SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2003
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OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 001-13712
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TECHE HOLDING COMPANY
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(Exact name of registrant as specified in its charter)
Louisiana 72-1287456
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(State or other jurisdiction of (I.R.S. employer identification no.)
incorporation or organization)
211 Willow Street, Franklin, Louisiana 70538
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (337) 828-3212
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N/A
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Former name, former address and former fiscal year,
if changed since last report.
Indicate by check X 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
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of May 8, 2003.
Class Outstanding
- ------------------------------------ -------------------
$.01 par value common stock 2,321,325
TECHE HOLDING COMPANY
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2003
INDEX
Page
Number
------
PART I - CONSOLIDATED FINANCIAL INFORMATION
Item 1. Financial Statements 1
Item 2. Management's Discussion and Analysis of Financial 6
Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk 9
Item 4. Controls and Procedures 10
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Materially Important Events 10
Item 6. Exhibits and Reports on Form 8-K 10
SIGNATURES 11
TECHE HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
At At
March 31, September 30,
2003 2002*
---------- ------------
(unaudited)
ASSETS
Cash and cash equivalents ............................................... $ 41,044 $ 35,375
Securities available-for-sale, at
fair value (amortized cost of $77,263 and $63,009) .................... 78,079 64,110
Securities held to maturity (estimated fair value of $20,836 and $31,188) 20,730 30,897
Loans receivable, net of allowance for loan losses
of $3,442 and $3,480) ................................................. 353,838 350,623
Accrued interest receivable ............................................. 2,209 2,501
Investment in Federal Home Loan Bank stock, at cost ..................... 5,280 5,211
Real estate owned, net .................................................. 350 580
Prepaid expenses and other assets ....................................... 656 742
Life insurance contracts ................................................ 9,047 8,772
Premises and equipment, at cost less accumulated depreciation ........... 15,084 15,206
--------- ---------
TOTAL ASSETS ...................................................... $ 526,317 $ 514,017
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits ................................................................ $ 364,339 $ 349,125
Advances from Federal Home Loan Bank .................................... 100,244 103,471
Advance payments by borrowers for taxes and insurance ................... 1,123 1,352
Accrued interest payable ................................................ 635 702
Accounts payable and other liabilities .................................. 2,341 3,001
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Total liabilities ................................................. 468,682 457,651
--------- ---------
COMMITMENTS AND CONTINGENCIES ........................................... -- --
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value, 10,000,000 shares
authorized; 4,392,313 shares issued ................................. 44 44
Preferred stock, 5,000,000 shares authorized;
none issued ......................................................... -- --
Additional paid in capital ............................................ 45,193 44,618
Retained earnings ..................................................... 44,120 41,713
Unearned ESOP shares .................................................. (590) (757)
Treasury stock - 2,067,988 and 2,005,588 shares, at cost .............. (31,663) (29,968)
Unrealized gain on securities available-for-sale, net of
deferred income taxes ............................................... 531 716
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Total stockholders' equity ........................................ 57,635 56,366
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ........................ $ 526,317 $ 514,017
========= =========
- --------------------
*The consolidated balance sheet at September 30, 2002 has been taken from the
audited balance sheet at that date. See notes to unaudited consolidated
financial statements.
1
TECHE HOLDING COMPANY
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS)
For Three Months For Six Months
Ended March 31, Ended March 31,
--------------------------- ---------------------------
2003 2002 2003 2002
------------ ------------ ------------ ------------
INTEREST INCOME
Interest and fees on loans ............. $ 6,362 $ 7,222 $ 13,029 $ 14,787
Interest and dividends on investments .. 938 1,188 1,939 2,135
Other interest income .................. 90 93 185 177
----------- ----------- ----------- -----------
7,390 8,503 15,153 17,099
----------- ----------- ----------- -----------
INTEREST EXPENSE:
Deposits ............................... 1,986 2,707 4,170 5,800
Advances from Federal Home Loan Bank ... 1,485 1,410 2,994 2,721
----------- ----------- ----------- -----------
3,471 4,117 7,164 8,521
----------- ----------- ----------- -----------
NET INTEREST INCOME ...................... 3,919 4,386 7,989 8,578
PROVISION FOR LOAN LOSSES ................ 15 45 45 90
----------- ----------- ----------- -----------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES ........................ 3,904 4,341 7,944 8,488
----------- ----------- ----------- -----------
NON-INTEREST INCOME:
Service charges and other .............. 1,893 1,811 3,895 3,729
(Loss) Gain on sale of real estate owned (15) 23 (16) 20
Gain (Loss) on sale of fixed assets .... 2 -- 2 (3)
Other income ........................... 187 46 488 83
----------- ----------- ----------- -----------
TOTAL NON-INTEREST INCOME ................ 2,067 1,880 4,369 3,829
----------- ----------- ----------- -----------
Gain on sale of securities ............... 19 86 19 86
NON-INTEREST EXPENSE:
Compensation and employee benefits ..... 1,842 1,846 3,756 3,649
Occupancy expense ...................... 902 828 1,730 1,726
Marketing and professional ............. 412 488 891 988
Other operating expenses ............... 758 724 1,417 1,387
----------- ----------- ----------- -----------
TOTAL NON-INTEREST EXPENSE ......... 3,914 3,886 7,794 7,750
----------- ----------- ----------- -----------
INCOME BEFORE INCOME TAXES ............... 2,076 2,421 4,538 4,653
INCOME TAXES ............................. 717 850 1,566 1,620
----------- ----------- ----------- -----------
NET INCOME ............................... $ 1,359 $ 1,571 $ 2,972 $ 3,033
=========== =========== =========== ===========
BASIC EARNINGS PER COMMON SHARE .......... $ .60 $ .69 $ 1.31 $ 1.33
=========== =========== =========== ===========
DILUTED EARNINGS PER COMMON SHARE ........ $ .56 $ .65 $ 1.23 $ 1.27
=========== =========== =========== ===========
SHARES OUTSTANDING FOR EARNINGS PER
SHARE CALCULATIONS
BASIC .......................... 2,270,000 2,283,000 2,275,000 2,287,000
DILUTED ........................ 2,423,000 2,400,000 2,424,000 2,393,000
See notes to unaudited consolidated financial statements.
2
TECHE HOLDING COMPANY
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
For the Six Months
Ended March 31,
---------------------
2003 2002
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CASH FLOWS FROM OPERATING ACTIVITIES
Net income ......................................................... $ 2,972 $ 3,033
Adjustments to reconcile net income to net cash provided by
operating activities:
Accretion of discount and amortization of premium on investments
and mortgage-backed securities ............................... 561 57
Provision for loan losses ...................................... 45 90
Depreciation ................................................... 462 576
Other items - net .............................................. 329 (36)
-------- --------
Net cash provided by operating activities .................. 4,369 3,720
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of securities available for sale .......................... (30,354) (50,260)
Principal repayments on mortgage-backed securities available
for sale ......................................................... 15,424 13,397
Loan (originations) repayments, net ................................ (3,160) 22,074
Investment in FHLB stock ........................................... (69) (72)
Purchase of premises and equipment ................................. (340) (1,771)
Sales of investment securities available-for-sale .................. 134 309
Purchase of securities held to maturity ............................ -- (25,772)
Purchase of life insurance contracts ............................... -- (5,000)
Principal repayments on mortgage-backed securities held to maturity 10,167 2,564
-------- --------
Net cash used in investing activities .......................... (8,198) (44,531)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in deposits ........................................... 15,214 15,450
Net (decrease) increase in FHLB advances ........................... (3,227) 24,441
Net decrease in advance payments by borrowers for
taxes and insurance .............................................. (229) (657)
Dividends paid ..................................................... (565) (567)
Purchase of common stock for treasury .............................. (1,695) (1,385)
-------- --------
Net cash provided by financing activities ...................... 9,498 37,282
-------- --------
NET INCREASE (DECREASE) IN CASH ...................................... 5,669 (3,529)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD ....................... 35,375 24,108
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD ............................. $ 41,044 $ 20,579
======== ========
See notes to unaudited consolidated financial statements.
3
TECHE HOLDING COMPANY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - PRINCIPLES OF CONSOLIDATION
The consolidated financial statements as of and for the three and six month
periods ended March 31, 2003 and 2002 include the accounts of Teche Holding
Company (the "Company") and its subsidiary, Teche Federal Savings Bank (the
"Bank"). The Company's business is conducted principally through the Bank.
All significant intercompany accounts and transactions have been eliminated
in consolidation.
NOTE 2 - BASIS OF PRESENTATION
The accompanying consolidated financial statements were prepared in
accordance with instructions for Form 10-Q and, therefore, do not include
all information necessary for a complete presentation of consolidated
financial condition, results of operations, and cash flows in conformity
with accounting principles generally accepted in the United States of
America. However, all adjustments, consisting of normal recurring accruals,
which, in the opinion of management, are necessary for a fair presentation
of the consolidated financial statements have been included. The results of
operations for the period ended March 31, 2003 are not necessarily
indicative of the results which may be expected for the entire fiscal year
or any other period.
NOTE 3 - EARNINGS PER SHARE
Following is a summary of the information used in the computation of basic
and diluted income per common share for the three and six months ended
March 31, 2003 and 2002.
Three Months Ended Six Months Ended
March 31, March 31,
------------------ ----------------
2003 2002 2003 2002
------ ------ ------ ------
(In thousands)
Weighted average number of common
shares outstanding - used in computation
of basic income per common share .......... 2,270 2,283 2,275 2,287
Effect of dilutive securities:
Stock options ............................. 153 117 149 106
----- ----- ----- -----
Weighted average number of common
shares outstanding plus effect of dilutive
securities - used in computation of diluted
net income per common share ............... 2,423 2,400 2,424 2,393
===== ===== ===== =====
4
NOTE 4 - COMPREHENSIVE INCOME
Comprehensive income includes net income and other comprehensive income which,
in the case of the Company, only includes unrealized gains and losses on
securities available-for-sale. Following is a summary of the Company's
comprehensive income for the three and six months ended March 31, 2003 and 2002.
For three months For six months
Ended March 31, Ended March 31,
---------------- ---------------
2003 2002 2003 2002
------ ------ ------ ------
Net Income $1,359 $1,571 $2,972 $3,033
Other comprehensive income (loss), net of tax (55) (84) (185) (599)
------ ------ ------ ------
Total comprehensive income $1,304 $1,487 $2,787 $2,434
====== ====== ====== ======
5
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
The Company may from time to time make written or oral "forward-looking
statements" including statements contained in this Report and in other
communications by the Company which are made in good faith pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements, such as statements of the Company's plans,
objectives, expectations, estimates and intentions, involve risks and
uncertainties and are subject to change based on various important factors (some
of which are beyond the Company's control). The following factors, among others,
could cause the Company's financial performance to differ materially from the
plans, objectives, expectations, estimates and intentions expressed in such
forward-looking statements: the strength of the United States economy in general
and the strength of the local economies in which the Company conducts
operations; the effects of, and changes in, trade, monetary and fiscal policies
and laws, including interest rate policies of the Board of Governors of the
Federal Reserve System, inflation, interest rates, market and monetary
fluctuations; the timely development of and acceptance of new products and
services of the Company and the perceived overall value of these products and
services by users, including the features, pricing and quality compared to
competitors' products and services; the willingness of users to substitute
competitors' products and services for the Company's products and services; the
success of the Company in gaining regulatory approval of its products and
services, when required; the impact of changes in financial services' laws and
regulations (including laws concerning taxes, banking, securities and
insurance); technological changes; acquisitions; changes in consumer spending
and saving habits; and the success of the Company at managing the risks involved
in the foregoing.
Comparison of Financial Condition at March 31, 2003 and September 30, 2002
The Company's total assets at March 31, 2003 and September 30, 2002 totaled
$526.3 million and $514.0 million, respectively, an increase of $12.3 million or
2.4%.
Securities available-for-sale totaled $78.1 million and securities held to
maturity totaled $20.7 million at March 31, 2003, which represents an aggregate
increase of $3.8 million or 4.0% as compared to September 30, 2002.
Loans receivable totaled $353.8 million at March 31, 2003, which represented a
$3.2 million or 0.9% increase compared to September 30, 2002. During the quarter
and six months ended March 31, 2003, the Company de-emphasized long-term fixed
rate mortgage loans in view of the low interest rate environment, which resulted
in repayments of long term fixed rate mortgage loans exceeding loan originations
of such loans. While mortgage loans decreased during the quarter and six month
periods, consumer and commercial loans increased which resulted in the overall
$3.2 million increase in loans receivable.
Total deposits, after interest credited, at March 31, 2003, were $364.3 million,
which represents an increase of $15.2 million or 4.4%as compared to September
30, 2002.
At March 31, 2003, advances decreased $3.2 million or 3.1% as compared to the
amount at September 30, 2002, as a result of normal repayments on amortizing
advances.
Stockholders' equity increased to $57.6 million at March 31, 2003, from $56.4
million at September 30, 2002, primarily due to earnings, offset partially by
stock repurchased. During the six month period ended
6
March 31, 2003, the Company repurchased 62,400 shares at an average price of
approximately $27.16 per share.
Comparison of Operating Results for the Three and Six Months Ended March 31,
2003 and 2002
Net Income. The Company had net income of $1,359,000 or $0.56 per diluted share,
and $2,972,000 or $1.23 per share, for the three and six months ended March 31,
2003 as compared to net income of $1.6 million or $0.65 per share, and $3.0
million or $1.27 per share, for the three and six month periods ended March 31,
2002, respectively.
Total Interest Income. Total interest income decreased by $1.1 million or 13.1%
and $1.9 million or 11.4% for the three and six months ended March 31, 2003,
respectively, as compared to the same periods ended March 31, 2002 due primarily
to a decrease in the average balance of the mortgage loan portfolio. Also, the
average yield on loans decreased to 7.46% for the six months ended March 31,
2003 from 7.98% for the same period in 2002.
Total Interest Expense. Total interest expense decreased $646,000 or 15.7% and
$1.4 million or 15.9%, respectively, for the three and six month periods ended
March 31, 2003 due to a decrease in interest rates paid on deposits and
advances.
Net Interest Income. Net interest income decreased $467,000 or 10.7% and
$589,000 or 6.9% for the three and six month periods ended March 31, 2003, as
compared to the same periods ended March 31, 2002. Interest rates paid on
deposits and advances continued to decrease during the periods as a result of
lower market interest rates. Additionally, the Company increased the origination
of consumer and commercial loans, which have higher interest rates than mortgage
loans.
Provision for Loan Losses. The provision for loan losses decreased $30,000 and
$45,000, respectively, for the three and six month periods ended March 31, 2003,
as compared to the same periods in 2002, due primarily to management's
assessment of the performance of the loan portfolio.
Management periodically estimates the likely level of losses to determine
whether the allowance for loan losses is adequate to absorb probable losses in
the existing portfolio. Based on these estimates, an amount is charged or
credited to the provision for loan losses and credited or charged to the
allowance for loan losses in order to adjust the allowance to a level determined
to be adequate to absorb anticipated future losses. These estimates are made at
least every quarter and there has been no significant changes in the Company's
estimation methods during the current period.
Management's judgment as to the level of the allowance for loan losses involves
the consideration of current economic conditions and their potential effects on
specific borrowers, an evaluation of the existing relationships among loans,
known and inherent risks in the loan portfolio and the present level of the
allowance, results of examination of the loan portfolio by regulatory agencies
and management's internal review of the loan portfolio. In determining the
collectibility of certain loans, management also considers the fair value of any
underlying collateral. In addition, management considers changes in loan
concentrations, quality and terms that occurred during the period in determining
the appropriate amount of the allowance for loan losses. Because certain types
of loans have higher credit risk, greater concentrations of such loans may
result in an increase to the allowance. For this reason, management segregates
the loan portfolio by type of loan and number of days of past due loans.
Management also considers qualitative factors in determining the amount of the
allowance such as the level of and trends in non-performing loans during the
period, the Bank's historical loss experience and historical charge-off
percentages for state and national savings associations for similar types of
loans. In recent years, the
7
Bank's charge-offs have been low and, consequently, additions to the allowance
have been more reflective of other qualitative factors such as the types of
loans added during the period and statistical analysis of local and national
charge-off percentages.
Non-Interest Income. Total non-interest income increased $187,000 and $540,000
for the three and six month periods ended March 31, 2003, primarily due to an
increase in fee income from demand deposit accounts, as compared to the same
periods in 2002. The increase is attributable to management's continuing focus
on charging appropriate fees for the Bank's services and also to a higher volume
of service charge transactions and accounts. The six month period ended March
31, 2003 also includes a $120,000 gain from the sale of the Bank's visa loan
portfolio and $275,000 of increase from life insurance contracts.
Gain on Sale of Securities. The Company realized a gain of $19,000 in the three
and six month periods ended March 31, 2003 from the sale of equity securities.
Non-Interest Expense. Total non-interest expense increased slightly $28,000 and
$44,000, respectively, during the three and six months ended March 31, 2003, as
compared to the same periods in 2002
Income Tax Expense. Income taxes remained relatively stable at approximately
34.5% of income before income taxes for the three and six months period ended
March 31, 2003.
Liquidity and Capital Resources
Under current Office of Thrift Supervision ("OTS") regulations, the Bank is
required to maintain certain levels of capital. As of March 31, 2003, the Bank
was in compliance with its three regulatory capital requirements as follows:
Amount Percent
------ -------
(In thousands)
Tangible capital.......................... $47,693 9.12%
Tangible capital requirement.............. 10,462 2.00%
------ -----
Excess over requirement................... $37,231 7.12%
====== =====
Core capital.............................. $47,693 9.12%
Core capital requirement.................. 20,925 4.00%
------ -----
Excess over requirement................... $26,768 5.12%
====== =====
Risk based capital........................ $51,046 17.64%
Risk based capital requirement............ 23,152 8.00%
------ -----
Excess over requirement................... $27,894 9.64%
====== =====
Management believes that under current regulations, the Bank will continue to
meet its minimum capital requirements in the foreseeable future. Events beyond
the control of the Bank, such as increased interest rates or a downturn in the
economy in areas in which the Bank operates could adversely affect future
earnings and as a result, the ability of the Bank to meet its future minimum
capital requirements.
8
The Bank's liquidity is a measure of its ability to fund loans, pay withdrawals
of deposits, and other cash outflows in an efficient, cost effective manner. The
Bank's primary source of funds are deposits and scheduled amortization and
repayments of loan and mortgage-backed principal. The Bank also utilizes
advances from the Federal Home Loan Bank of Dallas for its investment and
lending activities. As of March 31, 2003, such borrowed funds totaled $100.2
million. Loan payments, maturing investments and mortgage-backed security
prepayments are greatly influenced by general interest rates, economic
conditions and competition.
Quantitative and Qualitative Disclosures About Market Risk
There have been no significant changes from the information regarding market
risk disclosed under the heading "Asset and Liability Management" in the
Company's Annual Report for the fiscal year ended September 30, 2002.
Key Operating Ratios
At or For the At or For the
Three Months Ended Six Months Ended
March 31, March 31,
------------------ -----------------
2003(1) 2002(1) 2003(1) 2002(1)
------- ------- ------- -------
(Unaudited) (Unaudited)
Return on average assets ........... 1.05% 1.25% 1.15% 1.23%
Return on average equity ........... 9.48% 11.93% 10.44% 11.52%
Average interest rate spread ....... 2.89% 3.20% 2.95% 3.16%
Nonperforming assets to total assets 0.28% 0.36% 0.28% 0.36%
Nonperforming loans to total loans . 0.31% 0.46% 0.31% 0.46%
Average net interest margin ........ 3.24% 3.66% 3.32% 3.65%
Tangible book value per share....... $24.79 $22.37 $24.79 $22.37
- ------------------
(1) Annualized where appropriate.
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The Chief Executive Officer and the Chief Financial Officer (the "Certifying
Officers") have evaluated the effectiveness of the Company's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
report and have concluded that such controls and procedures ensured that
material information was made known to them, particularly during the period in
which the periodic report was being prepared.
Internal Controls
The Certifying Officers have concluded that there were no significant
deficiencies in the design or operation of internal controls which could
adversely affect the Company's ability to record, process, summarize and report
financial data; nor have there been any significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of their evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
9
TECHE HOLDING COMPANY AND SUBSIDIARIES
PART II
ITEM 1. LEGAL PROCEEDINGS
Neither the Company nor the Bank was engaged in any legal proceeding
of a material nature at March 31, 2003. From time to time, the Company
is a party to legal proceedings in the ordinary course of business
wherein it enforces its security interest in loans.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On January 22, 2003, the Company held its annual meeting of
stockholders and the following items were presented:
Election of Directors: Robert Judice, Jr. was reelected as a director
for a one year term ending in 2004 and until his successor is elected
and qualified with 2,117,626 votes in favor and 3,387 votes withheld.
J.L. Chauvin was reelected as a director for a two year term ending in
2005 and until his successor is elected and qualified with 2,090,776
votes in favor and 30,237 votes withheld. Henry L. Friedman, Robert
Earl Mouton, Christian Olivier, Jr., W. Ross Little, Jr. were
reelected as directors each for a three year term ending in 2006 and
until their successors are elected and qualified with 2,117,601,
2,116,226, 2,117,601 and 2,099,776 votes in favor, respectively, and
3,412, 4,787, 3,412 and 30,237 votes, respectively, withheld.
Ratification of the appointment of Deloitte & Touche LLP as the
Company's auditors for the 2003 fiscal year: Deloitte & Touche LLP was
ratified as the Company's auditors with 2,117,088 votes for, 2,000
votes against, and 1,925 abstentions.
ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits 99.1
Certification pursuant to 18 U.S.C. ss.1350, as adopted pursuant
to ss.906 of the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K
None.
10
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.
TECHE HOLDING COMPANY
Date: May 14, 2003 By: /s/Patrick O. Little
------------------------------------------
Patrick O. Little
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 14, 2003 By: /s/J.L. Chauvin
------------------------------------------
J. L. Chauvin
Vice President and Chief Financial Officer
(Principal Accounting Officer)
11
SECTION 302 CERTIFICATION
I, Patrick O. Little, President and Chief Executive Officer, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Teche Holding
Company;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
(a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
(b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and
(c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
(a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
(b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
6. The registrant's other certifying officer and I have indicated in this
quarterly report whether there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses.
Date: May 14, 2003 /s/Patrick O. Little
-----------------------------------------
Patrick O. Little
President and Chief Executive Officer
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SECTION 302 CERTIFICATION
I, J.L. Chauvin, Vice President and Treasurer, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Teche Holding
Company;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
(a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
(b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this quarterly report (the "Evaluation Date"); and
(c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
(a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
(b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
6. The registrant's other certifying officer and I have indicated in this
quarterly report whether there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses.
Date: May 14, 2003 /s/J.L. Chauvin
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J.L. Chauvin
Vice President and Treasurer
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