SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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, 2005
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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
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APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of May 12, 2005.
Class Outstanding
- ------------------------------------ -------------------
$.01 par value common stock 2,240,689
TECHE HOLDING COMPANY
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2005
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 11
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 11
Item 3. Defaults upon Senior Securities 11
Item 4. Submission of Matters to a Vote of Security Holders 11
Item 5. Other Materially Important Events 12
Item 6. Exhibits 12
SIGNATURES 13
TECHE HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
At At
March 31, September 30,
2005 2004
------------ ------------
(unaudited)
ASSETS
Cash and cash equivalents.................................................... $ 15,865 $ 15,362
Securities available-for-sale, at
fair value (amortized cost of $89,596 and $99,741)......................... 88,042 98,939
Securities held to maturity (estimated fair value of $36,864 and $21,812).... 37,444 21,636
Loans receivable, net of allowance for loan losses
of $4,350 and $4,365)...................................................... 504,648 471,327
Accrued interest receivable.................................................. 2,639 2,507
Investment in Federal Home Loan Bank stock, at cost.......................... 8,676 8,561
Real estate owned, net....................................................... 756 194
Prepaid expenses and other assets............................................ 2,314 1,844
Goodwill..................................................................... 3,630 3,529
Life insurance contracts..................................................... 10,094 9,832
Premises and equipment, at cost less accumulated depreciation................ 19,083 19,303
-------- --------
TOTAL ASSETS........................................................... $693,191 $653,034
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits..................................................................... $487,707 $432,417
Advances from Federal Home Loan Bank......................................... 140,454 154,439
Advance payments by borrowers for taxes and insurance........................ 920 1,578
Accrued interest payable..................................................... 817 748
Accounts payable and other liabilities....................................... 3,347 3,565
-------- --------
Total liabilities...................................................... 633,245 592,747
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COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value, 10,000,000 shares
authorized; 4,499,497 shares issued...................................... 45 45
Preferred stock, 5,000,000 shares authorized; none issued.................. - -
Additional paid in capital................................................. 47,401 46,785
Retained earnings.......................................................... 52,779 50,789
Unearned ESOP shares....................................................... (213) (283)
Treasury stock - 2,269,328 and 2,208,828 shares, at cost................... (38,850) (36,527)
Unrealized loss on securities available-for-sale, net of
deferred income taxes.................................................... (1,216) (522)
-------- --------
Total stockholders' equity............................................. 59,946 60,287
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY............................. $693,191 $653,034
======== ========
See notes to unaudited consolidated financial statements.
1
TECHE HOLDING COMPANY
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER SHARE DATA)
For the Three Months For the Six Months
Ended March 31, Ended March 31,
------------------------------ -----------------------------
2005 2004 2005 2004
--------- --------- -------- --------
INTEREST INCOME
Interest and fees on loans........................... $7,818 $6,235 $15,328 $12,286
Interest and dividends on investments................ 1,245 1,285 2,317 2,489
Other interest income................................ 23 4 42 9
------- ------- ------- -------
TOTAL INTEREST INCOME......................... 9,086 7,524 17,687 14,784
------- ------- ------- -------
INTEREST EXPENSE:
Deposits............................................. 2,200 1,564 4,234 3,203
Advances from Federal Home Loan Bank................. 1,760 1,607 3,432 3,136
------- ------- ------- -------
TOTAL INTEREST EXPENSE........................ 3,960 3,171 7,666 6,339
------- ------- ------- -------
NET INTEREST INCOME.................................... 5,126 4,353 10,021 8,445
PROVISION FOR LOAN LOSSES.............................. 30 15 60 30
------- ------- ------- -------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES...................................... 5,096 4,338 9,961 8,415
------- ------- ------- -------
NON-INTEREST INCOME:
Service charges and other............................ 2,276 2,204 4,572 4,440
Gain on sale of real estate owned.................... 18 - 13 18
(Loss) Gain on sale of fixed assets.................. - (2) - 91
Other income......................................... 466 211 675 409
------- ------- ------- -------
TOTAL NON-INTEREST INCOME..................... 2,760 2,413 5,260 4,958
------- ------- ------- -------
Gain on sale of securities ............................ 17 32 25 32
NON-INTEREST EXPENSE:
Compensation and employee benefits................... 2,647 2,196 5,255 4,298
Occupancy expense.................................... 1,166 987 2,246 1,915
Marketing and professional........................... 813 580 1,572 1,106
Other operating expenses............................. 964 832 1,746 1,494
------- ------- ------- -------
TOTAL NON-INTEREST EXPENSE.................... 5,590 4,595 10,819 8,813
------- ------- ------- -------
INCOME BEFORE INCOME TAXES............................. 2,283 2,188 4,427 4,592
INCOME TAXES........................................... 743 700 1,439 1,469
------- ------- ------- -------
NET INCOME............................................. $ 1,540 $ 1,488 $ 2,988 $ 3,123
======= ======= ======= =======
BASIC EARNINGS PER COMMON SHARE........................ $ 0.69 $ 0.67 $ 1.34 $ 1.40
======= ======= ======= =======
DILUTED EARNINGS PER COMMON SHARE...................... $ 0.66 $ 0.62 $ 1.27 $ 1.31
======= ======= ======= =======
SHARES OUTSTANDING FOR EARNINGS PER
SHARE CALCULATIONS
BASIC......................................... 2,224,000 2,226,000 2,228,000 2,224,000
DILUTED....................................... 2,348,000 2,385,000 2,349,000 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,
2005 2004
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CASH FLOWS FROM OPERATING ACTIVITIES
Net income ............................................................. $ 2,988 $ 3,123
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..................................... 203 275
Provision for loan losses............................................ 60 30
Depreciation......................................................... 587 486
Increase in accrued interest receivable.............................. (132) --
Increase in prepaid expenses and other assets........................ (500) (316)
Decrease in accounts payable and other liabilities................... (218) (409)
Other items - net.................................................... (82) (128)
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Net cash provided by operating activities........................ 2,906 3,061
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of securities available for sale................................ -- (20,655)
Purchase of securities held to maturity.................................. (19,392) --
Principal repayments on mortgage-backed securities available
for sale............................................................... 9,991 13,172
Principal repayments on securities held to maturity...................... 3,535 4,335
Net loan origination repayments.......................................... (33,381) (33,718)
Investment in FHLB stock................................................. (115) (1,290)
Purchase of premises and equipment ................................. (367) (2,160)
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Net cash used in investing activities............................ (39,729) (40,316)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in deposits................................................. 55,290 13,947
Net increase (decrease) in FHLB advances................................. (13,985) 27,456
Net decrease in advance payments by borrowers for
taxes and insurance.................................................... (658) (547)
Dividends paid........................................................... (998) (630)
Purchase of common stock for treasury.................................... (2,323) (1,532)
------- -------
Net cash provided by financing activities........................ 37,326 38,694
------- -------
NET INCREASE IN CASH....................................................... 503 1,439
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD............................. 15,362 14,439
------- -------
CASH AND CASH EQUIVALENTS, END OF PERIOD................................... $15,865 $15,878
======= =======
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, 2005 and 2004 include the accounts of
Teche Holding Company (the "Company") and its subsidiary, Teche Federal
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 three
and six month periods ended March 31, 2005, 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, 2005 and 2004.
Three Months Ended Six Months Ended
March 31, March 31,
----------------------- ---------------------
2005 2004 2005 2004
---- ---- ---- ----
(In thousands)
Weighted average number of common
shares outstanding - used in computation
of basic income per common share............ 2,224 2,226 2,228 2,224
Effect of dilutive securities:
Stock options............................... 124 159 121 169
----- ----- ----- -----
Weighted average number of common
shares outstanding plus effect of dilutive
securities - used in computation of diluted
net income per common share................. 2,348 2,385 2,349 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, 2005 and 2004.
For three months For six months
Ended March 31, Ended March 31,
--------------- ---------------
2005 2004 2005 2004
---- ---- ---- ----
Net Income $1,540 $1,488 $2,988 $3,123
Other comprehensive income (loss), net of tax (646) 542 (694) 424
------- ------ ------ ------
Total comprehensive income $ 894 $2,030 $2,294 $3,547
======= ====== ====== ======
NOTE 5 - STOCK BASED COMPENSATION
The Company applies the Accounting Principles Board (APB) Opinion No.
25 and related interpretations in accounting for its stock options.
Accordingly, no compensation cost has been recognized. The Company has
adopted the disclosure-only option under SFAS No. 123. Had compensation
costs for the Company's stock options been determined based on the fair
value at the grant date, consistent with the method under SFAS No. 123,
the Company's net income and income per share would have been as
indicated below:
Options for 31,100 shares of the Company's stock were granted during
the three months ended December 31, 2004. These options were
immediately vested and are exercisable at $39.00 per share for ten
years from the date of grant. The fair value of these options was
$10.40 per share.
In December 2004, the FASB issued Statement 123R, Share-Based Payment,
an Amendment of FASB Statements No. 123 and 95 (SFAS 123R), which will
require all companies to measure compensation cost for all share-based
payments (including employee stock options) at fair value and will be
effective for public companies for interim or annual periods beginning
after June 15, 2005. This Statement will eliminate the ability to
account for stock-based compensation transactions using APB 25 and,
generally, will require instead that such transactions be accounted for
using a fair-value based method. The Company will be required to begin
expensing stock options in the fourth quarter of fiscal year 2005.
5
For three months For six months
Ended March 31, Ended March 31,
--------------- ---------------
2005 2004 2005 2004
---- ---- ---- ----
Net Income:
As reported $1,540 $1,488 $2,988 $3,123
Deduct total stock based compensation
determined under fair value method (40) (50) (330) (100)
------ ------ ------ ------
Pro forma $1,500 $1,438 $2,658 $3,023
====== ====== ====== ======
Basic income per share:
As reported $ 0.69 $ 0.67 $ 1.34 $ 1.40
Pro forma $ 0.67 $ 0.67 $ 1.19 $ 1.36
Diluted income per share:
As reported $ 0.66 $ 0.67 $ 1.27 $ 1.31
Pro forma $ 0.64 $ 0.60 $ 1.13 $ 1.26
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
6
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, 2005 and September 30, 2004
The Company's total assets at March 31, 2005 and September 30, 2004 totaled
$693.2 million and $653.0 million, respectively, an increase of $40.2 million or
6.2%.
Securities available-for-sale totaled $88.0 million and securities held to
maturity totaled $37.4 million at March 31, 2005, which represents an aggregate
increase of $4.9 million or 4.1% as compared to September 30, 2004.
Loans receivable totaled $504.6 million at March 31, 2005, which represented a
$33.3 million or 7.1% increase compared to September 30, 2004. The Company has
de-emphasized long-term fixed rate mortgage loans in view of the low interest
rate environment. While conventional mortgage loans decreased during the quarter
and six month periods, commercial loans increased by $32.4 million, which
resulted in the overall $33.3 million increase in loans receivable.
Total deposits, after interest credited, at March 31, 2005, were $487.7 million,
which represents an increase of $55.3 million or 12.8% as compared to September
30, 2004. Deposits increased primarily due to growth in time deposits and
transaction accounts.
At March 31, 2005, advances decreased $14.0 million or 9.1% as compared to the
amount at September 30, 2004. Short-term advances were repaid from funds
generated from deposit growth during the period.
Stockholders' equity decreased slightly to $59.9 million at March 31, 2005, from
$60.3 million at September 30, 2004, primarily due to dividends, stock
repurchased and adjustments for securities available for sale. During the six
month period ended March 31, 2005, the Company repurchased 60,500 shares at an
average price of approximately $38.38 per share.
Comparison of Operating Results for the Three and Six Months Ended March 31,
2005 and 2004
Net Income. The Company had net income of $1,540,000 or $0.66 per diluted share,
and $2,988,000 or $1.27 per share, for the three and six months ended March 31,
2005 as compared to net income of $1,488,000 or $0.62 per share, and $3,123,000
or $1.31 per share, for the three and six month periods ended March 31, 2004,
respectively.
The Company's acquisition of St. Landry Financial Corporation and its
subsidiary, First Federal Savings & Loans Association of Opelousas on July 2,
2004 contributed to higher interest income and higher non- interest expense
during the three and six months ended March 31, 2005 as compared to the same
periods in 2004. The higher average balance of interest-earning assets and
interest-bearing deposits is attributable in part to the loans and securities
acquired in the merger. The increase in non-interest expenses is due in part to
the addition of two new branch offices from the merger.
Total Interest Income. Total interest income increased $1,562,000 or 20.8% and
$2,903,000 or 19.6% for the three and six months ended March 31, 2005,
respectively, as compared to the same periods ended March 31, 2004. The average
balance of loans increased in the 2005 periods as compared to the 2004 periods,
which were partially offset by a decrease in the average yield on loans to 6.21%
for the six months
7
ended March 31, 2005, from 6.56% for the same period in 2004. Average yields on
loans for the quarters ending March 31, 2005 and 2004 were 6.17% and 6.49%,
respectively.
Total Interest Expense. Total interest expense increased $789,000 or 24.9% and
$1.3 million or 20.9%, respectively, for the three and six month periods ended
March 31, 2005 due to an increase in the average balance of deposits and
advances.
Net Interest Income. Net interest income increased $773,000 or 17.8% and
$1,576,000 or 18.7% for the three and six month periods ended March 31, 2005, as
compared to the same periods ended March 31, 2004. The Company increased the
origination of consumer and commercial loans, which have higher interest rates
than residential mortgage loans.
Provision for Loan Losses. The provision for loan losses increased $15,000 and
$30,000, respectively, for the three and six month periods ended March 31, 2005,
as compared to the same periods in 2004, 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. Because the Bank's charge-offs have historically 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 $347,000 and $302,000
for the three and six month periods ended March 31, 2005, respectively,
primarily due to an increase in fee income from demand deposit accounts, as
compared to the same periods in 2004. 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.
Gain on Sale of Securities. The Company realized a gain of $17,000 and $25,000
in the three and six month periods ended March 31, 2005 from the sale of equity
securities.
8
Non-Interest Expense. Total non-interest expense increased $995,000 and
$2,006,000, respectively, during the three and six months ended March 31, 2005,
as compared to the same periods in 2004 due primarily to new branches opened in
the Baton Rouge and Lafayette markets and the Company's acquisition of St.
Landry Financial Corporation on July 2, 2004..
Income Tax Expense. Income taxes remained relatively stable for the three and
six months periods.
Liquidity and Capital Resources
Under current OTS regulations, the Bank is required to maintain certain levels
of capital. As of March 31, 2005, the Bank was in compliance with its three
regulatory capital requirements as follows:
Amount Percent
------ -------
(In thousands)
Tangible capital.................... $53,927 7.83%
Tangible capital requirement........ 13,779 2.00%
------- -----
Excess over requirement............. $40,148 5.83%
======= =====
Core capital........................ $53,927 7.83%
Core capital requirement............ 27,557 4.00%
------- -----
Excess over requirement............. $26,370 3.83%
======= =====
Risk based capital.................. $58,049 13.86%
Risk based capital requirement...... 33,511 8.00%
------- ------
Excess over requirement............. $24,538 5.86%
======= ======
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.
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, 2005, such borrowed funds totaled $140.5
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, 2004.
9
Key Operating Ratios
At or For the At or For the
Three Months Ended Six Months Ended
March 31, March 31,
----------- ----------
2005(1) 2004(1) 2005(1) 2004(1)
------- ------- ------- -------
Unaudited) (Unaudited)
Return on average assets.................. 0.89% 1.04% 0.89% 1.12%
Return on average equity.................. 10.26% 10.29% 9.95% 10.88%
Average interest rate spread.............. 2.98% 3.04% 2.98% 2.99%
Nonperforming assets to total assets...... 0.45% 0.16% 0.45% 0.16%
Nonperforming loans to total loans........ 0.47% 0.20% 0.47% 0.20%
Average net interest margin............... 3.18% 3.29% 3.20% 3.27%
Tangible book value per share............. $24.92 $25.90 $24.92 $25.90
- ----------------
(1) Annualized where appropriate.
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
(a) Evaluation of disclosure controls and procedures. Based on their evaluation
------------------------------------------------
of the Company's disclosure controls and procedures (as defined in Rule
13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")),
the Company's principal executive officer and principal financial officer
have concluded that as of the end of the period covered by this Quarterly
Report on Form 10-Q such disclosure controls and procedures are effective
to ensure that information required to be disclosed by the Company in
reports that it files or submits under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in
Securities and Exchange Commission rules and forms.
(b) Changes in internal control over financial reporting. During the quarter
------------------------------------------------------
under report, there was no change in the Company's internal control over
financial reporting that has materially affected, or is reasonably likely
to materially affect, the Company's internal control over financial
reporting.
10
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, 2005. 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. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
The following table provides information on repurchases by the
Company of its common stock in each month of the quarter ended
March 31, 2005:
ISSUER PURCHASES OF EQUITY SECURITIES
(a) Total (c) TotalNumber of (d) Maximum Number (or
Number of (b) Average Shares (or Units) Approximate Dollar Value) of
Shares (or Price Paid Purchased as Part of Shares (or Units) that May yet
Units per Share Publicly Announced Be Purchased Under the Plans
Period Purchased (or Unit) Plans or Programs or Programs
- ----------------- ------------- ------------- --------------------- -------------------------------
January 1-31, 2005 -0- -0- -0- 59,500
February 1-28, 2005 -0- -0- -0- 59,500
March 1-31, 2005 20,000 $36.80 20,000 39,500
Total
The total number of shares repurchased during the quarter was
directly related to the Company's publicly announced stock
repurchase plan.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On January 25, 2005, the Company held its annual meeting of
stockholders and the following items were presented:
Election of Directors: J. L Chauvin was reelected as a
director for a three year term ending in 2008 and until his
successor is elected and qualified with 2,130,295 votes in
favor and 12,133 votes withheld. Mary Coon Biggs was reelected
as a director for a three
11
year term ending in 2008 and until her successor is elected
and qualified with 2,128,295 votes in favor and 14,133 votes
withheld. Thomas F. Kramer was reelected as a director for a
three year term ending in 2008 and until his successor is
elected and qualified with 2,136,640 votes in favor and 5,788
votes withheld.
Ratification of the appointment of Deloitte & Touche LLP as
the Company's auditors for the 2005 fiscal year: Deloitte &
Touche LLP was ratified as the Company's auditors with 829,855
votes for, 88,811 votes against, and 41,006 abstentions.
ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS
Not applicable.
ITEM 6. EXHIBITS
31 Certifications pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
32 Certification pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
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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 16, 2005 By: /s/Patrick O. Little
--------------------------------------
Patrick O. Little
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 16, 2005 By: /s/J.L. Chauvin
--------------------------------------
J.L. Chauvin
Vice President and Chief Financial Officer
(Principal Accounting Officer)
13