricing management and a steady decrease in the interest rate environment over the last fifteen months.
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Columbias net interest income increased by $3,306,486 for the six months ended June 30, 2002 and $1,778,347 for the quarter ended June 30, 2002, as compared to the same periods in 2001. Management believes the increase in net interest income is primarily due to higher loan volumes producing greater interest income, specifically real estate construction lending where loan interest and fee income increased $1.8 million for the six months ended June 30, 2002 over the same period the prior year, which exceeded the interest expense incurred to fund this growth.
Noninterest income decreased $149,100 for the six months ended June 30, 2002, and $234,772 for the quarter ended June 30, 2002, as compared to the same periods in 2001. This decrease is primarily attributable to a decrease in net Mortgage Group revenue by $1.0 million for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001, as a result of the first quarter mortgage servicing asset valuation adjustment of $1.2 million. The decrease was offset in part by an increase in net NSF fees of $595,111 year to date over the previous year, due to managements implementation of a new overdraft product called Bounce Protection. This product is an overdraft privilege, where as long as the account is in good standing, Columbia may honor overdrafts up to the Bounce Protection limit on the account while collecting the standard NSF fee.
Noninterest expense increased $1,233,709 for the six months ended June 30, 2002, and $768,293 for the quarter ended June 30, 2002, as compared to the comparable 2001 periods. The increase was primarily attributable to an enhanced incentive compensation program to employees and other expenses which were impacted by the increase in business volumes. Diluted net income per common share increased to $.55 for the first six months of 2002 from $.44 for the first six months of 2001, and $.29 for the quarter ended June 30, 2002 as compared to $.25 for the same quarter in 2001.
In June 2001, the Financial Accounting Standards Board (FASB) issued Statements of Financial Accounting Standards No. 141, Business Combinations, and No. 142, Goodwill and Other Intangible Assets, effective for fiscal years beginning after December 15, 2001. Under the new rules, goodwill (and intangible assets deemed to have indefinite lives) will no longer be amortized but will be subject to annual impairment tests in accordance with the Statements. Other intangible assets will continue to be amortized over their useful lives.
Columbia applied the new rules in accounting for goodwill and other intangible assets during the first quarter of 2002. Application of the nonamortization provisions of the Statement is expected to result in an increase in net income of $314,311 for the first six months of 2002.
LOAN LOSS PROVISION
During the six months ended June 30, 2002, Columbia charged a $1,100,000 loan loss provision to operations, as compared to $625,000 charged during the same period in 2001. Loans charged off, net of loan recoveries, was $281,445 during the six months ended June 30, 2002, as compared to net charged off loans of $73,445 for the like period in 2001.
Management believes that the reserve for loan losses is adequate for potential loan losses, based on managements assessment of various factors, including present delinquent and nonperforming loans, past history of industry loan loss experience, and present economic trends impacting the areas and customers served by Columbia.
LIQUIDITY AND CAPITAL RESOURCES
Columbia has adopted policies in order to meet the liquidity needs in the financial environment as
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well as to ensure sufficient funds are available to meet customers needs for borrowing and deposit withdrawals. Generally, Columbias major sources of liquidity are customer deposits, sales and maturities of investment securities, the use of federal funds markets, brokered certificate of deposit and net cash provided by operating activities. Scheduled loan repayments are a relatively stable source of funds, while deposit inflows and unscheduled loan prepayments, which are influenced by general interest rate levels, interest rates available on other investments, competition, economic conditions and other factors, are not.
The second quarter of 2002 saw an increase in Columbias liquidity position as a result of the demand deposit growth, specifically the new premium money market account. As of June 30, 2002, this premium money market account had a combined total balance of $40 million.
The analysis of liquidity also includes a review of the changes that appear in the consolidated statement of cash flows for the first six months of 2002. The statement of cash flows includes operating, investing and financing categories. Net cash from operating activities was $7.0 million, which is adjusted for non-cash items and increases or decreases in cash due to changes in certain assets and liabilities. Investing activities consist primarily of both proceeds from and purchases of securities, and the impact of the net growth in loans. Financing activities present the cash flows associated with deposit and loan accounts, and reflect the dividends paid to shareholders.
Columbias capital was leveraged to meet loan growth during the second quarter 2002. Management plans to manage the balance sheet during the remainder of the year in order to remain well capitalized.
The Federal Reserve Board (FRB) and Federal Deposit Insurance Corporation (FDIC) have established minimum requirements for capital adequacy for bank holding companies and member banks. The requirements address both risk-based capital and leveraged capital. The regulatory agencies may establish higher minimum requirements if, for example, a corporation has previously received special attention or has a high susceptibility to interest rate risk. The following reflects Columbias various capital ratios at June 30, 2002, as compared to regulatory minimums.
At June 30, 2002 | Regulatory Minimum | |||||||
Tier-one capital |
9.01 | % | 4 | % | ||||
Total risk-based capital |
10.26 | % | 8 | % | ||||
Leverage ratio |
8.27 | % | 4 | % |
Quantitative and Qualitative Disclosures about Market Risk
There has not been a material change in the quantitative and qualitative market risks faced by Columbia from the risk disclosures reported in Columbias form 10-K covering the fiscal year ended December 31, 2001.
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PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders of Columbia Bancorp was held April 25, 2002. At the meeting, two items, the Election of Directors of Bancorp and the amendment of the 1999 Columbia Bancorp Stock Incentive Plan, were put to a vote of the shareholders.
The following shows the results of the election of directors for Columbia Bancorp including term to be served for each director:
For Term Ended | Votes "For" | Votes "Against" | Votes "Abstained" | |||||||||||||
Robert L.R. Bailey |
2005 | 6,330,076 | 92,252 | 0 | ||||||||||||
Dennis L. Carver |
2005 | 6,331,222 | 91,108 | 0 | ||||||||||||
James J. Doran |
2005 | 6,338,898 | 83,432 | 0 | ||||||||||||
Donald T. Mitchell |
2005 | 6,339,353 | 82,977 | 0 |
Directors continuing in office include Charles F. Beardsley, William A. Booth, Roger L. Christensen, Terry L. Cochran, Richard E. Betz, Jane F. Lee, and Jean S. McKinney.
The following shows the results of the voting of the amendment of the 1999 Columbia Bancorp Stock Incentive Plan:
Votes "For" | Votes "Against" | Votes "Abstained" | Broker Non Votes | Total Voted | ||||||||||||
3,964,885 |
1,017,688 | 73,395 | 1,367,362 | 6,422,330 |
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K.
(a) | Exhibit 10.1 Columbia Bancorp 1999 Stock Incentive Plan | |
(b) | Exhibit 99.1 Certification Pursuant to 18 U.S.C. Section 1350 | |
(c) | Exhibit 99.2 Certification Pursuant to 18 U.S.C. Section 1350 | |
(d) | No current reports on Form 8-K were filed during the quarter ended June 30, 2002. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
COLUMBIA BANCORP | ||
Dated: August 13, 2002 | /s/ Roger L. Christensen | |
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Roger L. Christensen President & Chief Executive Officer |
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Dated: August 13, 2002 | /s/ Greg B. Spear | |
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Greg B. Spear EVP & Chief Financial Officer |
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