UNITED STATES | |||||||
SECURITIES AND EXCHANGE COMMISSION | |||||||
Washington, D.C. 20549 | |||||||
FORM 10-K | |||||||
[X] | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||||
For the fiscal year ended September 30, 2001 | |||||||
OR | |||||||
[ ] | 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 0-24118 | |||||||
CAPITOL FEDERAL FINANCIAL (Exact name of registrant as specified in its charter) |
United States (State or other jurisdiction of incorporation or organization) |
48-1212142 (I.R.S. Employer Identification No.) |
700 Kansas Avenue, Topeka, Kansas (Address of principal executive offices) |
66603 (Zip Code) |
Registrant's telephone number, including area code: (785) 235-1341 | |||||
Securities Registered Pursuant to Section 12(b) of the Act: |
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None |
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Securities Registered Pursuant to Section 12(g) of the Act: |
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Common Stock, par value $.01 per share |
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(Title of class) |
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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 requirements for the past 90 days. YES X . NO ___. | |||||
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] |
The aggregate market value of the voting stock held by non-affiliates of the registrant, computed by reference to the average of the closing bid and asked price of such stock on the Nasdaq National Market as of December 7, 2001, was $453.4 million. (The exclusion from such amount of the market value of the shares owned by any person shall not be deemed an admission by the registrant that such person is an affiliate of the registrant.) | ||||
As of December 7, 2001, there were issued and outstanding 74,543,114 shares of the Registrant's common stock. | |||||
DOCUMENTS INCORPORATED BY REFERENCE |
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Parts II and IV of Form 10-K - Portions of the Annual Report to Stockholders for the year ended September 30, 2001. | |||||
Part III of Form 10-K - Portions of the proxy statement for the Annual Meeting of Stockholders for the year ended September 30, 2001. |
FORWARD-LOOKING STATEMENTS
Capitol Federal Financial (the "Company"), and its wholly-owned subsidiary, Capitol Federal Savings Bank ("Capitol Federal Savings" or the "Bank"), may from time to time make written or oral "forward-looking statements", including statements contained in their filings with the Securities and Exchange Commission ("SEC"). These forward-looking statements may be included in this Annual Report on Form 10-K and the exhibits attached to it, in the Company's reports to stockholders and in other communications by the Company, which are made in good faith by us pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, that are subject to significant risks and uncertainties, and are subject to change based on various factors, some of which are beyond our control. The words "may", "could", "should", "would", "believe", "anticipate", "estimate", "expect", "intend", "plan" and similar expressions are intended to identify forward-looking statements. The following factors, among others, could cause our financial performance to differ materially from the plans, objectives, expectations, estimates and intentions expressed in the forward-looking statements:PART I
Item 1. Description of Business
General
The Company is a federally chartered mid-tier holding company that completed its initial public offering in March 1999 in the reorganization of the Bank from a federally chartered mutual savings and loan association into the federal mutual holding company form of organization. Pursuant to the reorganization, the Bank converted to a federally chartered stock savings bank as a wholly-owned subsidiary of the Company, which is majority owned by Capitol Federal Savings Bank MHC (the "MHC"), a federally chartered mutual holding company. The Company's common stock is traded on the Nasdaq-Amex National Market under the symbol "CFFN." The Bank is the only operating subsidiary of the Company. The Bank is a federally-chartered and insured savings bank headquartered in Topeka, Kansas and is examined and regulated by the Office of Thrift Supervision ("OTS"), its primary regulator. It is also regulated by the Federal Deposit Insurance Corporation ("FDIC"). We serve primarily the entire metropolitan areas of Topeka, Wichita, Lawrence, Manhattan, Emporia and Salina, Kansas and a portion of the metropolitan area of greater Kansas City through 27 full service and seven limited service banking offices. At September 30, 2001, we had total assets of $8.64 billion, deposits of $4.29 billion and total equity of $1.05 billion. We have been, and intend to continue to be, a community-oriented financial institution offering a variety of financial services to meet the needs of the communities we serve. We attract retail deposits from the general public and invest those funds primarily in permanent loans secured by first mortgages on owner-occupied, one- to four-family residences. We also originate a limited amount of loans secured by first mortgages on nonowner-occupied one-to four-family residences, consumer loans, permanent and construction loans secured by commercial real estate, multi-family real estate loans and land acquisition and development loans. While our primary business is the origination of one- to four-family residential mortgage loans funded through retail deposits, we purchase whole loans and invest in certain investment and mortgage-related securities funded through retail deposits and the Federal Home Loan Bank of Topeka ("FHLB") advances. < /P> Our revenues are derived principally from interest on loans and mortgage-related and investment securities. We offer a variety of deposit accounts having a wide range of interest rates and terms, which generally include passbook and statement savings accounts, money market deposit accounts, NOW and non-interest bearing checking accounts and certificates of deposit with varied terms ranging from 91 days to 96 months. Our executive offices are located at 700 Kansas Avenue, Topeka, Kansas 66603, and our telephone number at that address is (785) 235-1341.Market Area
We intend to continue to be a community-oriented financial institution offering a variety of financial services to meet the needs of the communities we serve. We primarily serve the entire metropolitan areas of Topeka, Wichita, Lawrence, Manhattan, Emporia and Salina, Kansas and a portion of the metropolitan area of greater Kansas City. We may originate loans outside of these areas on occasion, and we do purchase whole loans secured by properties located outside of these areas from correspondent lenders, to the extent such loans meet our underwriting criteria.Lending Activities
General. Our primary lending activity is the origination of loans secured by first mortgages on one- to four-family residential properties. We also make consumer loans and a limited number of loans secured by multi-family dwellings or commercial properties and land acquisition and development loans. Our mortgage loans carry either a fixed or an adjustable rate of interest. Mortgage loans are generally long-term and amortize on a monthly basis with principal and interest due each month. At September 30, 2001, our net loan portfolio totaled $5.42 billion, which constituted 62.7% of our total assets.Our Loan Portfolio. The following table presents information concerning the composition of our loan portfolio in dollar amounts and in percentages (before deductions for loans in process, deferred fees and discounts and allowances for losses) as of the dates indicated.
September 30, |
||||||||||
2001 | 2000 | 1999 | 1998 | 1997 | ||||||
Amount | Percent | Amount | Percent | Amount | Percent | Amount | Percent | Amount | Percent | |
(Dollars in Thousands) | ||||||||||
Real Estate Loans: | ||||||||||
One- to four-family | $ 5,166,660 | 94.66% | $ 5,206,237 | 95.02% | $ 4,083,148 | 94.45% | $ 3,504,799 | 93.98% | $ 3,145,799 | 94.35% |
Multi-family | 48,991 | 0.90 | 50,767 | 0.93 | 31,114 | 0.72 | 40,361 | 1.08 | 26,688 | 0.80 |
Commercial | 7,966 | 0.15 | 13,206 | 0.24 | 11,415 | 0.27 | 9,069 | 0.24 | 5,924 | 0.18 |
Construction and development |
44,712 |
0.82 |
38,192 |
0.70 |
56,660 |
1.31 |
52,086 |
1.40 |
51,157 |
1.53 |
Total real estate loans | 5,268,329 |
96.53 |
5,308,402 |
96.89 |
4,182,337 |
96.75 |
3,606,315 |
96.70 |
3,229,568 |
96.86 |
Other Loans: | ||||||||||
Consumer Loans: |
||||||||||
Savings |
14,466 | 0.26 | 13,964 | 0.25 | 15,281 | 0.35 | 16,446 | 0.44 | 16,314 | 0.49 |
Home improvement |
1,970 | 0.04 | 2,373 | 0.04 | 2,072 | 0.05 | 2,776 | 0.08 | 3,341 | 0.10 |
Automobile |
10,346 | 0.19 | 10,728 | 0.20 | 7,122 | 0.16 | 5,758 | 0.15 | 4,120 | 0.12 |
Home equity |
161,239 | 2.95 | 142,654 | 2.60 | 115,779 | 2.68 | 97,829 | 2.62 | 80,640 | 2.42 |
Other |
1,678 |
0.03 |
842 |
0.02 |
330 |
0.01 |
420 |
0.01 |
294 |
0.01 |
Total consumer loans |
189,699 | 3.47 | 170,561 | 3.11 | 140,584 | 3.25 | 123,229 | 3.30 | 104,709 | 3.14 |
Commercial business loans |
25 |
--- |
30 |
--- |
--- |
--- |
10 |
--- |
--- |
--- |
Total other loans |
189,724 |
3.47 |
170,591 |
3.11 |
140,584 |
3.25 |
123,239 |
3.30 |
104,709 |
3.14 |
Total loans receivable |
5,458,053 | 100.00% |
5,478,993 | 100.00% |
4,322,921 | 100.00% |
3,729,554 | 100.00% |
3,334,277 | 100.00% |
Less: | ||||||||||
Loans in process |
20,057 | 16,891 | 29,043 | 21,690 | 21,872 | |||||
Deferred fees and discounts |
16,652 | 15,061 | 14,271 | 12,490 | 11,824 | |||||
Allowance for losses |
4,837 |
4,596 |
4,407 |
4,081 |
1,639 |
|||||
Total loans receivable, net |
$ 5,416,507 |
$ 5,442,445 |
$ 4,275,200 |
$ 3,691,293 |
$ 3,298,942 |
The following table shows the composition of our loan portfolio by fixed- and adjustable-rate at the dates indicated.
September 30, |
||||||||||
2001 |
2000 |
1999 |
1998 |
1997 |
||||||
Amount |
Percent |
Amount |
Percent |
Amount |
Percent |
Amount |
Percent |
Amount |
Percent |
|
(Dollars in Thousands) | ||||||||||
Fixed-Rate Loans: | ||||||||||
Real estate: |
||||||||||
One- to four-family |
$ 3,325,203 | 60.92% | $ 2,812,848 | 51.34% | $ 2,618,998 | 60.58% | $ 2,010,809 | 53.92% | $ 1,403,790 | 42.10% |
Multi-family |
47,411 | 0.87 | 35,719 | 0.65 | 28,467 | 0.66 | 34,266 | 0.92 | 19,069 | 0.57 |
Commercial |
5,146 | 0.10 | 8,123 | 0.15 | 5,556 | 0.13 | 8,208 | 0.22 | 4,667 | 0.14 |
Construction and development |
30,936 |
0.57 |
16,006 |
0.29 |
29,976 |
0.69 |
19,829 |
0.53 |
9,404 |
0.28 |
Total real estate loans |
3,408,696 | 62.46 | 2,872,696 | 52.43 | 2,682,997 | 62.06 | 2,073,112 | 55.59 | 1,436,930 | 43.09 |
Consumer |
46,846 | 0.85 | 41,641 | 0.76 | 33,028 | 0.76 | 29,915 | 0.80 | 27,152 | 0.81 |
Commercial business |
25 |
--- |
30 |
--- |
--- |
--- |
10 |
--- |
--- |
--- |
Total fixed-rate loans |
3,455,567 | 63.31 | 2,914,367 | 53.19 | 2,716,025 | 62.82 | 2,103,037 | 56.39 | 1,464,082 | 43.90 |
Adjustable-Rate Loans: | ||||||||||
Real estate: |
||||||||||
One- to four-family |
1,841,457 | 33.74 | 2,393,389 | 43.68 | 1,464,150 | 33.87 | 1,493,990 | 40.06 | 1,742,009 | 52.25 |
Multi-family |
1,580 | 0.03 | 15,048 | 0.28 | 2,647 | 0.06 | 6,095 | 0.16 | 7,619 | 0.23 |
Commercial |
2,820 | 0.05 | 5,083 | 0.09 | 5,859 | 0.14 | 861 | 0.02 | 1,257 | 0.04 |
Construction and development |
13,776 |
0.25 |
22,186 |
0.41 |
26,684 |
0.62 |
32,257 |
0.87 |
41,753 |
1.25 |
Total real estate loans |
1,859,633 | 34.07 | 2,435,706 | 44.46 | 1,499,340 | 34.69 | 1,533,203 | 41.11 | 1,792,638 | 53.77 |
Consumer |
142,853 |
2.62 |
128,920 |
2.35 |
107,556 |
2.49 |
93,314 |
2.50 |
77,557 |
2.33 |
Total adjustable-rate loans |
2,002,486 |
36.69 |
2,564,626 |
46.81 |
1,606,896 |
37.18 |
1,626,517 |
43.61 |
1,870,195 |
56.10 |
Total loans |
5,458,053 | 100.00% |
5,478,993 | 100.00% |
4,322,921 | 100.00% |
3,729,554 | 100.00% |
3,334,277 | 100.00% |
Less: | ||||||||||
Loans in process |
20,057 | 16,891 | 29,043 | 21,690 | 21,872 | |||||
Deferred fees and discounts |
16,652 | 15,061 | 14,271 | 12,490 | 11,824 | |||||
Allowance for loan losses |
4,837 |
4,596 |
4,407 |
4,081 |
1,639 |
|||||
Total loans receivable, net |
$ 5,416,507 |
$ 5,442,445 |
$ 4,275,200 |
$ 3,691,293 |
$ 3,298,942 |
The following schedule presents the contractual maturity of our loan portfolio at September 30, 2001. Mortgages which have adjustable or renegotiable interest rates are shown as maturing in the period during which the contract is due. The schedule does not reflect the effects of possible prepayments or enforcement of due-on-sale clauses.
Real Estate |
|||||||||||||
One- to Four-Family |
Multi-family and Commercial |
Construction and Development |
Consumer |
Commercial Business |
Total |
||||||||
Due During Years Ending September 30 |
Amount |
Weighted Average Rate |
Amount |
Weighted Average Rate |
Amount |
Weighted Average Rate |
Amount |
Weighted Average Rate |
Amount |
Weighted Average Rate |
Amount |
Weighted Average Rate |
|
(Dollars in Thousands) | |||||||||||||
2002(1) | $ 2,429 | 8.32% | $ 5 | 9.00% | $ 43,200 | 6.43% | $ 12,052 | 7.37% | $ --- | ---% | $ 57,686 | 6.71% | |
2003 |
3,594 | 7.56 | --- | --- | 1,512 | 6.76 | 88 | 7.19 | --- | --- | 5,194 | 7.32 | |
2004 |
5,810 | 7.48 | 4,623 | 7.92 | --- | --- | 12,469 | 8.59 | --- | --- | 22,902 | 8.17 | |
2005 to 2006 |
12,246 | 7.83 | 1,660 | 8.44 | --- | --- | 8,009 | 8.68 | 25 | 10.50 | 21,940 | 8.19 | |
2007 to 2008 |
63,166 | 7.44 | 8,478 | 7.53 | --- | --- | 11,727 | 9.20 | --- | --- | 83,371 | 7.70 | |
2009 to 2023 |
1,175,883 | 7.04 | 25,803 | 7.68 | --- | --- | 107,819 | 7.38 | --- | --- | 1,309,505 | 7.08 | |
2024 and beyond |
3,903,532 | 7.18 | 16,388 | 8.09 | --- | --- | 37,535 | 7.19 | --- | --- | 3,957,455 | 7.18 |
(1) Includes demand loans, loans having no stated maturity and overdraft loans.
The total amount of loans due after September 30, 2002 which have predetermined interest rates is $3.40 billion, while the total amount of loans due after such date which have floating or adjustable interest rates is $2.00 billion.
on construction loans and acquisition and development loans of $1.0 million or more, and require personal guarantees from the borrowers for all or a portion of the debt. We also require updated financial statements from the borrowers on an ongoing basis.
Because of the uncertainties inherent in estimating construction and development costs and the market for the project upon completion, it is relatively difficult to evaluate accurately the total loan funds required to complete a project, the related loan-to-value ratios and the likelihood of ultimate success of the project. These loans also involve many of the same risks discussed above regarding multi-family and commercial real estate loans and tend to be more sensitive to general economic conditions than many other types of loans. In addition, payment of interest from loan proceeds can make it difficult to monitor the progress of a project. Consumer Lending. Consumer loans generally have shorter terms to maturity or reprice more frequently, which reduces our exposure to changes in interest rates, and usually carry higher rates of interest than do one- to four-family residential mortgage loans. In addition, management believes that offering consumer loan products helps to expand and create stronger ties to our existing customer base by increasing the number of customer relationships and providing cross-marketing opportunities. At September 30, 2001, our consumer loan portfolio totaled $189.7 million, or 3.5% of our gross loan portfolio. We offer a variety of secured consumer loans, including home equity loans and lines of credit, home improvement loans, auto loans, student loans and loans secured by savings deposits. We also offer a very limited amount of unsecured loans. We currently originate all of our consumer loans in our market areas. Our home equity loans, including lines of credit and home improvement loans comprised approximately 3.0% of our total loan portfolio at September 30, 2001. These loans may be originated in amounts, together with the amount of the existing first mortgage, of up to 100% of the value of the property securing the loan. In order to minimize risk of loss, home equity loans in excess of 80% of the value of the property are partially insured against loss. The term to maturity on our home equity and home improvement loans may be up to 15 years. Home equity lines of credit have no stated term to maturity and require the payment of 2% of the outstanding loan balance per month, which amount may be reborrowed at any time. Other consumer loan terms vary according to the type of collateral, length of contract and creditworthiness of the borrower. The majority of our consumer loan portfolio is comprised of home equity lines of credit, which have interest rates that adjust monthly based upon changes in the prime rate. We do not originate any consumer loans on an indirect basis. Indirect loans are contracts purchased from retailers of goods or services which have extended credit to their customers. Our underwriting standards for consumer loans include a determination of the applicant's payment history on other debts and an assessment of their ability to meet existing obligations and payments on the proposed loan. Although creditworthiness of the applicant is a primary consideration, the underwriting process also includes a comparison of the value of the security in relation to the proposed loan amount. Consumer loans may entail greater risk than do one- to four-family residential mortgage loans, particularly in the case of consumer loans which are secured by rapidly depreciable assets, such as automobiles. Loan Originations, Purchases, Sales and Repayments. We originate loans through referrals from real estate brokers and builders, our marketing efforts, and our existing and walk-in customers. While we originate both adjustable-rate and fixed-rate loans, our ability to originate loans is dependent upon customer demand for loans in our market areas. Demand is affected by local competition and the interest rate environment. During fiscal year 2001 our dollar volume of fixed-rate, one- to four-family loans exceeded the dollar volume of the same type of adjustable-rate loans, compared to the prior fiscal year when the dollar volume of one- to four-family adjustable-rate loans exceeded the dollar volume of the same type of fixed-rate loans. During fiscal year 2001 the Company experienced a significant increase in the prepayment of principal on loans and mortgage-related securities compared to the previous year as a result of interest rates decreasing during the year. The increase in prepayments was due primarily to borrowers refinancing existing loans to new loans with lower rates of interest. In an effort to offset the impact of repayments and to retain our customers, we offer existing loan customers the opportunity to modify their original loan terms to terms generally consistent with those offered in our market areas. This program helps ensure that we maintain the relationship with the customer and significantly reduces the amount of time it takes for a borrower to obtain current market pricing and terms without having to refinance their loan. An existing borrower pays a fee for the loan modification priced equivalent to a new loan, with a minimum fee of $650.00 up to a maximum of 1 percent of the loan balance, capped at $950.00. During fiscal year 2001 the Bank modified 2,551 loans with a principal balance of $344.4 million. While our primary business is the origination of one- to four-family mortgage loans, competition from other lenders in our market areas, to a certain extent, limits the volume of loans we have been able to originate and place in our portfolio. As a result we have purchased mortgage loans and investment and mortgage-related securities to supplement our loan portfolios. These whole loan purchases also serve to reduce our risk of geographic concentration. We sell a limited amount of loans and some of our loans are not originated according to secondary market guidelines.The following table shows our loan origination, loan purchases, purchase of mortgage related securities, loan sales and repayment activities for the periods indicated.
Year Ended September 30, |
|||
2001 |
2000 |
1999 |
|
(In Thousands) | |||
Originations by type: | |||
Adjustable rate: | |||
Real estate - one- to four-family | $ 200,664 | $ 466,013 | $ 306,322 |
- multi-family | --- | 1,750 | 4,855 |
- commercial | --- | --- | --- |
Non-real estate - consumer | 124,320 | 112,274 | 96,147 |
- commercial business |
--- |
--- |
--- |
Total adjustable-rate |
324,984 |
580,037 |
407,324 |
Fixed rate: |
|||
Real estate - one- to four-family |
907,200 | 438,464 | 905,720 |
- multi-family | --- | 5,103 | --- |
- commercial | 270 | --- | --- |
Non-real estate - consumer |
39,862 |
36,586 |
31,835 |
Total fixed-rate |
947,332 |
480,153 |
937,555 |
Total loans originated |
1,272,316 |
1,060,190 |
1,344,879 |
Purchases: | |||
Real estate - one- to four-family | 113,219 | 773,940 | 215,942 |
- multi-family | --- | --- | --- |
- commercial | --- | --- | --- |
Non-real estate - consumer |
--- |
21 |
17 |
Total loans purchased | 113,219 | 773,961 | 215,959 |
Mortgage-related securities available for sale (excluding REMICs and CMOs) |
496,377 | --- | 962,182 |
Mortgage-related securities held to Maturity (excluding REMICs and CMOs) |
250,792 | 34,871 | 103,426 |
REMICs and CMOs | --- |
782,894 |
833,166 |
Total purchased |
860,388 |
1,591,726 |
2,114,733 |
Sales and Repayments: | |||
Real estate - one- to four-family | 9,778 | --- | 15,306 |
Non-real estate - consumer (student loans) | 10,763 |
8,882 |
12,818 |
Total loans sold | 20,541 | 8,882 | 28,124 |
Mortgage-related securities | --- |
--- |
--- |
Total sales | 20,541 | 8,882 | 28,124 |
Principal repayments | 2,081,280 |
1,025,856 |
1,624,735 |
Total reductions | 2,101,821 |
1,034,738 |
1,652,859 |
Decrease in other items, net | 169,879 |
108,055 |
218,719 |
Net increase/(decrease) | $(138,996) |
$1,509,123 |
$1,588,034 |
Asset Quality
When a borrower fails to make a loan payment on or before the due date, a late charge notice is mailed 15 days after the due date. When the loan is 30 days past due, we mail a delinquent notice to the borrower. All delinquent accounts are reviewed by a collection officer, who attempts to cause the delinquency to be cured by contacting the borrower. If the loan becomes 60 days delinquent, the collection officer will generally send a personal letter to the borrower requesting payment of the delinquent amount in full, or the establishment of an acceptable repayment plan to bring the loan current within the next 90 days. If the account becomes 90 days delinquent, and an acceptable repayment plan has not been agreed upon, the collection officer will generally refer the account to legal counsel, with instructions to prepare a notice of intent to foreclose. The notice of intent to foreclose allows the borrower up to 30 days to bring the acco unt current. During this 30 day period, the collection officer may accept a written repayment plan from the borrower which would bring the account current within the next 90 days. Once the loan becomes 120 days delinquent, and an acceptable repayment plan has not been agreed upon, the collection officer, after receiving approval from the appropriate officer as designated by our board of directors, will turn over the account to our legal counsel with instructions to initiate foreclosure. Delinquent Loans. The following table sets forth our loans delinquent 30 - 89 days by type, number, amount and percentage of type at September 30, 2001.Loans Delinquent for 30-89 Days |
|||
Number |
Amount |
Percent of Total Delinquent Loans |
|
(Dollars in Thousands) | |||
Real Estate: | |||
One- to four-family | 418 | $34,483 | 93.34% |
Multi-family | 1 | 1,698 | 4.60 |
Commercial | --- | --- | --- |
Construction and development | --- | --- | --- |
Consumer | 70 | 762 | 2.06 |
Commercial business | --- |
--- |
--- |
Total |
489 |
$36,943 |
100.00% |
Non-performing Assets. The table below sets forth the amounts and categories of non-performing assets in our loan portfolio. Loans are placed on non-accrual status when the collection of principal and/or interest becomes doubtful. At all dates presented, we had no troubled debt restructurings which involve forgiving a portion of interest or principal on any loans or making loans at a rate materially less than prevailing market rates. Real estate owned includes assets acquired in settlement of loans.
September 30, |
|||||
2001 |
2000 |
1999 |
1998 |
1997 |
|
(Dollars in Thousands) | |||||
Non-accruing loans: | |||||
One- to four-family | $ 6,384 | $ 3,321 | $ 4,921 | $ 6,048 | $ 4,989 |
Multi-family | --- | --- | --- | --- | --- |
Commercial real estate | --- | --- | --- | --- | 1,042 |
Construction and development | --- | --- | --- | --- | --- |
Consumer | 276 | 134 | 55 | 181 | 78 |
Commercial business | --- |
--- |
--- |
--- |
--- |
Total |
6,660 |
3,455 |
4,976 |
6,229 |
6,109 |
Accruing loans delinquent more than 90 days: |
|||||
One- to four-family | --- | --- | --- | --- | --- |
Multi-family | --- | --- | --- | --- | --- |
Commercial real estate | --- | --- | --- | --- | --- |
Construction and development | --- | --- | --- | --- | --- |
Consumer | --- | --- | --- | --- | --- |
Commercial business | --- |
--- |
--- |
--- |
--- |
Total |
--- |
--- |
--- |
--- |
--- |
Real estate owned: |
|||||
One- to four-family | 1,031 | 1,094 | 1,073 | 1,964 | 2,435 |
Multi-family | --- | --- | --- | --- | --- |
Commercial real estate | --- | --- | --- | --- | --- |
Construction and development | --- | --- | --- | --- | --- |
Consumer | --- | --- | --- | --- | --- |
Commercial business | --- |
--- |
--- |
--- |
--- |
Total |
1,031 |
1,094 |
1,073 |
1,964 |
2,435 |
Total non-performing assets | $ 7,691 |
$ 4,549 |
$ 6,049 |
$8,193 |
$8,544 |
Total as a percentage of total assets | .09% |
.06% |
.09% |
0.15% |
0.17% |
For the year ended September 30, 2001, gross interest income which would have been recorded had the non-accruing loans been current in accordance with their original terms amounted to $75,000. The amount that was included in interest income on these loans was $173,000 for the year ended September 30, 2001.
Non-performing Loans. At September 30, 2001 we had $6.7 million in non-performing loans, which constituted 0.12% of our gross loan portfolio. At that date, there were no non-performing loans to any one borrower or group of related borrowers that exceeded $1.0 million, either individually or in the aggregate. Other Loans of Concern. In addition to the non-performing assets set forth in the table above, as of September 30, 2001, there was also an aggregate of $2.8 million in net book value of loans with respect to which known information about the possible credit problems of the borrowers have caused management to have doubts as to the ability of the borrowers to comply with present loan repayment terms and which may result in the future inclusion of such items in the non-performing asset categories. These loans have been considered in management's determination of the adequacy of our allowance for loan losses.our senior credit officers. To the extent that any of these conditions is evidenced by a specifically identifiable problem credit or portfolio segment as of the evaluation date, management's estimate of the effect of such condition may be reflected as a specific allowance applicable to such credit or portfolio segment. Where any of these conditions areis not evidenced by a specifically identifiable problem credit or portfolio segment as of the evaluation date, management's evaluation of the loss related to this condition is reflected in the unallocated allowance. The evaluation of the inherent loss with respect to these conditions is subject to a higher degree of uncertainty because they are not identified with specific problem credits or portfolio segments.
The allowance for loan losses is based on estimates of losses inherent in the loan portfolio. The amounts actually observed in respect of these losses can vary significantly from the estimated amounts. Our methodology as described permits adjustments to any loss factor used in the computation of the formula allowance in the event that, in management's judgment, significant factors which affect the collectibility of the portfolio as of the evaluation date are not reflected in the current loss factors. By assessing the estimated losses inherent in our loan portfolios on a quarterly basis, we can adjust specific and inherent loss estimates based upon more recent information that has become available. No changes were made to the formula allowance during fiscal year 2001. At September 30, 2001, our allowance for loan losses was $4.8 million or 0.09% of the total loan portfolio and approximately 72.6% of total non-accruing loans. This compares with an allowance for loan losses of $4.6 million or 0.08% of the total loan portfolio and approximately 133.0% of total non-accruing loans as of September 30, 2000. During fiscal year 2001, our single-family residential loan portfolio decreased by $39.6 million from fiscal year 2000. Non-accruing single-family loans increased by $3.1 million, or 93.9%, from $3.3 million at September 30, 2000 to $6.4 million at September 30, 2001. The provision for loan losses in fiscal 2001 of $75,000, represents 0.06% of pretax earnings. In determining our provision for loan losses, we reviewed, among other factors, the ratio of our non-performing loans to total loans and compared this to our ratio of allowance for loan losses to net loans receivable. During 2001, our multi-family and commercial loan portfolio decreased by approximately 11.0% to $57.0 million. Our provision for credit losses on these loans was 1.0% of the portfolio. The portfolio of construction and development loans increased by approximately 17.1% to $44.7 million. We maintained our provision at approximately 1.0% of the portfolio. Assessing the adequacy of the allowance for loan losses is inherently subjective as it requires making material estimates, including the amount and timing of future cash flows expected to be received on impaired loans, that may be susceptible to significant change. In the opinion of management, the allowance when taken as a whole, is adequate to absorb reasonable estimated loan losses inherent in our loan portfolios. Based upon the foregoing analysis of our reserving methodology, it is management's belief that the increase in the formula allowance provided for the additional losses inherent in the portfolio. Historical net charge-offs are not necessarily indicative of the amount of net charge-offs that the Bank will realize in the future resulting from an increase in the single family residential loan portfolio.Year Ended September 30, |
|||||
2001 |
2000 |
1999 |
1998 |
1997 |
|
(Dollars in Thousands) | |||||
Balance at beginning of period | $ 4,596 | $ 4,407 | $ 4,081 | $ 1,639 | $ 1,583 |
Charge offs: | |||||
One- to four-family | 49 | 48 | 44 | 20 | --- |
Multi-family | --- | 250 | --- | --- | --- |
Commercial real estate | --- | --- | --- | --- | --- |
Construction and development | --- | --- | --- | --- | --- |
Consumer | 42 | 13 | 25 | --- | --- |
Commercial business | --- |
--- |
--- |
--- |
--- |
Total charge-offs | 91 | 311 | 69 | 20 | --- |
Recoveries | 257 |
6 |
--- |
--- |
--- |
Net charge-offs (recoveries) | (166) | 305 | 69 | 20 | --- |
Provisions charged to operations | 75 |
494 |
395 |
2,462 |
56 |
Balance at end of period | $ 4,837 |
$ 4,596 |
$ 4,407 |
$ 4,081 |
$ 1,639 |
Ratio of net charge-offs during the period to average loans outstanding during the period |
---% |
0.01% |
---% |
---% |
---% |
Ratio of net charge-offs during the period to average non-performing assets |
(2.71)% |
5.76% |
.97% |
0.06% |
---% |
Allowance as a percentage of non-accruing loans | 72.63% |
133.02% |
88.57% |
65.52% |
26.83% |
Allowance as a percentage of total loans |
0.09% |
0.08% |
0.10% |
0.11% |
0.05% |
September 30, |
||||||||||||||||
2001 |
2000 |
1999 |
1998 |
1997 |
||||||||||||
Amount of Loan Loss Allowance |
Loan Amounts by Category |
Percent of Loans in Each Category to Total Loans |
Amount of Loan Loss Allowance |
Loan Amounts by Category |
Percent of Loans in Each Category to Total Loans |
Amount of Loan Loss Allowance |
Loan Amounts by Category |
Percent of Loans in Each Category to Total Loans |
Amount of Loan Loss Allowance |
Loan Amounts by Category |
Percent of Loans in Each Category to Total Loans |
Amount of Loan Loss Allowance |
Loan Amounts by Category |
Percent of Loans in Each Category to Total Loans |
||
(Dollars in Thousands) | ||||||||||||||||
One- to four-family | $ 3,970 | $ 5,150,125 | 95.00% | $ 3,837 | $ 5,192,055 | 95.32% | $ 3,635 | $ 4,069,704 | 95.10% | $ 3,222 | $ 3,496,699 | 94.62% | $ 1,208 | $ 3,137,101 | 95.05% | |
Multi-family | 267 | 48,512 | .90 | 204 | 50,365 | .93 | 146 | 30,889 | .72 | 200 | 40,091 | 1.09 | 66 | 26,416 | 0.80 | |
Commercial real estate | 36 | 7,844 | .14 | 39 | 13,172 | .24 | 42 | 5,574 | .13 | 77 | 9,006 | 0.24 | 18 | 5,864 | 0.18 | |
Construction and Development | 319 | 25,139 | .46 | 211 | 20,858 | .38 | 375 | 32,856 | .77 | 348 | 31,610 | 0.86 | 67 | 30,900 | 0.93 | |
Consumer | 223 | 189,699 | 3.50 | 252 | 170,561 | 3.13 | 207 | 140,584 | 3.28 | 174 | 117,958 | 3.19 | 41 | 100,300 | 3.04 | |
Commercial business | --- | 25 | --- | --- | 30 | --- | --- | --- | --- | --- | 10 | --- | --- | --- | --- | |
Unallocated | 22 |
--- |
--- |
53 |
--- |
--- |
2 |
--- |
--- |
60 |
--- |
--- |
239 |
--- |
--- |
|
Total | $ 4,837 |
$ 5,421,344 |
100.00% |
$ 4,596 |
$ 5,447,041 |
100.00% |
$ 4,407 |
$ 4,279,607 |
100.00% |
$ 4,081 |
$ 3,695,374 |
100.00% |
$ 1,639 |
$ 3,300,581 |
100.00% |
Investment Activities
Federally chartered savings institutions have the authority to invest in various types of liquid assets, including U.S. Treasury obligations, securities of various federal agencies, including callable agency securities, certain certificates of deposit of insured banks and savings institutions, certain bankers' acceptances, repurchase agreements and federal funds. Subject to various restrictions, federally chartered savings institutions may also invest their assets in investment grade commercial paper and corporate debt securities and mutual funds whose assets conform to the investments that a federally chartered savings institution is otherwise authorized to make directly. See "Regulation -- Capitol Federal Savings" and "- Qualified Thrift Lender Test" for a discussion of additional restrictions on our investment activities. The Chief Financial Officer has the basic responsibility for the management of our investment portfolio, subject to the direction and guidance of the asset and liability management committee. The Chief Financial Officer considers various factors when making decisions, including the marketability, maturity and tax consequences of the proposed investment. The maturity structure of investments will be affected by various market conditions, including the current and anticipated slope of the yield curve, the level of interest rates, the trend of new deposit inflows, and the anticipated demand for funds via deposits, withdrawals and loan originations and purchases. The general objectives of our investment portfolio are to provide liquidity when loan demand is high, to assist in maintaining earnings when loan demand is low and to maximize earnings while satisfactorily managing risk, including credit risk, reinvestment risk, liquidity risk and interest rate risk. Liquidity may increase or decrease depending upon the availability of funds and comparative yields on investments in relation to the return on loans. Cash flow projections are regularly reviewed and updated to assure that adequate liquidity is maintained. See "Management's Discussion and Analysis of Financial Condition and Results of Operations - Asset and Liability Management and Market Risk" in the Annual Report to Stockholders attached as Exhibit 13 to this Annual Report on Form 10-K. Our investment securities currently consist of U.S. Government and agency securities. See Note 2 of the Notes to Consolidated Financial Statements. Our mortgage-related securities portfolio consists of securities issued by government-sponsored agencies. A portion of the portfolio consists of collateralized mortgage obligations ("CMOs"). CMOs are special types of pass through debt securities in which the stream of principal and interest payments on the underlying mortgages or mortgage-related securities are used to create investment classes with different maturities and, in some cases, different amortization schedules, as well as a residual interest, with each such class possessing different risk characteristics. We do not purchase any residual interest bonds. See Notes 3 and 4 of the Notes to Consolidated Financial Statements. During fiscal year 2001 our portfolio of mortgage-related securities decreased by $104.2 million. We purc hased a total of $747.2 million of these securities, of which $522.8 million were fixed rate mortgage-backed securities ("MBSs") with an average life of 6.32 years and an average yield of 6.17%, the remainder, $224.4 million, were variable rate MBSs with an average life of 7.66 years and an average yield of 5.91%. See "Sources of Funds -- Borrowings" for a discussion regarding the funding of these purchases. The average life of our fixed rate mortgage-related securities is approximately seven years at the time of purchase. Premiums associated with mortgage-related securities purchased are not significant; therefore, the risk of significant yield adjustments because of accelerated prepayments is limited. Yield adjustments are encountered as interest rates rise or decline, which in turn slows or increases prepayment rates and affects the average lives of the mortgage-related securities. At September 30, 2001, we held CMOs totaling $926.9 million, all of which were secured by underlying collateral issued under government agency-sponsored programs. All of our CMOs are currently classified as held to maturity. At September 30, 2001, $103.9 million of our CMOs qualified as high risk mortgage securities as defined under OTS regulations. The CMOs qualified as high-risk mortgage-related securities because of the current low interest rate enviro nment. The unusually low current rate environment causes the estimated life of the CMOs to extend when valued in the context of a higher rate environment. This impact has been factored in our market value of portfolio equity results. See "- Management Discussion and Analysis -- Asset and Liability Management and Market Interest Rate Risk". We do not invest in residual interests of CMOs. While mortgage-related securities, such as CMOs and REMICs, carry a reduced credit risk as compared to whole loans, such securities remain subject to the risk that a fluctuating interest rate environment, along with other factors such as the geographic distribution of the underlying mortgage loans, may alter the prepayment rate of such mortgage loans and so affect both the prepayment speed, and value, of such securities.September 30, |
||||||
2001 |
2000 |
1999 |
||||
Book Value |
% of Total |
Book Value |
% of Total |
Book Value |
% of Total |
|
(Dollars in Thousands) | ||||||
Securities available for sale, at fair value: | ||||||
Mortgage-related securities | $ 1,059,110 | 100.00% | $ 850,892 | 100.00% | $ 1,136,776 | 100.00% |
U.S. government and agency securities | --- |
--- |
--- |
--- |
--- |
--- |
Total securities available for sale | $ 1,059,110 |
100.00% |
$ 850,892 |
100.00% |
$ 1,136,776 |
100.00% |
Investment securities, at amortized cost: | ||||||
Mortgage-related securities | $ 321,868 | 18.38% | $ 121,594 | 7.71% | $ 101,977 | 10.68% |
U.S. government and agency securities | 502,283 | 28.68 | 15,000 | 0.95 | 15,000 | 1.57 |
CMOs and REMICs | 926,945 | 52.94 | 1,439,657 | 91.33 | 837,515 | 87.74 |
Other investment securities | --- |
--- |
100 |
0.01 |
100 |
0.01 |
Total investment securities | $ 1,751,096 |
100.00% |
$ 1,576,351 |
100.00% |
$ 954,592 |
100.00% |
Investment securities, at fair value | $ 1,814,347 |
$ 1,554,055 |
$ 929,574 |
September 30, 2001 |
|||||||||||
Less than 1 year |
1 to 5 years |
5 to 10 years |
Over 10 years |
Total Securities |
|||||||
Balance |
Weighted Average Rate |
Balance |
Weighted Average Rate |
Balance |
Weighted Average Rate |
Balance |
Weighted Average Rate |
Balance |
Weighted Average Rate |
Fair Value |
|
(Dollars in Thousands) | |||||||||||
Securities available for sale: | |||||||||||
Mortgage-related securities | $ 28 |
8.78% |
$ 563 |
8.90% |
$230,550 |
6.29% |
$ 809,928 |
6.54% |
$1,041,069 |
6.48% |
$1,059,110 |
Total securities available for sale | $ 28 |
8.78% |
$563 |
8.90% |
$230,550 |
6.29% |
$ 809,928 |
6.54% |
$1,041,069 |
6.48% |
$1,059,110 |
Investment securities held-to-maturity: | |||||||||||
Mortgage backed securities |
$ --- | --- | $ --- | --- | $ --- | --- | $ 321,868 | 6.61 | $ 321,868 | 6.61 | $ 326,606 |
U.S. government and agency securities | --- | --- | 502,283 | 5.54 | --- | --- | --- | --- | 502,283 | 5.54 | 520,099 |
CMOs and REMICs | --- |
--- |
--- |
--- |
--- |
--- |
926,945 |
6.78 |
926,945 |
6.78 |
967,642 |
Total investment securities |
$ --- |
---% |
$502,283 |
5.54% |
$ --- |
---% |
$1,248,813 |
6.74% |
$1,751,096 |
6.40% |
$1,814,347 |
Sources of Funds
General. Our sources of funds are deposits, borrowings, payment of principal and interest on loans, interest earned on or maturation of other investment securities and funds provided from operations. Deposits. We offer a variety of deposit accounts having a wide range of interest rates and terms. Our deposits consist of passbook and passcard savings accounts, money market deposit accounts, NOW accounts, non-interest bearing checking accounts and certificates of deposit. We primarily rely on competitive pricing policies, marketing and customer service to attract and retain deposits. The flow of deposits is influenced significantly by general economic conditions, changes in money market and prevailing interest rates and competition. The variety of deposit accounts we offer has allowed us to be competitive in obtaining funds and to respond with flexibility to changes in consumer demand. We have become more susceptible to short-term fluctuations in deposit flows, as customers have become more interest rate conscious. We endeavor to manage the pricing of our deposits in keeping with our asset/liability management, liquidity and profitability objectives. Based on our experience, we believe that our deposits are relatively stable sources of funds. Despite this stability, our ability to attract and maintain these deposits and the rates paid on them has been and will continue to be significantly affected by market conditions. The following table sets forth our deposit flows during the periods indicated.Year Ended September 30, |
|||
2001 |
2000 |
1999 |
|
(Dollars in Thousands) | |||
Opening balance | $ 3,956,329 | $ 3,899,565 | $ 3,894,180 |
Deposits | 6,083,207 | 5,806,789 | 5,154,745 |
Withdrawals | 5,939,720 | 5,930,693 | 5,321,757 |
Interest credited | 186,019 |
180,668 |
172,397 |
Ending balance | $ 4,285,835 |
$ 3,956,329 |
$ 3,899,565 |
Net increase | $ 329,506 |
$ 56,764 |
$ 5,385 |
Percent increase | 8.33% |
1.46% |
0.14% |
Year Ended September 30, |
||||||
2001 |
2000 |
1999 |
||||
Amount |
Percent of Total |
Amount |
Percent of Total |
Amount |
Percent of Total |
|
(Dollars in Thousands) | ||||||
Transactions and Savings Deposits: | ||||||
Demand deposits | $ 322,277 | 7.52% | $ 303,744 | 7.68% | $ 278,722 | 7.15% |
Passbook and Passcard | 99,649 | 2.33 | 104,558 | 2.64 | 123,479 | 3.17 |
Money market select | 672,632 |
15.69 |
529,678 |
13.39 |
523,935 |
13.43 |
Total non-certificates | 1,094,558 |
25.54 |
937,980 |
23.71 |
926,136 |
23.75 |
Certificates (by rate): | ||||||
0.00 - 3.99% | 101,114 | 2.36 | 2,466 | .06 | 5,778 | .15 |
4.00 - 4.99% | 1,061,979 | 24.78 | 32,893 | 0.83 | 573,440 | 14.71 |
5.00 - 5.99% | 1,051,475 | 24.53 | 987,101 | 24.95 | 1,644,605 | 42.17 |
6.00 - 6.99% | 976,236 | 22.78 | 1,656,374 | 41.87 | 514,167 | 13.19 |
7.00 - 7.99% | 473 | 0.01 | 339,515 | 8.58 | 234,901 | 6.02 |
8.00 - 8.99% | --- |
--- |
--- |
--- |
538 |
.01 |
Total certificates | 3,191,277 |
74.46 |
3,018,349 |
76.29 |
2,973,429 |
76.25 |
Total deposits | $ 4,285,835 |
100.00% |
$ 3,956,329 |
100.00% |
$ 3,899,565 |
100.00% |
0.00- 3.99% |
4.00- 4.99% |
5.00- 5.99% |
6.00- 6.99% |
7.00- 7.99% |
Total |
Percent of Total |
||
(Dollars in Thousands) | ||||||||
Certificate accounts maturing in quarter ending: |
||||||||
December 31, 2001 | $ 9,841 | $ 133,503 | $ 201,121 | $ 285,344 | $ 115 | $ 629,924 | 19.73% | |
March 31, 2002 | 41,253 | 108,812 | 153,693 | 202,521 | --- | 506,279 | 15.86 | |
June 30, 2002 | 21,296 | 195,906 | 199,182 | 33,663 | 358 | 450,405 | 14.11 | |
September 30, 2002 | 24,507 | 306,518 | 102,775 | 24,389 | --- | 458,189 | 14.36 | |
December 31, 2002 | 7 | 97,130 | 18,448 | 15,747 | --- | 131,332 | 4.12 | |
March 31, 2003 | --- | 89,601 | 39,964 | 84,094 | --- | 213,659 | 6.70 | |
June 30, 2003 | --- | 6,535 | 98,645 | 122,378 | --- | 227,558 | 7.13 | |
September 30, 2003 | --- | 74,302 | 22,432 | 31,850 | --- | 128,584 | 4.03 | |
December 31, 2003 | --- | 855 | 90,800 | 10,003 | --- | 101,658 | 3.19 | |
March 31, 2004 | 553 | 2,069 | 86,182 | 20,369 | --- | 109,173 | 3.42 | |
June 30, 2004 | --- | 5,809 | 6,459 | 34,493 | --- | 46,761 | 1.47 | |
September 30, 2004 | 1,418 | 9,569 | 9,100 | 6,344 | --- | 26,431 | 0.83 | |
December 31, 2004 | --- | --- | 2,869 | 4,562 | --- | 7,431 | 0.23 | |
March 31, 2005 | --- | --- | 11,479 | 11,217 | --- | 22,696 | 0.71 | |
June 30, 2005 | --- | 3,546 | 5,514 | 34,671 | --- | 43,731 | 1.37 | |
September 30, 2005 | 2,092 | 25,864 | 2 | 1,772 | --- | 29,730 | 0.93 | |
December 31, 2005 | --- | 14 | 65 | 34,629 | --- | 34,708 | 1.09 | |
March 31, 2006 | --- | 10 | 1,285 | 13,897 | --- | 15,192 | 0.48 | |
June 30, 2006 | --- | 449 | 244 | 551 | --- | 1,244 | 0.04 | |
September 30, 2006 | 146 | 1,114 | 136 | 288 | --- | 1,684 | 0.05 | |
Thereafter | 1 |
373 |
1,080 |
3,454 |
--- |
4,908 |
0.15 |
|
Total | $ 101,114 |
$ 1,061,979 |
$ 1,051,475 |
$ 976,236 |
$ 473 |
$ 3,191,277 |
100.00% | |
Percent of total | 3.17% |
33.28% |
32.95% |
30.59% |
0.01% |
Maturity |
|||||
3 Months or Less |
Over 3 to 6 Months |
Over 6 to 12 Months |
Over 12 months |
Total |
|
(In Thousands) | |||||
Certificates of deposit less than $100,000 | $ 532,179 | $ 432,480 | $ 785,854 | $ 995,593 | $ 2,746,106 |
Certificates of deposit of $100,000 or more | 94,717 | 62,781 | 117,709 | 148,883 | 424,090 |
Public Funds | 3,028 |
11,018 |
5,031 |
2,004 |
21,081 |
Total certificates of deposit | $ 629,924 |
$ 506,279 |
$ 908,594 |
$ 1,146,480 |
$ 3,191,277 |
Year Ended September 30, |
|||
2001 |
2000 |
1999 |
|
(In Thousands) | |||
Maximum Balance: | |||
Federal Home Loan Bank advances | $ 3,225,000 | $ 3,225,000 | $ 1,345,000 |
Securities sold under agreement to repurchase | --- | 175,000 | 175,000 |
Average Balance: | |||
Federal Home Loan Bank advances | $ 3,206,019 | $ 2,234,705 | $ 789,510 |
Securities sold under agreement to repurchase | --- | 159,699 | 175,000 |
September 30, |
|||
2001 |
2000 |
1999 |
|
(Dollars in Thousands) | |||
Federal Home Loan Bank advances | $ 3,200,000 | $ 3,225,000 | $ 1,345,000 |
Securities sold under agreement to repurchase | --- |
--- |
175,000 |
Total borrowings | $ 3,200,000 |
$ 3,225,000 |
$ 1,520,000 |
Weighted average interest rate of Federal Home Loan Bank advances |
6.14% | 6.14% | 5.61% |
Weighted average interest rate of securities sold under agreement to repurchase |
---% | ---% | 5.73% |
REGULATION
General
The Bank, as a federally chartered savings institution, is subject to federal regulation and oversight by the OTS extending to all aspects of its operations. The Bank also is subject to regulation and examination by the FDIC, which insures the deposits of the Bank to the maximum extent permitted by law, and requirements established by the Federal Reserve Board. Federally chartered savings institutions are required to file periodic reports with the OTS and are subject to periodic examinations by the OTS and the FDIC. The investment and lending authority of savings institutions are prescribed by federal laws and regulations, and such institutions are prohibited from engaging in any activities not permitted by such laws and regulations. Such regulation and supervision primarily is intended for the protection of depositors and not for the purpose of protecting shareholders. The OTS regularly examines the Bank and prepares reports for the consideration of the Bank's board of directors on any deficiencies that it may find in the Bank's operations. The FDIC also has the authority to examine the Bank in its role as the administrator of the Savings Association Insurance Fund ("SAIF"). The Bank's relationship with its depositors and borrowers also is regulated to a great extent by both Federal and state laws, especially in such matters as the ownership of savings accounts and the form and content of the Bank's mortgage requirements. Any change in such regulations, whether by the FDIC, the OTS or Congress, could have a material adverse impact on the MHC, the Company and the Bank and their operations. Capitol Federal Savings Bank MHC Capitol Federal Savings Bank MHC is a federal mutual holding company within the meaning of Section 10(o) of the Home Owners Loan Act. As such, the MHC is required to register with and be subject to OTS examination and supervision as well as certain reporting requirements. In addition, the OTS has enforcement authority over the MHC and its non-savings institution subsidiaries, if any. Among other things, this authority permits the OTS to restrict or prohibit activities that are determined to be a serious risk to the financial safety, soundness or stability of a subsidiary savings bank. A mutual holding company is permitted to, among other things:Capitol Federal Financial
Pursuant to regulations of the OTS and the terms of the Company's federal stock charter, the purpose and powers of the Company are to pursue any or all of the lawful objectives of a federal mutual holding company subsidiary and to exercise any of the powers accorded to a mutual holding company subsidiary.Capitol Federal Savings Bank
The OTS has extensive authority over the operations of savings institutions. As part of this authority, the Bank is required to file periodic reports with the OTS and is subject to periodic examinations by the OTS and the FDIC. The last regular OTS examination of the Bank was as of December 31, 2000. Under agency scheduling guidelines, it is likely that another examination will be initiated in the second quarter of 2002. When these examinations are conducted by the OTS and the FDIC, the examiners may require the Bank to provide for higher general or specific loan loss reserves. All savings institutions are subject to a semi-annual assessment, based upon the savings institution's total assets, to fund the operations of the OTS. The Bank's OTS assessment for the fiscal year ended September 30, 2001 was $1.11 million. The OTS also has extensive enforcement authority over all savings institutions and their holding companies, including the Bank, the Company and the MHC. This enforcement authority includes, among other things, the ability to assess civil money penalties, to issue cease-and-desist or removal orders and to initiate injunctive actions. In general, these enforcement actions may be initiated for violations of laws and regulations and unsafe or unsound practices. Other actions or inactions may provide the basis for enforcement action, including misleading or untimely reports filed with the OTS. Except under certain circumstances, public disclosure of final enforcement actions by the OTS is required. In addition, the investment, lending and branching authority of the Bank is prescribed by federal laws and it is prohibited from engaging in any activities not permitted by such laws. For instance, no savings institution may invest in non-investment grade corporate debt securities. In addition, the permissible level of investment by federal institutions in loans secured by non-residential real property may not exceed 400% of total capital, except with approval of the OTS. Federal savings institutions are also generally authorized to branch nationwide. The Bank is in compliance with the noted restrictions. The Bank's general permissible lending limit for loans-to-one-borrower is equal to the greater of $500,000 or 15% of unimpaired capital and surplus (except for loans fully secured by certain readily marketable collateral, in which case this limit is increased to 25% of unimpaired capital and surplus). At September 30, 2001, the Bank's lending limit under this restriction was $139.6 million. The Bank is in compliance with the loans-to-one-borrower limitation. The OTS, as well as the other federal banking agencies, has adopted guidelines establishing safety and soundness standards on such matters as loan underwriting and documentation, asset quality, earnings standards, internal controls and audit systems, interest rate risk exposure and compensation and other employee benefits. Any institution which fails to comply with these standards must submit a compliance plan.Insurance of Accounts and Regulation by the FDIC
The Bank is a member of the SAIF, which is administered by the FDIC. Deposits are insured up to the applicable limits by the FDIC and such insurance is backed by the full faith and credit of the United States Government. As insurer, the FDIC imposes deposit insurance premiums and is authorized to conduct examinations of and to require reporting by FDIC-insured institutions. It also may prohibit any FDIC-insured institution from engaging in any activity the FDIC determines by regulation or order to pose a serious risk to the SAIF or the Bank Insurance Fund ("BIF"). The FDIC also has the authority to initiate enforcement actions against savings institutions, after giving the OTS an opportunity to take such action, and may terminate the deposit insurance if it determines that the institution has engaged in unsafe or unsound practices or is in an unsafe or unsound condition.Regulatory Capital Requirements
Federally insured savings institutions, such as Capitol Federal Savings Bank, are required to maintain a minimum level of regulatory capital. The OTS has established capital standards, including a tangible capital requirement, a leverage ratio or core capital requirement and a risk-based capital requirement applicable to such savings institutions. These capital requirements must be generally as stringent as the comparable capital requirements for national banks. The OTS is also authorized to impose capital requirements in excess of these standards on individual institutions on a case-by-case basis. The capital regulations require tangible capital of at least 1.5% of adjusted total assets, as defined by regulation. Tangible capital generally includes common stockholders' equity and retained income, and certain noncumulative perpetual preferred stock and related income. In addition, all intangible assets, other than a limited amount of purchased mortgage servicing rights, must be deducted from tangible capital for calculating compliance with the requirement. At September 30, 2001, the Bank did not have any intangible assets. At September 30, 2001, the Bank had tangible capital of $930.7 million, or 10.8% of adjusted total assets, which is approximately $800.9 million above the minimum requirement of 1.5% of adjusted total assets in effect on that date. The capital standards also require core capital equal to at least 3.0% of adjusted total assets. Core capital generally consists of tangible capital plus certain intangible assets, including a limited amount of purchased credit card relationships. As a result of the prompt corrective action provisions discussed below, however, a savings institution must maintain a core capital ratio of at least 4.0% to be considered adequately capitalized unless its supervisory condition is such to allow it to maintain a 3.0% ratio. At September 30, 2001, the Bank had no intangibles which were subject to these tests. At September 30, 2001, the Bank had core capital equal to $930.7 million, or 10.8% of adjusted total assets, which is $671.1 million above the minimum requirement of 3.0% in effect on that date. The OTS also requires savings institutions to have total capital of at least 8.0% of risk-weighted assets. Total capital consists of core capital, as defined above, and supplementary capital. Supplementary capital consists of certain permanent and maturing capital instruments that do not qualify as core capital and general valuation loan and lease loss allowances up to a maximum of 1.25% of risk-weighted assets. Supplementary capital may be used to satisfy the risk-based requirement only to the extent of core capital. The OTS is also authorized to require a savings institution to maintain an additional amount of total capital to account for concentration of credit risk and the risk of non-traditional activities. At September 30, 2001, the Bank had $4.8 million of general loan loss reserves, which was less than 1.25% of risk-weighted assets.Limitations on Dividends and Other Capital Distributions
OTS regulations impose various restrictions on savings institutions with respect to their ability to make distributions of capital, which include dividends, stock redemptions or repurchases, cash-out mergers and other transactions charged to the capital account. Generally, savings institutions, such as the Bank, that before and after the proposed distribution remain well-capitalized, may make capital distributions during any calendar year equal to the greater of 100% of net income for the year-to-date plus retained net income for the two preceding years. However, an institution deemed to be in need of more than normal supervision by the OTS may have its dividend authority restricted by the OTS. The Bank may pay dividends in accordance with this general authority. Savings institutions proposing to make any capital distribution need only submit written notice to the OTS 30 days prior to such distribution. Savings institutions that do not, or would not meet their current minimum capital requirements following a proposed capital distribution, however, must obtain OTS approval prior to making such distribution. The OTS may object to the distribution during that 30-day period based on safety and soundness concerns. See "-- Regulatory Capital Requirements."Liquidity
Federal regulations require the Bank to maintain sufficient liquidity to ensure its safe and sound operation. Liquid assets include cash, cash equivalents consisting of short-term interest-earning deposits, certain other time deposits, and other obligations generally having remaining maturities of less than five years. Liquidity management is both a daily and long-term responsibility of management. We adjust liquid assets based upon management's assessment of (i) expected loan demand, (ii) expected deposit flows, (iii) yields available on interest-bearing deposits, and (iv) the objectives of its asset/liability management program.Qualified Thrift Lender Test
All savings institutions, including the Bank, are required to meet a qualified thrift lender test to avoid certain restrictions on their operations. This test requires a savings institution to have at least 65% of its portfolio assets, as defined by regulation, in qualified thrift investments on a monthly average for nine out of every 12 months on a rolling basis. As an alternative, the savings institution may maintain 60% of its assets in those assets specified in Section 7701(a)(19) of the Internal Revenue Code. Under either test, such assets primarily consist of residential housing related loans and investments. At September 30, 2001, the Bank met the test and has always met the test. Any savings institution that fails to meet the qualified thrift lender test must convert to a national bank charter, unless it requalifies as a qualified thrift lender and thereafter remains a qualified thrift lender. If an institution does not requalify and converts to a national bank charter, it must remain SAIF insured until the FDIC permits it to transfer to the BIF. If such an institution has not yet requalified or converted to a national bank, its new investments and activities are limited to those permissible for both a savings institution and a national bank, and it is limited to national bank branching rights in its home state. In addition, the institution is immediately ineligible to receive any new FHLB borrowings and is subject to national bank limits for payment of dividends. If such an institution has not requalified or converted to a national bank within three years after the failure, it must divest of all investments and cease all activities not permissible for a national bank. In addition, it must repay promptly any outstanding FHLB borrowings, which may result in prepayment penalties. If any institution that fails the qualified thrift lender test is controlled by a holding company, then within one year after the failure, the holding company must register as a financial holding company and become subject to all restrictions on financial holding companies. See "- Capitol Federal Financial."Community Reinvestment Act
Under the Community Reinvestment Act, every FDIC-insured institution has a continuing and affirmative obligation consistent with safe and sound banking practices to help meet the credit needs of its entire community, including low and moderate income neighborhoods. The Community Reinvestment Act does not establish specific lending requirements or programs for financial institutions nor does it limit an institution's discretion to develop the types of products and services that it believes are best suited to its particular community, consistent with the Community Reinvestment Act. The Community Reinvestment Act requires the OTS, in connection with the examination of the Bank, to assess the institution's record of meeting the credit needs of its community and to take such record into account in its evaluation of certain applications, such as a merger or the establishment of a branch, by the Bank. An unsatisfactory rating may be used as the basis for the denial of an application by the OTS. Due to the heightened attention being given to the Community Reinvestment Act in the past few years, the Bank may be required to devote additional funds for investment and lending in our local communities. The Bank was examined for Community Reinvestment Act compliance in March 1999, and received a rating of satisfactory.Transactions with Affiliates
Generally, transactions between a savings institution or its subsidiaries and its affiliates are required to be on terms as favorable to the institution as transactions with non-affiliates. In addition, certain of these transactions, such as loans to an affiliate, are restricted to a percentage of the institution's capital. Affiliates of the Bank include the Company and any company which is under common control with the Bank. In addition, a savings institution may not lend to any affiliate engaged in activities not permissible for a bank holding company or acquire the securities of most affiliates. The OTS has the discretion to treat subsidiaries of savings institutions as affiliates on a case-by-case basis. Certain transactions with directors, officers or controlling persons are also subject to conflict of interest regulations enforced by the OTS. These conflict of interest regulations and other statutes also impose restrictions on loans to such persons and their related interests. Among other things, such loans must generally be made on terms substantially the same as for loans to unaffiliated individuals.Federal Securities Law
The stock of the Company is registered with the SEC under the Securities Exchange Act of 1934, as amended. The Company is subject to the information, proxy solicitation, insider trading restrictions and other requirements of the SEC under the Securities Exchange Act of 1934. The Company stock held by persons who are affiliates of the Company may not be resold without registration or unless sold in accordance with certain resale restrictions. Affiliates are generally considered to be officers, directors and principal stockholders. If the Company meets specified current public information requirements, each affiliate of the Company will be able to sell in the public market, without registration, a limited number of shares in any three-month period.Federal Reserve System
The Federal Reserve Board requires all depository institutions to maintain non-interest bearing reserves at specified levels against their transaction accounts, primarily checking, NOW and Super NOW checking accounts. At September 30, 2001, the Bank was in compliance with these reserve requirements. Savings institutions are authorized to borrow from the Federal Reserve Bank "discount window," but Federal Reserve Board regulations require institutions to exhaust other reasonable alternative sources of funds, including Federal Home Loan Bank borrowings, before borrowing from the Federal Reserve Bank.Federal Home Loan Bank System
The Bank is a member of the FHLB of Topeka, which is one of 12 regional Federal Home Loan Banks, that administers the home financing credit function of savings institutions. Each Federal Home Loan Bank serves as a reserve or central bank for its members within its assigned region. It is funded primarily from proceeds derived from the sale of consolidated obligations of the Federal Home Loan Bank System. It makes loans or advances to members in accordance with policies and procedures, established by the board of directors of the Federal Home Loan Bank, which are subject to the oversight of the Federal Housing Finance Board. All advances from the Federal Home Loan Bank are required to be fully secured by sufficient collateral as determined by the Federal Home Loan Bank. In addition, all long-term advances are required to provide funds for residential home financing. As a member, the Bank is required to purchase and maintain stock in the FHLB. For the year ended September 30, 2001, the Bank had an average outstanding balance of $161.3 million in FHLB stock, which was in compliance with this requirement. In past years, the Bank has received substantial dividends on its FHLB stock. Over the past three fiscal years such dividends have averaged 7.56% and were 7.58% for fiscal year 2001. Under federal law the Federal Home Loan Banks are required to provide funds for the resolution of troubled savings institutions and to contribute to low- and moderately-priced housing programs through direct loans or interest subsidies on advances targeted for community investment and low- and moderate-income housing projects. These contributions have affected adversely the level of FHLB dividends paid and could continue to do so in the future. These contributions could also have an adverse effect on the value of FHLB stock in the future. A reduction in value of the Bank's FHLB stock may result in a corresponding reduction in the Bank's capital. For the year ended September 30, 2001, dividends paid by the FHLB to the Bank totaled $12.2 million, which was an increase over the amount of dividends received in fiscal year 2000.Federal Taxation
General. We are subject to federal income taxation in the same general manner as other corporations with some exceptions discussed below. The following discussion of federal taxation is intended only to summarize certain pertinent federal income tax matters and is not a comprehensive description of the tax rules applicable to the Company or the Bank. Our federal income tax returns have been closed without audit as of the close of business on December 15, 2001 by the IRS through its fiscal year ended September 30, 1997. We file a consolidated federal income tax return using the accrual method of accounting. To the extent of the Company's accumulated earnings and profits, any cash distributions made by the Company to its stockholders is considered to be taxable dividends and not as a non-taxable return of capital to stockholders for federal and state tax purposes. The Company maintains a tax-sharing agreement with the Bank and its subsidiary to provide for the payment of taxes based upon the taxable earnings of each subsidiary. Bad Debt Reserves. Prior to the Small Business Job Protection Act, the Bank was permitted to establish a reserve for bad debts and to make annual additions to the reserve. These additions could, within specified formula limits, be deducted in arriving at taxable income. As a result of the Small Business Job Protection Act, savings associations must now use the specific chargeoff method in computing bad debt deductions beginning with their 1996 Federal tax return. In addition, federal legislation requires the Bank to recapture, over a six-year period, the excess of tax bad debt reserves at September 30, 1997 over those established as of the base year reserve balance as of September 30, 1989. The remaining amount of such reserve subject to recapture as of September 30, 2001 for the Bank is approximately $16.9 million. Deferred federal income taxes have been provided in the financial statements for the recapture of the remai ning reserve. The Bank continues to utilize the reserve method in determining its privilege tax obligations to the State of Kansas. Prior to the Small Business Job Protection Act, bad debt reserves created prior to the year ended September 30, 1997, were subject to recapture into taxable income should the Bank fail to meet certain thrift asset and definitional tests. New federal legislation eliminated these thrift related recapture rules. However, under current law, pre-1988 reserves remain subject to recapture should the Bank make certain non-dividend distributions or cease to qualify as a Bank as defined in Code section 581.State Taxation
The Bank files Kansas privilege tax returns. For Kansas privilege tax purposes, for taxable years beginning after 1997, the minimum tax rate is 4.5% of earnings, which is calculated based on federal taxable income, subject to certain adjustments. The earnings of the Company may be combined with the Bank and its subsidiary for purposes of the Kansas privilege tax if certain principles of unitary relationships are maintained.Competition
We face strong competition in originating real estate and other loans and in attracting deposits. Competition in originating real estate loans comes primarily from other savings institutions, commercial banks, credit unions and mortgage bankers. Other savings institutions, commercial banks, credit unions and finance companies provide vigorous competition in consumer lending. We attract all of our deposits through our branch office system. Competition for those deposits is principally from other savings institutions, commercial banks and credit unions located in the same community, as well as mutual funds and other alternative investments. We compete for these deposits by offering superior service and a variety of deposit accounts at competitive rates.Employees
At September 30, 2001, we had a total of 777 employees, including 146 part-time employees. Our employees are not represented by any collective bargaining group. Management considers its employee relations to be good.Executive Officers
John C. Dicus. Age 68 years. Mr. Dicus is Chairman of the Board of Directors and Chief Executive Officer of the Bank and The Company. He has served in such capacities for the Bank since 1989 and with the Company since its inception in March 1999. He has served the Bank in various capacities since 1959. He also served as President of the Bank from 1969 until 1996. He is the Father of Mr. John B. Dicus.Item 2. Properties
At September 30, 2001, we had 27 full service offices and seven limited service offices. The Bank owns the office building in which its home office and executive offices are located. At September 30, 2001, the Bank owned twenty-four of its other branch offices and the remaining nine branch offices, including seven supermarket locations were leased. As of September 30, 2001, the net book value of the Bank's investment in premises, equipment and leaseholds, excluding computer equipment, was approximately $20.2 million. The Bank believes that our current facilities are adequate to meet the present and immediately foreseeable needs of the Bank and the Company. The Bank maintains an on-line data base of depositor and borrower customer information. The net book value of the data processing and computer equipment utilized by the Bank at September 30, 2001 was $2.3 million.Item 3. Legal Proceedings
The Company and the Bank are involved as plaintiff or defendant in various legal actions arising in the normal course of business. While the ultimate outcome of these proceedings cannot be predicted with certainty, it is the opinion of management, after consultation with our counsel representing us in the proceedings, that the resolution of these proceedings should not have a material effect on our results of operations.Item 4. Submission of Matters to a Vote of Security Holders
No matter was submitted to a vote of security holders, through the solicitation of proxies or otherwise, during the quarter ended September 30, 2001.PART II
Item 5. Market for the Registrant's Common Stock and Related Security Holder Matters
The section entitled "Shareholder Information" of the attached Annual Report to Stockholders for year ended September 30, 2001 is incorporated herein by reference.Item 6. Selected Financial Data
The section entitled "Selected Consolidated Financial Data" of the attached Annual Report to Stockholders for year ended September 30, 2001 is incorporated herein by reference.Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" of the attached Annual Report to Stockholders for year ended September 30, 2001 is incorporated herein by reference.Item 7A. Quantitative and Qualitative Disclosure About Market Risk
The section entitled "Management Discussion of Financial Condition and Results of Operations -- Asset and Liability Management and Market Risk" of the attached Annual Report to Stockholders for year ended September 30, 2001 is incorporated herein by reference.Item 8. Financial Statements and Supplementary Data
The section entitled "Consolidated Financial Statements" of the attached Annual Report to Stockholders for year ended September 30, 2001 is incorporated herein by reference.Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
There has been no Current Report on Form 8-K filed within 24 months prior to the date of the most recent financial statements reporting a change of accountants and/or reporting disagreements on any matter of accounting principle or financial statement disclosure.PART III
Item 10. Directors and Executive Officers of the Registrant
Directors
Information concerning directors of the Company is incorporated herein by reference from the definitive proxy statement for the Annual Meeting of Shareholders to be held in January 2002, except for information contained under the heading "Compensation Committee Report on Executive Compensation" and "Shareholder Return Performance Presentation", a copy of which will be filed not later than 120 days after the close of the fiscal year.Executive Officers
Information concerning executive officers of the Company is set forth under the caption "Executive Officers of Capitol Federal Financial" contained in Part I of this Form 10-K. Compliance with Section 16(a) Section 16(a) of the Exchange Act requires the Company's directors and executive officers, and persons who own more than 10% of a registered class of the Company's equity securities, to file with the SEC reports of ownership and reports of changes in ownership of common stock and other equity securities of the Company. Officers, directors and greater than 10% stockholders are required by SEC regulation to furnish the Company with copies of all Section 16(a) forms they file. To the Company's knowledge, based solely on a review of the copies of such reports furnished to the Company and written representations that no other reports were required during the fiscal year ended September 30, 2001, all Section 16(a) filing requirements applicable to its officers, directors and greater than 10 percent beneficial owners were complied with.Item 11. Executive Compensation
Information concerning executive compensation is incorporated herein by reference from the definitive proxy statement for the Annual Meeting of Shareholders to be held in January 2002, except for information contained under the heading "Compensation Committee Report on Executive Compensation" and "Shareholder Return Performance Presentation", a copy of which will be filed not later than 120 days after the close of the fiscal year.Item 12. Security Ownership of Certain Beneficial Owners and Management
Information concerning security ownership of certain beneficial owners and management is incorporated herein by reference from the definitive proxy statement for the Annual Meeting of Shareholders to be held in January 2002, except for information contained under the heading "Compensation Committee Report on ExecutiveItem 13. Certain Relationships and Related Transactions
Information concerning certain relationships and related transactions is incorporated herein by reference from the definitive proxy statement for the Annual Meeting of Shareholders to be held in January 2002, except for information contained under the heading "Compensation Committee Report on Executive Compensation" and "Shareholder Return Performance Presentation", a copy of which will be filed not later than 120 days after the close of the fiscal year.PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
a) The following is a list of documents filed as part of this report: (1) Financial Statements: The following financial statements are included under Part II, Item 8 of this Form 10-K:SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.CAPITOL FEDERAL FINANCIAL | ||
Date: December 28, 2001 | By: /s/ John C. Dicus John C. Dicus, Chairman of the Board and Chief Executive Officer (Principal Executive Officer) |
By: /s/ John C. Dicus John C. Dicus, Chairman of the Board and Chief Executive Officer (Principal Executive Officer) Date: December 28, 2001 |
By: /s/ Kent G. Townsend Kent G. Townsend, Senior Vice President and Controller (Principal Accounting Officer) Date: December 28, 2001 | |
By: /s/ John B. Dicus John B. Dicus, President, Chief Operating Officer and Director Date: December 28, 2001 |
By: /s/ B. B. Andersen B. B. Andersen, Director Date: December 28, 2001 | |
By: /s/ Neil F.M. McKay Neil F.M. McKay, Executive Vice President and Chief Financial Officer (Principal Financial Officer) Date: December 28, 2001 |
By: /s/ Robert B. Maupin Robert B. Maupin, Director Date: December 28, 2001 | |
By: /s/ Frederick P. Reynolds Frederick P. Reynolds, Director Date: December 28, 2001 |
By: /s/ Marilyn S. Ward Marilyn S. Ward, Director Date: December 28, 2001 | |
By: /s/ Carl W. Quarnstrom Carl W. Quarnstrom, Director Date: December 28, 2001 |
INDEX TO EXHIBITS
Exhibit Number |
Document |
2.0 | Plan of Reorganization and Stock Issuance Plan* |
3(i) | Federal Stock Charter of Capitol Federal Financial* |
3(ii) | Bylaws of Capitol Federal Financial* |
4 | Form of Stock Certificate of Capitol Federal Financial* |
10.1 | Registrant's Employee Stock Ownership Plan* |
10.2 | Registrant's 2000 Stock Option and Incentive Plan filed on April 13, 2000 as Appendix A to Registrant's Revised Proxy Statement (File No. 000-25391) |
10.3 | Registrant's 2000 Recognition and Retention Plan filed on April 13, 2000 as Appendix B to Registrant's Revised Proxy Statement (File No. 000-25391) |
10.4 | Deferred Income Compensation Plan |
10.5 | Term Loan Agreement dated as of August 14, 2001, by and among Capitol Federal Financial, as borrower and Charter One Bank, F.S.B. and LaSalle Bank National Association as Lenders, filed as Exhibit 12 to Schedule TO -- I/A (File No. 005-56153) on August 24, 2001. |
10.6 | Pledge Agreement dated as of August 14, 2001, by and among Capitol Federal Financial, as pledgor and Charter One Bank, F.S.B. and LaSalle Bank National Association, filed as Exhibit 12 to Schedule TO -- I/A (File No. 005-56153) on August 24, 2001. |
11 | Statement re: computation of earnings per share |
13 | Annual Report to Stockholders |
21 | Subsidiaries of the Registrant |
23 | Consent of Independent Auditors |
__________________
*Incorporated by reference from Capitol Federal Financial
's Registration Statement on Form S-1 (File No. 333-68363) filed on February 11, 1999, as amended and declared effective on the same date.