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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000
COMMISSION FILE NUMBER 0-6136
CORUS BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
MINNESOTA 41-0823592
(State of incorporation or organization) (I.R.S. Employer Identification No.)
3959 N. LINCOLN AVE., CHICAGO, ILLINOIS 60613-2431
(Address of principal executive offices) (Zip Code)
(773) 832-3088
(Registrant's telephone number)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
TITLE OF EACH CLASS NAME OF EXCHANGE ON WHICH REGISTERED
Common stock, par value $0.05 per share NASDAQ
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 and
(2) has been subject to such filing 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. [ ]
On February 28, 2001, the Registrant had 14,143,140 common shares
outstanding. Of these, 6,899,530 common shares having an aggregate market value
(based on the closing price for these shares as reported in a summary of
national market issues in The Wall Street Journal for stocks listed on NASDAQ on
February 28, 2001) of approximately $340.7 million, were owned by shareholders
other than directors and executive officers of the Registrant and any other
person known by the Registrant as of the date hereof to beneficially own five
percent or more of Registrant's common shares.
DOCUMENTS INCORPORATED BY REFERENCE
Parts I and II of this Form 10-K incorporate by reference certain
information from the Registrant's 2000 Annual Report to Shareholders. Part III
of this Form 10-K incorporates by reference certain information from the
Registrant's definitive Proxy Statement dated March 19, 2001 for its Annual
Meeting of Shareholders to be held on April 23, 2001.
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PART I
ITEM 1. BUSINESS
Corus Bankshares, Inc. ("Corus"), incorporated in Minnesota in 1958, is a bank
holding company registered under the Bank Holding Company Act of 1956. Corus
provides consumer and corporate banking products and services through its
wholly-owned banking subsidiary, Corus Bank, N.A.
The bank has eleven branches in the Chicago metropolitan area and offers general
banking services such as checking, savings, money market and time deposit
accounts; commercial, mortgage, home equity, student and personal loans; safe
deposit boxes and a variety of additional services. The bank also provides
clearing, depository and credit services to more than 525 currency exchanges in
the Chicago area and an additional 20 in Milwaukee, Wisconsin. In October 2000,
Corus sold its trust and investment management services business. In December
2000, Corus sold the majority of its student loans and has an agreement to sell
the remaining balance to the same buyers in the second quarter of 2001.
COMPETITION
All of Corus' principal business activities are highly competitive. Corus
competes actively with other financial services providers offering a wide array
of financial products and services. The competitors include other banks, savings
and loan associations, credit unions, brokerage firms, finance companies,
insurance companies, mutual funds and mortgage bankers. Competition is generally
in the form of interest rates and points charged on loans, interest rates paid
on deposits, service charges, banking hours, fiduciary services and other
service-related products.
EMPLOYEES
At December 31, 2000, Corus employed a total of 579 full-time equivalent
persons, consisting of 127 executives, management and supervisory personnel and
452 clerical and secretarial employees.
SUPERVISION AND REGULATION
General
Corus is a bank holding company within the meaning of the Bank Holding Company
Act of 1956, as amended ("the Act"), and is registered as such with the Board of
Governors of the Federal Reserve System ("the Federal Reserve Board"). The Act
requires every bank holding company to obtain the prior approval of the Federal
Reserve Board before acquiring, merging with or consolidating into another bank
holding company, acquiring substantially all the assets of any bank, or
acquiring direct or indirect ownership or control of 5% or more of the voting
shares of any bank or bank holding company.
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The Act also prohibits a bank holding company, with certain exceptions, from
acquiring direct or indirect ownership or control of 5% or more of the voting
shares of any company which is not a bank and from engaging in any business
other than that of banking, managing and controlling banks or furnishing
services to banks and their subsidiaries. However, Corus may engage in and own
shares of companies engaged in certain businesses determined by the Federal
Reserve Board to be closely related to banking or managing or controlling banks.
The Illinois Bank Holding Company Act of 1957 ("the Illinois Act"), as amended,
permits Corus to acquire banks located anywhere in Illinois. Other amendments of
the Illinois Act authorize combinations between banks and bank holding companies
located in Illinois and banks and bank holding companies located in another
state if that other state has passed legislation granting similar privileges to
Illinois banks and bank holding companies. Effective December 1, 1990, holding
companies from any state were permitted to acquire Illinois banks and bank
holding companies if the other state allows Illinois bank holding companies the
same privilege. In June 1993, the Illinois Act was amended to eliminate all
branch restrictions. Accordingly, banks located in Illinois are permitted to
establish branches anywhere in the state.
Corus' subsidiary bank is a national bank and, as such, is supervised, examined
and regulated by the Office of the Comptroller of the Currency under the
National Bank Act. Since a national bank is also a member of the Federal Reserve
System and its deposits are insured by the Federal Deposit Insurance Corporation
("FDIC"), the subsidiary bank is also subject to the applicable provisions of
the Federal Reserve Act, the Federal Deposit Insurance Act, and, in certain
respects, to state laws applicable to financial institutions.
The subsidiary bank is subject to FDIC deposit insurance assessments. Under the
FDIC's risk-based assessment system, the assessment rate is based on
classification of a depository institution in one of nine risk assessment
categories. Such classification is based upon the institution's capital level
and upon certain supervisory evaluations of the institution by its primary
regulator. The subsidiary bank's FDIC deposit insurance cost for 2001 will be
approximately 0.02% of deposits.
The Federal Deposit Insurance Corporation Improvement Act of 1991 ("FDICIA")
initiated new intense regulation for the financial services industry. FDICIA
made significant changes in the legal environment for insured banks, including
reductions in insurance coverage for certain types of deposits, increases in
consumer-oriented requirements, and substantial revisions in the supervision,
examination and audit processes. FDICIA also required new reporting by banks and
mandated adoption of new regulations concerning capital, liquidity, internal
controls, safety and soundness and prompt corrective action.
Capital Adequacy
The Federal Reserve Board established risk-based capital guidelines that require
bank holding companies to maintain minimum ratios. The main objective of the
risk-based capital requirements is to provide a fair and consistent framework
for comparing capital positions of all banking institutions. Under these
guidelines, capital consists of two components, core capital elements (Tier 1
capital) and supplementary capital elements (Tier 2 capital). Assets and
off-balance-sheet items are assigned broad risk categories. The aggregate dollar
value of each category is multiplied by a risk weight associated with that
category.
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In 1992, the FDIC adopted new regulations that defined five capital categories
for purposes of implementing the requirements under FDICIA. The five capital
categories, which range from "well-capitalized" to "critically
under-capitalized", are based on the level of risk-based capital measures. The
minimum risk-based capital ratios for Tier 1 capital to risk-weighted assets and
total risk-based capital to risk-weighted assets to be classified as
well-capitalized are 6.0% and 10.0%, respectively. At December 31, 2000, Corus'
Tier 1 capital and total risk-based capital ratios were 16.0% and 18.6%,
respectively.
In addition, bank regulatory agencies established a leverage ratio to supplement
the risk-based capital guidelines. The leverage ratio is intended to ensure that
adequate capital is maintained against risks other than credit risk. A minimum
required ratio of Tier 1 capital to total assets of 3.0% is required for the
highest quality bank holding companies that are not anticipating or experiencing
significant growth. All other banking institutions must maintain a leverage
ratio of 4.0% to 5.0% depending upon an institution's particular risk profile.
At December 31, 2000, Corus' leverage ratio was 14.0%.
Interstate Banking
The Riegle-Neal Interstate Bank and Branching Efficiency Act of 1994 ("IBBA")
permits bank holding companies that are adequately capitalized and managed to
acquire banks located in any other state after September 29, 1995, subject to
certain statewide and nationwide deposit concentration limits. States may
prohibit acquisition of banks that have not been in existence for at least five
years.
The interstate branching by merger provisions were effective on June 1, 1997,
unless a state takes legislative action prior to that date. The long-term
effects on Corus of such changes in interstate banking and branching laws cannot
be predicted. However, it is likely that there will be increased competition
from national and regional banking firms headquartered outside of Illinois.
Graham-Leach-Bliley Act of 1999
The enactment of the Graham-Leach-Bliley Act of 1999 ("the GLB act") repeals
sections 20 and 32 of the Banking Act of 1933 ("the Act"), allowing new
opportunities to be available for banks, other depository institutions,
insurance companies and securities firms to enter into combinations that permit
a single financial services organization to offer customers a more complete
array of financial products and services. To further this goal, the GLB Act
amends section 4 of the Act providing a new regulatory framework for regulation
through the financial holding company ("FHC"), which will have as its umbrella
regulator the Federal Reserve Board. Functional regulation of the FHC's
separately regulated subsidiaries will be conducted by their primary functional
regulator. Pursuant to the GLB Act, bank holding companies, subsidiary
depository institutions thereof and foreign banks electing to qualify as a FHC
must be "well managed", "well capitalized" and at least rated satisfactory under
the Community Reinvestment Act in order for them to engage in new financial
activities. The GLB Act also provides a federal right to privacy of non-public
personal information of individual customers.
STATISTICAL DATA
Pages 4 through 9 contain supplemental statistical data. This data should be
read in conjunction with Corus' Management's Discussion and Analysis of
Financial Statements and the Consolidated Financial Statements and notes thereto
of the 2000 Annual Report to Shareholders ("2000 Annual Report"), incorporated
herein by reference in response to Items 7 and 8 hereof.
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SECURITIES PORTFOLIO
Carrying Value of Securities by Category
The carrying value of securities held by Corus were as follows:
(THOUSANDS) DECEMBER 31
----------------------------------------
2000 1999 1998
-------- -------- --------
Available-for-sale
U.S. Government and agencies ......... $ 25,851 $124,141 $529,374
Corporate debt securities ............ 107,136 57,851 30,173
Common stocks ........................ 160,943 169,927 185,698
Mortgage backed securities ........... 144,452 128,117 145,591
Other ................................ 3,595 7,207 6,832
-------- -------- --------
Total ............................. $441,977 $487,243 $897,668
======== ======== ========
Held-to-maturity
State and municipal .................. $ 1,418 $ 1,556 $ 2,168
U.S. Government and agencies ......... - - 156
Corporate debt securities ............ 15 15 15
Mortgage backed securities ........... 761 1,084 1,535
Other ................................ 3,998 2,732 2,736
-------- -------- --------
Total ............................. $ 6,192 $ 5,387 $ 6,610
======== ======== ========
Maturities of Securities
The scheduled maturities by security type as of December 31, 2000 were as
follows:
(THOUSANDS) FROM ONE FROM FIVE NOT DUE AT
ONE YEAR THROUGH THROUGH AFTER A SINGLE
OR LESS FIVE YEARS TEN YEARS TEN YEARS MATURITY TOTAL
-------- ---------- --------- --------- ---------- --------
U.S. Government
and agencies ............... $ 980 $ 24,871 $ - $ - $ - $ 25,851
Corporate debt Securities .... 49,888 57,263 - - - 107,151
State and municipal .......... 175 743 500 - - 1,418
Common stocks ................ - - - - 160,943 160,943
Mortgage backed securities ... 34 91 63,776 81,312 - 145,213
Other ........................ 13 - - - 7,580 7,593
-------- -------- -------- -------- -------- --------
Total ................... $ 51,090 $ 82,968 $ 64,276 $ 81,312 $168,523 $448,169
======== ======== ======== ======== ======== ========
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The weighted-average yields for each range of maturities of securities at
December 31, 2000 were as follows:
FROM ONE FROM FIVE NOT DUE AT
ONE YEAR THROUGH THROUGH AFTER A SINGLE
OR LESS FIVE YEARS TEN YEARS TEN YEARS MATURITY TOTAL
-------- ---------- --------- --------- ---------- -----
U.S. Government
and agencies ................. 6.09% 5.30% - % - % - % 5.33%
Corporate debt securities ....... 7.38 6.27 - - - 6.79
State and municipal ............. 9.30 8.71 10.41 - - 9.39
Common stocks ................... - - - - 4.25 4.25
Mortgage backed securities ...... 9.78 8.26 6.80 5.55 - 6.10
Other ........................... - - - - 6.39 6.39
Actual maturities may differ from those scheduled due to prepayments from
issuers. Common stock yields are not considered meaningful for purposes of this
analysis. Yields on tax-advantaged securities reflect a tax equivalent
adjustment based on a marginal corporate tax rate of 35%.
LOAN PORTFOLIO
Classification of Loans
Corus' loans were as follows:
DECEMBER 31
----------------------------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
---------- ---------- ---------- ---------- ----------
Commercial real estate
Mortgage .................. $ 655,148 $ 537,603 $ 533,253 $ 554,545 $ 614,505
Construction .............. 534,832 378,909 228,311 156,950 41,288
Home equity .................. 117,858 135,603 85,408 131,868 188,755
Commercial ................... 91,093 117,021 108,759 55,062 61,852
Residential first mortgage ... 71,197 92,683 137,683 209,669 286,042
Student ...................... 63,096 443,074 431,304 412,926 402,859
Consumer ..................... 18,656 22,464 26,869 24,955 27,844
---------- ---------- ---------- ---------- ----------
Total ................... $1,551,880 $1,727,357 $1,551,587 $1,545,975 $1,623,145
========== ========== ========== ========== ==========
Maturities of Loans and Sensitivity to Changes in Interest
The following table classifies the scheduled maturities for the following loan
portfolio categories at December 31, 2000:
ONE YEAR FROM ONE AFTER
(THOUSANDS) OR LESS TO FIVE YEARS FIVE YEARS TOTAL
-------- ------------- ---------- -----
Commercial real estate
Mortgage ............................. $121,365 $435,272 $98,511 $655,148
Construction ......................... 208,062 317,387 9,383 534,832
Commercial .............................. 50,262 34,908 5,923 91,093
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Of the loans maturing after one year, $226.7 million have fixed rates and $674.7
million have floating or adjustable rates. To manage the interest rate exposure
of specific, fixed-rate commercial real estate loans and other loans, Corus has
entered into interest rate swap agreements. For additional information on such
financial instruments, see Note 10 to the Consolidated Financial Statements on
pages 30 through 32 of the 2000 Annual Report, incorporated herein by reference
in response to Item 8 hereof.
Risk Elements in the Loan Portfolio
Nonaccrual, Past Due, and Restructured Loans:
Nonaccrual loans were as follows:
DECEMBER 31
---------------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
------- ------ ------ ------ ------
Nonaccrual loans .................... $ 1,300 $2,529 $5,307 $8,641 $7,427
Nonaccrual loans to total loans ..... 0.08% 0.15% 0.34% 0.56% 0.46%
The interest income forgone on these loans, net of cash receipts, totaled
$75,000 for the year ended December 31, 2000. In addition, prior year interest
income was reversed for loans becoming nonaccrual in each year. The interest
income reversals totaled $41,000 in 2000.
Loans past due 90 days or more, excluding nonaccrual loans, were as follows:
DECEMBER 31
-----------------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
------- ------- ------- ------- -------
Loans past due 90 days or more ......... $20,510 $34,485 $34,877 $41,248 $50,368
Less guaranteed student loans .......... 16,729 21,937 17,543 14,077 15,163
------- ------- ------- ------- -------
Net loans past due 90 days or more ..... $ 3,781 $12,548 $17,334 $27,171 $35,205
======= ======= ======= ======= =======
Net loans past due 90 days or more
as a percentage of total loans ..... 0.24% 0.73% 1.12% 1.76% 2.17%
======= ======= ======= ======= =======
Guaranteed student loans that are greater than 90 days past due are classified
as performing due to the principal and accrued interest on such loans being
guaranteed by individual state or private non-profit agencies.
Restructured loans were as follows:
DECEMBER 31
----------------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
-------- -------- -------- -------- --------
Restructured loans ................... $ 63 $ 320 $ 454 $ - $ -
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Potential Problem Loans
In addition to those loans disclosed under the preceding "Nonaccrual, Past Due,
and Restructured Loans" section, management identified, through their problem
loan identification system, certain other loans in the portfolio that exhibit a
higher than normal credit risk. However, these loans were not classified as
nonperforming loans. These other loans include loans that are past maturity more
than 45 days, have recent adverse operating cash flow or balance sheet trends,
or have general risk characteristics that the loan officer feels might
jeopardize the future timely collection of principal and interest payments. At
December 31, 2000, the principal amount of these loans was $17.4 million. This
amount generally includes loans that were classified for regulatory purposes.
Analysis of the Allowance for Loan Losses
The activity in the allowance for loan losses was as follows:
YEAR ENDED DECEMBER 31
-------------------------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
-------- -------- -------- -------- --------
Balance at beginning of year .......... $ 32,090 $ 35,773 $ 30,660 $ 32,668 $ 25,640
Provision for loan losses ............. - - 10,000 16,000 16,000
Less charge-offs:
Commercial real estate loans ........ - 61 18 350 206
Student loans ....................... 294 1,365 1,240 9,707 4,605
Residential first mortgage loans .... 62 109 414 431 1
Home equity loans ................... 3,945 4,193 5,171 8,454 6,421
Commercial loans .................... 116 84 2 22 92
Consumer loans ...................... 56 96 7 131 16
-------- -------- -------- -------- --------
Total charge-offs ................ 4,473 5,908 6,852 19,095 11,341
-------- -------- -------- -------- --------
Add recoveries:
Commercial real estate loans ........ 42 124 166 195 1,026
Student loans ....................... 10,339 174 143 24 80
Residential first mortgage loans .... 1 1 - 3 -
Home equity loans ................... 1,544 1,778 1,553 745 375
Commercial loans .................... 13 65 9 19 770
Consumer loans ...................... 45 83 94 101 118
-------- -------- -------- -------- --------
Total recoveries ................. 11,984 2,225 1,965 1,087 2,369
-------- -------- -------- -------- --------
Net (charge-offs)/recoveries .......... 7,511 (3,683) (4,887) (18,008) (8,972)
-------- -------- -------- -------- --------
Balance at end of year ................ $ 39,601 $ 32,090 $ 35,773 $ 30,660 $ 32,668
======== ======== ======== ======== ========
Net (charge-offs)/recoveries to average
loans outstanding ................... 0.42% (0.22%) (0.32%) (1.15%) (0.56%)
======== ======== ======== ======== ========
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Allocation of the Allowance for Loan Losses
The allocation of the allowance for loan losses was as follows:
DECEMBER 31
-------------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
------- ------- ------- ------- -------
Commercial real estate ....... $25,837 $16,417 $12,971 $ 2,814 $ 2,575
Home equity .................. 12,010 11,777 10,070 16,180 21,460
Student ...................... 747 1,374 2,782 2,658 3,608
Residential first mortgage ... 438 358 459 784 1,034
Commercial ................... 141 273 269 29 45
Consumer ..................... 104 120 169 306 643
Unallocated .................. 324 1,771 9,053 7,889 3,303
------- ------- ------- ------- -------
Total ................... $39,601 $32,090 $35,773 $30,660 $32,668
======= ======= ======= ======= =======
Overall, the allowance at December 31, 2000 increased by $7.5 million versus the
prior year. As the provision was $0 for the year, the increase was driven
entirely by net recoveries. On a classification basis, there were two
significant changes during the year. First, the balance allocated to commercial
real estate increased by $9.4 million reflecting the continued growth in the
commercial real estate portfolio, particularly construction loans (see page 26
in the 2000 Annual Report). Second, the unallocated balance declined by $1.4
million. This unallocated balance is based on management's review of overall
factors affecting the determination of probable losses inherent in the
portfolio, which may not be captured, or captured completely, by the mechanical
application of historical loss ratios and other factors used in determining the
allocated inherent reserve. This portion of the reserve analysis involves the
exercise of judgment and reflects all appropriate considerations, including
management's view that the reserve should have a margin that recognizes the
imprecision inherent in the process of estimating expected credit losses.
Loan Portfolio Composition
The composition of the loan portfolio was as follows:
DECEMBER 31
--------------------------------------------------
(THOUSANDS) 2000 1999 1998 1997 1996
------ ------ ------ ------ ------
Commercial real estate .............. 76% 53% 49% 46% 40%
Home equity ......................... 8 8 7 8 11
Commercial .......................... 6 7 5 3 4
Residential first mortgage .......... 5 5 9 14 18
Student ............................. 4 26 28 27 25
Consumer ............................ 1 1 2 2 2
------ ------ ------ ------ ------
Total .......................... 100% 100% 100% 100% 100%
====== ====== ====== ====== ======
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For further review of the loan loss provision and the allowance for loan losses,
reference is made to pages 53 through 54 of Management's Discussion and Analysis
of Financial Statements of the 2000 Annual Report, incorporated herein by
reference in response to Item 7 hereof.
DEPOSITS
The scheduled maturities of time deposits in denominations of $100,000 and
greater were as follows at December 31, 2000:
(THOUSANDS)
Maturing within 3 months .................. $ 45,798
After 3 but within 6 months ............... 85,208
After 6 but within 12 months .............. 65,214
After 12 months ........................... 188,857
--------
Total ................................ $385,077
========
RETURN ON EQUITY AND ASSETS
The following table presents certain ratios relating to Corus' equity and
assets:
DECEMBER 31
---------------------------
2000 1999 1998
---- ---- ----
Return on average total assets .......................... 3.0% 1.6% 1.7%
Return on average common shareholders' equity ........... 21.6 12.5 13.7
Dividend payout ratio ................................... 11.4 20.2 19.8
Average equity to average total assets .................. 13.8 12.9 12.2
ITEM 2. PROPERTIES
Corus utilizes the building facilities of its Irving Park branch, which is
located at 3959 N. Lincoln Avenue, Chicago, Illinois, for its executive offices.
Corus owns the property and buildings on which nine of the eleven bank branches
are located. The other two branch facilities are leased from unrelated parties.
ITEM 3. LEGAL PROCEEDINGS
Corus is involved in various legal and regulatory proceedings, many involving
matters that arose in the ordinary course of business. The consequences of these
proceedings are not presently determinable but, in the opinion of management,
these proceedings will not have a material effect on the results of operations,
financial position, liquidity or capital resources.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
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PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
PRICE RANGE OF COMMON STOCK
Corus' common stock trades on the NASDAQ National Market tier of The NASDAQ
Stock Market under the symbol: CORS. The high and low prices for the common
stock for the calendar quarters indicated, as reported by NASDAQ, are listed on
page 39 of the 2000 Annual Report, incorporated herein by reference in response
to Item 8 hereof.
APPROXIMATE NUMBER OF EQUITY SECURITY HOLDERS
The Company had approximately 2,660 shareholders as of February 28, 2001.
DIVIDENDS ON COMMON STOCK
Quarterly cash dividends per common share for the last two years are included on
page 39 of the 2000 Annual Report, incorporated herein by reference in response
to Item 8 hereof. Dividends were declared and paid on a quarterly basis. The
declaration of dividends is at the discretion of Corus' Board of Directors and
depends upon, among other factors, earnings, capital requirements and the
operating and financial condition of Corus.
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ITEM 6. SELECTED FINANCIAL DATA
Refer to pages 56 and 57 of the 2000 Annual Report, incorporated herein by
reference for additional selected financial data.
DECEMBER 31
----------------------------------------------------------------------------
(THOUSANDS, EXCEPT PER SHARE DATA) 2000 1999 1998 1997 1996
----------- ----------- ----------- ----------- -----------
Interest income ................... $ 223,676 $ 196,580 $ 187,525 $ 183,932 $ 190,950
Interest expense .................. 102,625 90,449 89,305 82,661 79,611
----------- ----------- ----------- ----------- -----------
Net interest income ............... 121,051 106,131 98,220 101,271 111,339
Provision for loan losses ......... - - 10,000 16,000 16,000
----------- ----------- ----------- ----------- -----------
Net interest income after provision
for loan losses ............... 121,051 106,131 88,220 85,271 95,339
Noninterest income, excluding
securities gains (losses) ..... 36,416 20,483 20,747 22,032 19,436
Securities gains (losses), net .... 10,844 (1,535) 4,919 4,881 3,316
Noninterest expense ............... 54,654 63,096 51,889 51,677 50,181
Income tax expense ................ 38,903 21,257 21,369 21,136 24,005
----------- ----------- ----------- ----------- -----------
Net income available to common
Shareholders .................. $ 74,754 $ 40,726 $ 40,628 $ 39,371 $ 43,905
=========== =========== =========== =========== ===========
Net income per share:
Basic ......................... $ 5.24 $ 2.82 $ 2.79 $ 2.66 $ 2.96
Diluted ....................... 5.23 2.82 2.75 2.63 2.93
=========== =========== =========== =========== ===========
Cash dividends declared per
Common share .................. $ 0.595 $ 0.575 $ 0.555 $ 0.530 $ 0.475
=========== =========== =========== =========== ===========
Assets ............................ $ 2,598,467 $ 2,378,544 $ 2,577,460 $ 2,251,927 $ 2,218,528
=========== =========== =========== =========== ===========
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The information contained under the caption "Management's Discussion and
Analysis of Financial Statements" on pages 41 through 55 of the 2000 Annual
Report is incorporated herein by reference.
ITEM 7a. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information contained under the caption "Market Risk Management" on pages 54
through 55 of the 2000 Annual Report is incorporated herein by reference.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The consolidated financial statements of Corus, including the notes thereto, and
other information on pages 19 through 39 of the 2000 Annual Report are
incorporated herein by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None
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PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Information regarding directors and executive officers of Corus is incorporated
herein by reference to the descriptions under "Election of Directors" on pages 2
through 4 of the 2001 Proxy Statement. For both those executive officers listed
in the Proxy as well as the other executive officers of the Company (Senior Vice
President title and greater) not listed in the Proxy, the following is a table
providing the executive officer's name, age, position(s) held with the Company
and Subsidiary and the date the officer assumed their present office(s).
EXECUTIVE OFFICERS OF THE REGISTRANT
POSITION(S) AND OFFICE(S) HELD WITH ASSUMED
NAME AGE THE COMPANY AND SUBSIDIARY PRESENT OFFICE(S)
- --------------------------- --- ----------------------------------- -----------------
J.C. Glickman ................... 85 Chairman of the Board of June 1, 1984
the Company
Robert J. Glickman .............. 54 President and Chief Executive June 1, 1984
of the Company and Corus Bank, N.A.
Michael G. Stein ................ 40 Executive Vice President of Corus February 19, 1996
Bank, N.A.
Tim H. Taylor ................... 36 Executive Vice President and Chief December 1, 1998
Financial Officer of the Company
and Corus Bank, N.A.
Randy P. Curtis ................. 42 Senior Vice President of Corus April 30, 1997
Bank N.A.
Christopher Glancy .............. 47 Senior Vice President of Corus November 15, 1995
Bank, N.A.
Michael W. Jump ................. 56 Senior Vice President of Corus January 1, 1996
Bank, N.A.
Terence W. Keenan ............... 55 Senior Vice President of Corus September 16, 1996
Bank, N.A.
Richard J. Koretz ............... 37 Senior Vice President of Corus November 15, 1995
Bank, N.A.
Joel C. Solomon ................. 46 Senior Vice President of Corus August 29, 1997
Bank, N.A.
13
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ITEM 11. EXECUTIVE COMPENSATION
Information regarding executive compensation is incorporated by reference to the
material under the caption "Executive Compensation" on pages 6 through 14 of the
2001 Proxy Statement.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Information regarding security ownership of certain beneficial owners and
management is incorporated by reference to the material under the headings
"Outstanding Voting Securities and Principal Shareholders" and "Election of
Directors" on pages 1 through 4 of the 2001 Proxy Statement.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Information regarding certain relationships and related transactions is
incorporated herein by reference to the material under the heading "Transactions
with Management and Others" on page 16 of the 2001 Proxy Statement.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Exhibits to Consolidated Financial Statements:
INDEX PAGES
----- -----
Consolidated Balance Sheets ................................... 19
Consolidated Statements of Income ............................. 20
Consolidated Statements of Changes in Shareholders' Equity .... 21
Consolidated Statements of Cash Flows ......................... 22
Notes to Consolidated Financial Statements .................... 23-39
Report of Independent Public Accountants ...................... 40
Average Balance Sheet and Net Interest Margin ................. 42
(b) Reports on Form 8-K:
A Form 8-K was filed on November 15, 2000 regarding a definitive agreement
to sell the student loan portfolio.
(c) Exhibit: See exhibit filed herewith
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EXHIBIT INDEX
(3a) Amended and Restated Articles of Incorporation is incorporated herein by
reference to Exhibit 4.1 to the form S-8 filing May 22, 1998
(3b) By-Laws are incorporated herein by reference to Exhibit 4.2 to the Form
S-8 filing dated May 22, 1998
(10) Commercial Loan Officers Bonus Program is incorporated herein by
reference to Form S-8 filing dated May 22, 1998
(13) The portions of Registrant's 2000 Annual Report incorporated by reference
into Part I or Part II of Registrant's Annual Report on Form 10-K for the
fiscal year ended December 31, 2000
(22) The 1999 Stock Option Plan is incorporated herein by reference to Exhibit
A to the Schedule 14A filing dated March 17, 1999
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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.
/s/ TIM H. TAYLOR
---------------------------
Tim H. Taylor
Executive Vice President &
Chief Financial Officer
March 26 2001
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
/s/ JOSEPH C. GLICKMAN Chairman of the Board of Directors March 26, 2001
- ---------------------------------
Joseph C. Glickman
/s/ ROBERT J. GLICKMAN President, Chief Executive Officer & March 26, 2001
- --------------------------------- Director
Robert J. Glickman
/s/ TIM H. TAYLOR Executive Vice President & Chief Financial March 26, 2001
- --------------------------------- Officer
Tim H. Taylor
/s/ STEVEN D. FIFIELD Director March 26, 2001
- ---------------------------------
Steven D. Fifield
/s/ VANCE A. JOHNSON Director March 26, 2001
- ---------------------------------
Vance A. Johnson
/s/ MICHAEL LEVITT Director March 26, 2001
- ---------------------------------
Michael Levitt
/s/ RODNEY D. LUBEZNIK Director March 26, 2001
- ---------------------------------
Rodney D. Lubeznik
/s/ MICHAEL TANG Director March 26, 2001
- ---------------------------------
Michael Tang
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