U.S. SECURITIES AND EXCHANGE COMMISSION
[X] | QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2002.
Commission file number
033-79130
CONSUMERS BANCORP, INC.
OHIO | 34-1771400 | |
(State or other jurisdiction of | (I.R.S. Employer Identification Number) | |
Incorporation or organization) |
614 E. Lincoln Way | ||
Minerva, Ohio | 44657 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code 330-868-7701
Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date.
Common Stock, no par value | Outstanding at November 12, 2002 | |||
2,146,281 Common Shares |
CONSUMERS BANCORP, INC
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 2002
Part I Financial Information
Item 1 Financial Statements (Unaudited)
Interim financial information required by Item 310 (b) of Regulation S-B is included in this Form 10-Q as referenced below:
Page | |||||
Number (s) | |||||
Consolidated Balance Sheet
September 30, 2002 and June 30, 2002 |
1 | ||||
Consolidated Statements of Income
Three months ended September 30, 2002 and 2001 |
2 | ||||
Consolidated Statement of Comprehensive Income |
3 | ||||
Condensed Consolidated Statements of Changes in Shareholders Equity
Three months ended September 30, 2002 and 2001 |
3 | ||||
Condensed Consolidated Statements of Cash Flows
Three months ended September 30, 2002 and 2001 |
4 | ||||
Notes to the Consolidated Financial Statements |
5-10 | ||||
Item 2 Managements Discussion and Analysis of Financial Condition and Results of Operation |
11-19 | ||||
Item 3 Quantitative and Qualitative Disclosures about Market Risk |
20 | ||||
Item 4 Controls and Procedures |
20 | ||||
Part II Other |
|||||
Item 1 Legal Proceedings |
21 | ||||
Item 2 Changes in Securities and Use of Proceeds |
21 | ||||
Item 3 Defaults upon Senior Securities |
21 | ||||
Item 4 Submission of Matters to a Vote of Security Holders |
21 | ||||
Item 5 Other Information |
21 | ||||
Item 6 Exhibits and Reports on Form 8-K |
21 | ||||
Signatures |
24 |
CONSUMERS BANCORP, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands except per share data)
Unaudited | Audited | ||||||||||
September 30, 2002 | June 30, 2002 | ||||||||||
ASSETS |
|||||||||||
Cash and cash equivalents |
$ | 10,015 | $ | 7,851 | |||||||
Federal funds sold |
6,128 | 7,710 | |||||||||
Securities, available for sale |
32,071 | 34,122 | |||||||||
Loans, net |
123,062 | 123,454 | |||||||||
Cash surrender value of life insurance |
3,546 | 3,499 | |||||||||
Premises and equipment, net |
5,739 | 5,334 | |||||||||
Intangible assets |
1,498 | 1,538 | |||||||||
Accrued interest receivable and other assets |
1,088 | 1,196 | |||||||||
Total assets |
$ | 183,147 | $ | 184,704 | |||||||
LIABILITIES |
|||||||||||
Deposits |
|||||||||||
Non-interest bearing demand |
$ | 31,464 | $ | 31,044 | |||||||
Interest bearing demand |
13,515 | 12,948 | |||||||||
Savings |
58,235 | 58,137 | |||||||||
Time |
54,491 | 57,939 | |||||||||
Total Deposits |
157,705 | 160,068 | |||||||||
Securities sold under agreements to repurchase |
4,869 | 5,133 | |||||||||
Federal Home Loan Bank advance |
2,126 | 2,153 | |||||||||
Accrued interest and other liabilities |
2,024 | 1,530 | |||||||||
Total liabilities |
166,724 | 168,884 | |||||||||
SHAREHOLDERS
EQUITY |
|||||||||||
Common stock (no par value, 2,500,000 shares
authorized; 2,160,000 issued) |
4,869 | 4,869 | |||||||||
Retained earnings |
11,300 | 10,830 | |||||||||
Treasury stock, at cost (13,719 shares at September 30,
2002 and June 30, 2002) |
(204 | ) | (204 | ) | |||||||
Accumulated other comprehensive income |
458 | 325 | |||||||||
Total shareholders equity |
16,423 | 15,820 | |||||||||
Total liabilities and shareholders equity |
$ | 183,147 | $ | 184,704 | |||||||
See accompanying notes to consolidated financial statements
1
CONSUMERS BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in thousands, except per share amounts)
Three Months ended | ||||||||||
September 30, | ||||||||||
2002 | 2001 | |||||||||
Interest income |
||||||||||
Loans, including fees |
$ | 2,727 | $ | 3,199 | ||||||
Securities |
363 | 272 | ||||||||
Taxable |
363 | 272 | ||||||||
Tax-exempt |
31 | 29 | ||||||||
Federal funds sold |
44 | 64 | ||||||||
Total interest income |
3,165 | 3,564 | ||||||||
Interest expense |
||||||||||
Deposits |
742 | 1,301 | ||||||||
Federal Home Loan Bank advances |
34 | 34 | ||||||||
Other |
23 | 19 | ||||||||
Total interest expense |
799 | 1,354 | ||||||||
Net interest income |
2,366 | 2,210 | ||||||||
Provision for loan losses |
118 | 188 | ||||||||
Net interest income after |
||||||||||
Provision for loan losses |
2,248 | 2,022 | ||||||||
Other income |
||||||||||
Service charges on deposit accounts |
355 | 247 | ||||||||
Other |
187 | 157 | ||||||||
Total other income |
542 | 404 | ||||||||
Other expenses |
||||||||||
Salaries and employee benefits |
912 | 860 | ||||||||
Occupancy |
296 | 270 | ||||||||
Directors fees |
47 | 44 | ||||||||
Professional fees |
82 | 41 | ||||||||
Franchise taxes |
45 | 45 | ||||||||
Printing and supplies |
42 | 46 | ||||||||
Telephone |
51 | 47 | ||||||||
Amortization of intangible |
40 | 40 | ||||||||
Other |
317 | 278 | ||||||||
Total other expenses |
$ | 1,832 | $ | 1,671 | ||||||
Income before income taxes |
958 | 755 | ||||||||
Income tax expense |
316 | 232 | ||||||||
Net Income |
$ | 642 | $ | 523 | ||||||
Basic earnings per share |
$ | .30 | $ | .24 |
See accompanying notes to consolidated financial statements
2
CONSUMERS BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
(Unaudited)
(Dollars in thousands, except per share data)
Three Months ended | ||||||||
September 30, | ||||||||
2002 | 2001 | |||||||
Balance at beginning of period |
$ | 15,820 | $ | 14,217 | ||||
Comprehensive income |
||||||||
Net
Income |
642 | 523 | ||||||
Other comprehensive income |
133 | 113 | ||||||
Total comprehensive income |
775 | 636 | ||||||
Common cash dividends |
(172 | ) | (159 | ) | ||||
Treasury shares issued |
6 | |||||||
Balance at the end of the period |
$ | 16,423 | $ | 14,700 | ||||
Common cash dividends per share |
$ | 0.08 | $ | 0.073 |
See accompanying notes to consolidated financial statements.
3
CONSUMERS BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
Three Months Ended | ||||||||||
September 30, | ||||||||||
2002 | 2001 | |||||||||
Cash flows from operating activities |
||||||||||
Net income |
$ | 642 | $ | 523 | ||||||
Adjustments to reconcile net income to net cash
from operating activities |
677 | 227 | ||||||||
Net cash from operating activities |
1,319 | 750 | ||||||||
Cash flow from investing activities |
||||||||||
Securities available for sale |
||||||||||
Purchases |
(3,868 | ) | (3,237 | ) | ||||||
Maturities and principal pay downs |
6,025 | 875 | ||||||||
Net decrease (increase) in federal funds sold |
1,582 | (4,000 | ) | |||||||
Net decrease (increase) in loans |
492 | (845 | ) | |||||||
Acquisition of premises and equipment |
(560 | ) | (52 | ) | ||||||
Net cash from investing activities |
3,671 | (7,259 | ) | |||||||
Cash flow from financing |
||||||||||
Net (decrease) increase in deposit accounts |
(2,363 | ) | 6,191 | |||||||
Net (decrease) increase in repurchase agreements |
(264 | ) | 1,367 | |||||||
Repayments of FHLB advances |
(27 | ) | (8 | ) | ||||||
Dividends paid |
(172 | ) | (159 | ) | ||||||
Sale of treasury stock |
6 | |||||||||
Net cash from financing activities |
(2,826 | ) | 7,397 | |||||||
Increase in cash or cash equivalents |
2,164 | 888 | ||||||||
Cash and cash equivalents, beginning of year |
7,851 | 6,626 | ||||||||
Cash and cash equivalents, end of period |
$ | 10,015 | $ | 7,514 | ||||||
See accompanying notes to consolidated financial statements.
4
CONSUMERS BANCORP, INC.
Notes to the Consolidated Financial Statements
(Unaudited)
(Dollars in thousands, except per share amounts)
Note 1 Principles of Consolidation: The consolidated financial statements include the accounts of Consumers Bancorp, Inc. (Corporation) and its wholly owned subsidiary, Consumers National Bank (Bank). The Bank has a finance company Community Finance Home Mortgage Company, Inc. and a title company, Community Title Agency, Inc. as part of its business. All significant intercompany transactions have been eliminated in the consolidation.
These interim financial statements are prepared without audit and reflect all adjustments of a normal recurring nature which, in the opinion of management, are necessary to present fairly the consolidated balance sheets of the Corporation at September 30, 2002, and its income and cash flows for the periods presented. The accompanying consolidated financial statements do not purport to contain all the necessary financial disclosures required by accounting principles generally accepted in the United States of America that might otherwise be necessary in the circumstances. The Annual Report for the Corporation for the year ended June 30, 2002, contains consolidated financial statements and related notes that should be read in conjunction with the accompanying consolidated financial statements.
Segment Information: Consumers Bancorp, Inc. is a financial holding company engaged in the business of commercial and retail banking, which accounts for substantially all of the revenues, operating income, and assets.
Use of Estimates: To prepare financial statements in conformity with generally accepted accounting principles, management makes estimates and assumptions based on available information. These estimates and assumptions affect the amounts reported in the financial statements and the disclosures provided, and future results could differ. The allowance for loan losses, fair values of financial instruments, and status of contingencies are particularly subject to change.
Cash Reserves: Consumers National Bank is required by the Federal Reserve Bank to maintain reserves consisting of cash on hand and noninterest-bearing balances on deposit with the Federal Reserve Bank. The required reserve balance at September 30, 2002 was $1,208 and at June 30, 2002 was $1,181.
Securities: Securities are classified only as available-for-sale. Held-to-maturity securities are those that the Bank has the positive intent and ability to hold to maturity, and are reported at amortized cost. Available-for-sale securities are those that the Bank may decide to sell if needed for liquidity, asset-liability management, or other reasons. Available-for-sale securities are reported at fair value, with unrealized gains or losses included as a separate component of equity, net of tax.
5
CONSUMERS BANCORP, INC.
Notes to the Consolidated Financial Statements (Unaudited)(continued)
(Dollars in thousands, except per share amounts)
Note 1 continued
Loans: Loans are reported at the principal balance outstanding, net of deferred loan fees. Interest income is reported on the interest method and includes amortization of net deferred loan fees and costs over the loan term.
Interest income is not reported when full loan repayment is in doubt, typically when payments are past due over 90 days. Payments received on such loans are reported as principal reductions.
Concentrations of Credit Risk: The Bank grants consumer, real estate and commercial loans primarily to borrowers in Stark, Columbiana and Carroll counties. Automobiles and other consumer assets, business assets and residential and commercial real estate secure most loans.
Allowance for Loan Losses: The allowance for loan losses is a valuation allowance, increased by the provision for loan losses and decreased by charge-offs less recoveries. Management estimates the allowance balance required based on past loan loss experience, known and inherent risks in the portfolio, information about specific borrower situations and estimated collateral values. Allocations of the allowance maybe made for specific loans, but the entire allowance is available for any loan that, in managements judgment, should be charged off.
Loan impairment is reported when full payment under the loan terms is not expected. Impairment is evaluated in total for smaller-balance loans of similar nature such as residential mortgage and consumer loans, and on an individual loan basis for other loans. If a loan is impaired, a portion of the allowance is allocated so the loan is reported, net, at the present value of estimated future cash flows using the loans existing rate or at the fair value of collateral if repayment is expected from the collateral. Loans are evaluated for impairment when payments are delayed, typically 90 days or more, or when it is probable that not all principal and interest amounts will be collected according to the original terms of the loan. No loans were determined to be impaired, as of and for the periods ended September 30, 2002 and June 30, 2002.
Cash Surrender Value of Life Insurance: The Bank has purchased single-premium
life insurance policies to insure the lives of the participants in the salary
continuation plan. As of September 30, 2002, the Bank has total purchased
policies of $2,520 (total death benefit
6
Table of Contents
CONSUMERS BANCORP, INC.
Notes to Consolidated Financial Statements (Unaudited)(continued)
(Dollars in thousands, except per share amounts)
Note 1- continued
Premises and Equipment: Premises and equipment are stated at cost less accumulated depreciation. Depreciation is computed over the assets useful lives on an accelerated basis, except for building for which the straight-line basis is used.
Intangible Assets: Purchased intangible, core deposit value, is recorded at cost and amortized over the estimated life. Core deposit value amortization is straight-line over 12 years.
Other Real Estate Owned: Real estate properties, other than Company premises, acquired through, or in lieu of, loan foreclosure are initially recorded at fair value at the date of acquisition. Any reduction to fair value from the carrying value of the related loan at the time of acquisition is accounted for as a loan loss. After acquisition, a valuation allowance reduces the reported amount to the lower of the initial amount or fair value less costs to sell. Expenses, gains and losses on disposition, and changes in the valuation allowance are reported in other expenses. Properties held as other real estate owned at September 30, 2002 were $12 and $0 at June 30, 2002.
Repurchase Agreements: Substantially all repurchase agreement liabilities represent amounts advanced by various customers. Securities are pledged to cover these liabilities, which are not covered by federal deposit insurance.
Profit Sharing Plan: The Company maintains a 401(k) profit sharing plan covering substantially all employees. Contributions are made and expensed annually.
Income Taxes: The Company files a consolidated federal income tax return. Income tax expense is the sum of the current-year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.
Loss Contingencies: Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there now are such matters that will have a material effect on the financial statements.
7
CONSUMERS BANCORP, INC.
Notes to Consolidated Financial Statements (Unaudited)(continued)
(Dollars in thousands, except per share amounts)
Note 1- continued
Statement of Cash Flows: For purpose of reporting cash flows, cash and cash equivalents include the Companys cash on hand and due from banks. The company reports net cash flows for customer loan transactions and deposit transactions. For the three months ended September 30, 2002 and 2001, the Corporation paid $857 and $1,429 in interest and $75 and $77 in income taxes.
Note 2 Securities available for sale
The amortized cost and estimated fair value of the securities available for sale, as presented on the consolidated balance sheet at September 30, 2002 and June 30, 2002 are as follows:
Amortized | Gross Unrealized | Gross Unrealized | Fair | ||||||||||||||
September 30, 2002 | Cost | Gains | Losses | Value | |||||||||||||
Securities available for sale: |
|||||||||||||||||
U.S. Treasury and Federal Agencies |
$ | 10,861 | $ | 143 | $ | 11,004 | |||||||||||
Obligations of states and
political subdivisions |
3,034 | 131 | 3,165 | ||||||||||||||
Mortgagebacked securities |
16,378 | 444 | $ | (2 | ) | 16,820 | |||||||||||
Other securities |
1,103 | (21 | ) | 1,082 | |||||||||||||
Total Securities |
$ | 31,376 | $ | 718 | $ | (23 | ) | $ | 32,071 | ||||||||
Amortized | Gross Unrealized | Gross Unrealized | Fair | ||||||||||||||
June 30, 2002 | Cost | Gains | Losses | Value | |||||||||||||
Securities available for sale
U.S. Treasury an Federal Agencies |
$ | 11,067 | $ | 100 | $ | 11,167 | |||||||||||
Obligations of states and
political subdivisions |
3,040 | 73 | $ | (9 | ) | 3,104 | |||||||||||
Mortgagebacked securities |
18,481 | 335 | (10 | ) | 18,806 | ||||||||||||
Other securities |
1,042 | 3 | 1,045 | ||||||||||||||
Total Securities |
$ | 33,630 | $ | 511 | $ | (19 | ) | $ | 34,122 | ||||||||
8
CONSUMERS BANCORP, INC.
Notes to Consolidated Financial Statements (Unaudited)(continued)
(Dollars in thousands, except per share amounts)
Note 2 Securities available for sale
The amortized cost and estimated fair value of debit securities at September 30, 2002, by contractual maturity, are shown below. Actual maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
September 30, 2002 | |||||||||||||
Amortized Costs | Estimated Fair Value | ||||||||||||
Securities for sale: |
|||||||||||||
Due in one year or less |
$ | 5,774 | $ | 5,829 | |||||||||
Due after one year through five years |
7,000 | 7,155 | |||||||||||
Due after five years through ten years |
1,121 | 1,185 | |||||||||||
Due after ten years |
|||||||||||||
Total |
13,895 | 14,169 | |||||||||||
Mortgage-backed securities |
16,378 | 16,820 | |||||||||||
Other Securities |
1,103 | 1,082 | |||||||||||
Total |
$ | 31,376 | $ | 32,071 | |||||||||
At September 30, 2002, there were no holdings of securities of any one issuer, other than the U.S. government and its agencies and corporations, with an aggregate book value, which exceeds 10% of shareholders equity.
Note 3 Loans
Total loans as presented on the balance sheets are comprised of the following classifications:
September 30, 2002 | June 30, 2002 | |||||||||||
Real-estate residential mortgage |
$ | 56,805 | $ | 56,716 | ||||||||
Real-estate construction |
1,559 | 2,107 | ||||||||||
Commercial, financial and agriculture |
54,484 | 53,535 | ||||||||||
Personal and other |
12,144 | 13,029 | ||||||||||
Total |
124,992 | 125,387 | ||||||||||
Unearned fees and costs |
(234 | ) | (265 | ) | ||||||||
Allowance for possible loan losses |
(1,696 | ) | (1,668 | ) | ||||||||
Loans, net |
$ | 123,062 | $ | 123,454 | ||||||||
9
CONSUMERS BANCORP, INC.
Notes to Consolidated Financial Statements (Unaudited)(continued)
(Dollars in thousands)
Note 3 Loans (continued)
Note 4 Allowance for Loan Losses
A summary of activity in the allowance for loan losses for the three months ended September 30, 2002, and September 30, 2001, are as follows:
2002 | 2001 | |||||||
Balance at June 30, |
$ | 1,668 | $ | 1,552 | ||||
Provision |
118 | 188 | ||||||
Charge-offs |
(148 | ) | (201 | ) | ||||
Recoveries |
58 | 7 | ||||||
Balance at September 30, |
$ | 1,696 | $ | 1,546 | ||||
10
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
General
The following is managements analysis of the Corporations results of operations as of and for the three month period ended September 30, 2002, compared to the same period in 2001, and the consolidated balance sheets at September 30, 2002 compared to June 30, 2002. This discussion is designed to provide a more comprehensive review of the operating results and financial condition than could be obtained from an examination of the financial statements alone. This analysis should be read in conjunction with the consolidated financial statements and related footnotes and the selected financial data included elsewhere in this report.
Results of Operations
Net Income. The Corporation earned net income of $642 for the three months ended September 30, 2002 compared to $523 for the three months ended September 30, 2001. This increase was primarily due to increases of $156 in net interest income and $138 in other income offset by an increase in other expenses. Net income increased $119 or 22.8% for the three months ended September 30, 2002 as compared to the comparable period in 2001.
Net Interest Income. Net interest income totaled $2,366 for the three months ended September 30, 2002 compared to $2,210 for the three months ended September 30, 2001, an increase of $156 or 7.1%. The additional net interest income was primarily due to the decrease in interest expense.
Interest and fees on loans decreased $472, or 14.8%, to $2,727 for the three months ended September 30, 2002 from $3,199 for the three months ended September 30, 2001. The decrease in interest income was due to decrease in both average volume and yield. The yield on average loans outstanding for the three month periods ended September 30, 2002, and September 30, 2001 was 8.68% and 9.52% respectively.
Interest earned on taxable and tax-exempt securities totaled $394 for the three month period ended September 30, 2002 compared to $301 for the three month period ended September 30, 2001. The increase was primarily a result of an increase in volume. Interest income on federal funds sold decreased by $20 for the three months ended September 30, 2002, due to a decrease in yield.
The following table reflects the components of Consumers net interest income for the three months ended September 30, 2002 and 2001. Rates are computed on a tax equivalent basis and non-accrual loans have been included in the average balances.
11
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
Average Balance Sheets and Analysis of Net Interest Income for the Three Months Ended September 30
(In thousands except percentages)
2002 | 2001 | ||||||||||||||||||||||||
Yield/ | Yield/ | ||||||||||||||||||||||||
Average Balance | Interest | rate | Average Balance | Interest | rate | ||||||||||||||||||||
(Dollars in thousands) | |||||||||||||||||||||||||
Interest-earning assets: |
|||||||||||||||||||||||||
Taxable securities |
$ | 29,239 | $ | 364 | 4.94 | % | $ | 17,721 | $ | 272 | 6.09 | % | |||||||||||||
Nontaxable securities |
3,103 | 47 | 6.01 | 2,477 | 44 | 7.05 | |||||||||||||||||||
Loans receivable |
124,749 | 2,730 | 8.68 | 133,591 | 3,204 | 9.52 | |||||||||||||||||||
Federal funds sold |
10,619 | 44 | 1.64 | 8,535 | 64 | 2.97 | |||||||||||||||||||
Total Interest-Earning Assets |
$ | 167,710 | $ | 3,185 | 7.53 | % | $ | 162,324 | $ | 3,584 | 8.76 | % | |||||||||||||
Noninterest-Earning Assets |
15,936 | 15,651 | |||||||||||||||||||||||
Total Assets |
$ | 183,646 | $ | 177,975 | |||||||||||||||||||||
Interest Bearing Liabilities |
|||||||||||||||||||||||||
NOW |
$ | 13,216 | $ | 48 | 1.44 | % | $ | 12,050 | $ | 49 | 1.61 | % | |||||||||||||
Savings |
58,130 | 170 | 1.16 | 52,544 | 354 | 2.67 | |||||||||||||||||||
Time deposits |
56,562 | 524 | 3.68 | 65,342 | 898 | 5.45 | |||||||||||||||||||
Repurchase agreements |
4,612 | 23 | 1.98 | 1,961 | 19 | 3.84 | |||||||||||||||||||
FHLB advances |
2,137 | 34 | 6.31 | 2,255 | 34 | 5.98 | |||||||||||||||||||
Total interest bearing
liabilities |
134,657 | 799 | 2.35 | % | 134,152 | 1,354 | 4.00 | % | |||||||||||||||||
Noninterest bearing liabilities |
32,788 | 29,305 | |||||||||||||||||||||||
Total liabilities |
167,445 | 163,457 | |||||||||||||||||||||||
Shareholders equity |
$ | 16,201 | $ | 14,518 | |||||||||||||||||||||
Total liabilities and
Shareholders equity |
$ | 183,646 | $ | 177,975 | |||||||||||||||||||||
Net interest income, interest
Rate spread |
$ | 2,386 | 5.18 | % | $ | 2,230 | 4.76 | % | |||||||||||||||||
Net interest margin (net
interest) As a percent of average Interest-Earning assets |
5.64 | % | 5.45 | % | |||||||||||||||||||||
Average interest-earning
assets to Interest-bearing
liabilities |
124.55 | % | 121.00 | % |
12
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
Interest expense on deposits decreased $555, or 41.0% for the three months ended September 30, 2002 compared to the three months ended September 30, 2001. The decrease was a result of rate decreases on savings and time deposits.
Interest paid on FHLB Advances totaled $34 for the three months ended September 30, 2002 and compared to $34 for the three months ended September 30, 2001.
Provision for Loan Losses. The Corporation maintains an allowance for loan losses in an amount, which, in managements judgment, is adequate to absorb probable losses in the loan portfolio. While management utilizes specific allocations and historical loss experience, the ultimate adequacy of the allowance is dependent on a variety of factors, including the performance of the Corporations loan portfolio, the economy, changes in real estate values and interest rates, and the view of the regulatory authorities toward loan classifications. The provision for loan losses is determined by management as the amount to be added to the allowance for loan losses, after net charge-offs have been deducted, to bring the allowance to a level, which is considered adequate to absorb probable losses in the loan portfolio. The amount of the provision is based on managements monthly review of the loan portfolio and consideration of such factors as historical loss experience, economic conditions, changes in the size and composition of the loan portfolio, and specific borrower considerations, including the ability to repay the loan and estimated value of the underlying collateral.
The provision for loan losses for the three months ended September 30, 2002 totaled $118 as compared to $188 for the three months ended September 30, 2001, a decrease of $70 or 37.2%. The decrease in the provision is reflective of the fact that the Corporation provides for losses inherent in the portfolio. Net charge-offs to average loans decreased to .29 % for the three month period ended September 30, 2002 from .58% for the period ended September 30, 2001. The decrease in net charge-offs in 2002 compared to 2001 is primarily attributed to a reduction of consumer lending at the Finance Company subsidiary and a tightening of consumer credit standards. Charge-offs have been made in accordance with the Corporations standard policy and have occurred primarily in the consumer loan portfolio.
September 30, | June 30, | September 30, | ||||||||||
2002 | 2002 | 2001 | ||||||||||
Allowance for credit losses
as a percentage of loans |
1.36 | % | 1.33 | % | 1.15 | % |
13
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
Other Income. Other income includes service charges on deposits and other miscellaneous income. Other income of $542 for the three months ended September 30, 2002 represented an increase of $138, or 34.2% compared to the $404 of other income for the three months ended September 30, 2001. The increases were primarily due to volume increases in overdraft and non-sufficient funds fees attributable to an Overdraft Privilege program. Increased income has also been realized from the increase in cash surrender value of life insurance, fee income related to the sales of specialized investments and title agency fees.
Other Expense. Other expense totaled $1,832 for the three months ended September 30, 2002 compared to $1,671 for the three months ended September 30, 2001, an increase of $161, or 9.6 %.
Salary and benefits expense increased $52 or 6.0% for the three month period ended September 30, 2002 as compared to September 30, 2001. The increase is the result of normal annual merit increases and the addition of new personnel within loan review, compliance and loan operation areas. Occupancy expense increased $26 for the three month period ended September 30, 2002, as compared to September 30, 2001.
Income Tax Expense. The provision for income taxes totaled $316 for the three months ended September 30, 2002 compared to $232 for the three months ended September 30, 2001, an increase of $84 or 36.2%. The effective tax rate was 33.0% and 30.7% for the three month periods ended September 30, 2002 and 2001 respectively.
Financial Condition
Total shareholders equity increased $603 at June 30, 2002, to $16,423 at September 30, 2002. This increase is a combination of net income for the period, offset by cash dividends paid and an increase in value of available for sale securities.
14
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
Non-Performing Assets
September 30, | June 30, | September 30, | ||||||||||
2002 | 2002 | 2001 | ||||||||||
Non-accrual loans |
$ | 1,061 | $ | 829 | $ | 525 | ||||||
Restructured loans |
0 | 0 | 0 | |||||||||
Total non-performing loans |
1,061 | 829 | 525 | |||||||||
Other real estate owned |
12 | 0 | 28 | |||||||||
Total non-performing assets |
$ | 1,073 | $ | 829 | $ | 553 | ||||||
Loans 90 days or more past due
and not on non-accrual |
$ | 28 | $ | 552 | $ | 63 | ||||||
Non-performing loans to total
loans |
.87 | % | 1.10 | % | .44 | % | ||||||
Allowance for credit losses to
total non-performing loans |
155.74 | 120.78 | 262.93 | |||||||||
Loans 90 days or more past due
and not on non-accrual to
total
loans |
.02 | .44 | .05 |
Liquidity
The Corporation groups its loan portfolio into three major categories: commercial loans, real estate loans, and personal loans. Commercial loans are comprised of both variable rate notes subject to daily interest rate changes based on the prime rate, and fixed rate notes having maturities of generally not greater than five years. Commercial loans have shown growth recently, with outstanding balances up by $949 or 1.8 % since June 30, 2002. This is mainly due to the Corporations ability to tailor loan programs to the specific requirements of the business, professional, and agricultural customers in its market area. The Corporations real
15
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
estate loan portfolio consists of three basic segments: conventional mortgage loans having fixed rates and maturities not exceeding fifteen years, variable rate home equity lines of credit, and fixed rate loans having maturity or renewal dates that are less than the scheduled amortization period. Competition is very heavy in the Corporations market for these types of loans, both from local and national lenders. The Bank became affiliated with third parties, which allow the Bank to offer very attractive mortgage loan options to its customers. The personal loans offered by the Bank are generally written for periods up to five years, based on the nature of the collateral. These may be either installment loans having regular monthly payments, or demand type loans for short periods of time. Personal loans have declined during the past quarter, as automobile loans have been affected by the auto manufacturers offerings of zero and highly discounted rates through their financing subsidiaries.
Funds not allocated to the Corporations loan portfolio are invested in various securities having diverse maturity schedules. The majority of the Corporations investments are held in U.S. Treasury securities or other securities issued by U.S. Government agencies, and to a lesser extent, investments in tax free municipal bonds. Net interest yields for the investment account were 5.04% and 6.22% respectively for the three month periods ended September 30, 2002 and September 30, 2001.
The Corporation offers several forms of deposit programs to its customers. The rates offered by the Corporation and the fees charged for them are competitive with others available currently in the market area. Time deposit interest rates have decreased this period. The rate of loan growth has decreased with selected deposit rates decreasing as well. Interest rates on demand deposits and savings deposits continue to decline and are at historical low levels.
To provide an additional source of loan funds, the Corporation has entered into an agreement with the Federal Home Loan Bank (FHLB) of Cincinnati to obtain matched funding for loans. Repayment is made either over a fifteen year period. At September 30, 2002, these FHLB balances totaled $2,126. The Corporation considers this agreement with the FHLB to be a good source of liquidity funding, secondary to its deposit base.
Jumbo time deposits (those with balances of $100 and over) declined from $11,485 at June 30, 2002 to $10,176 at September 30, 2002. These deposits are monitored closely by the Corporation, priced on an individual basis, and often matched with a corresponding investment instrument. The Corporation has on occasion used a fee paid broker to obtain these types of funds from outside its normal service area as another alternative for its funding needs. These deposits are not relied upon, as a primary source of funding however, and the Corporation can foresee no dependence on these types of deposits for the near term. Although management monitors interest rates on an ongoing basis, a quarterly rate sensitivity report is used to determine the effect of interest rate changes on the financial statements. In the opinion of
16
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
management, enough assets or liabilities could be repriced over the near term (up to three years) to compensate for such changes. The spread on interest rates, or the difference between the average earning assets and the average interest bearing liabilities, is monitored quarterly. It is the Corporations goal to maintain this spread at better than 4.0%. The spread on a taxable equivalent basis for the three month periods ended September 30, 2002 and 2001 were 5.18% and 4.76%, respectively and for the fiscal year ended June 30, 2002 was 5.03%.
Capital Resources
September 30, 2002 | June 30, 2002 | |||||||
Total adjusted average assets for
leverage ratio |
$ | 182,148 | $ | 182,744 | ||||
Risk-weighted assets and off-balance-
sheet financial instruments for
capital ratio |
118,098 | 117,314 | ||||||
Tier I capital |
14,467 | 13,957 | ||||||
Total risk-based capital |
15,946 | 15,426 | ||||||
Leverage Ratio |
7.9 | % | 7.6 | % | ||||
Tier I capital ratio |
12.3 | 11.9 | ||||||
Total capital ratio |
13.5 | 13.2 |
(Dollars in thousands, except per share data)
Capital ratios applicable to Consumers National Bank at September 30, 2002 were as follows:
Tier I | Total | ||||||||||||
Leverage | Capital | Risk-based Capital | |||||||||||
Regulatory Capital Requirements
Minimum |
4.0 | % | 4.0 | % | 8.0 | % | |||||||
Well-capitalized |
5.0 | 6.0 | 10.0 | ||||||||||
Bank Subsidiary
Consumers National Bank |
7.8 | 12.1 | 13.3 |
The Company and subsidiary Bank are subject to various regulatory capital requirements administered by federal regulatory agencies. Capital adequacy guidelines and prompt corrective-action regulations involve quantitative measures of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Failure to meet various capital requirements can initiate regulatory action that could have a direct material affect on the
17
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
(Dollars in thousands, except per share data)
Companys financial statements. The Bank is considered well capitalized under the Federal Deposit Insurance Act at September 30, 2002. Management is not aware of any matters occurring subsequent to September 30, 2002 that would cause the Banks capital category to change.
Impact on Inflation and Changing Prices
Forward Looking Statements
The Corporation is not aware of any trends, events or uncertainties that will have or are reasonably likely to have a material effect on its liquidity, capital resources or operations except as discussed herein. The Corporation is not aware of any current recommendations by regulatory authorities, which would have such effect if implemented.
New Accounting Pronouncements:
In July 2001, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 141, Business Combinations. SFAS No. 141 requires all business combinations to be accounted for using the purchase method. The alternative pooling-of-interest method is no longer permitted. The provisions of this Statement
18
CONSUMERS BANCORP, INC.
Managements Discussion and Analysis of Financial Condition
and Results of Operations
apply to all business combinations initiated after June 30, 2001. The adoption of this statement will only impact the Companys financial statements if it enters into a business combination.
In July 2001, the FASB issued SFAS No. 142, Goodwill and Other Intangible Assets, which addresses the accounting for such assets arising from prior and future business combinations. Upon the adoption of this Statement, goodwill arising from business combinations will no longer be amortized, but rather will be assessed regularly for impairment, with any such impairment recognized as a reduction to earnings in the period identified.
Other identified intangible assets, such as core deposit intangible assets, will continue to be amortized over their estimated useful lives. The Company adopted this Statement on July 1, 2002. The Company has assessed the impact of this statement on financial statements and continued amortization of goodwill totaling $40 for the three months ended September 30, 2002 and 2001.
In August 2001, the FASB issued Statement 144. Statement 144 covers the accounting for the impairment or disposal of long-lived assets. This Statement supersedes Statement 121 since it did not address the accounting for a segment of a business accounted for as a discounted operation. This statement does not have an effect on the Company.
The FASB recently issued Statements 145 and 146. Statement 145 covers debt extinguishments and leases, and made some minor technical corrections. Gains and losses on extinguishments of debt, always treated as an extraordinary item under a previous standard, will now no longer be considered extraordinary, except under very limited conditions. If a capital lease is modified to an operating, then it will now be treated as a sale leaseback instead of a new lease. Statement 146 covers accounting for costs associated with exit or disposal activities, such as lease termination costs or employee severance costs. The Statement EITF 94-3, and is to be applied prospectively to exit or disposal activities initiated after December 31, 2002. It requires these costs to be recognized when they are incurred rather than at the date of commitment to an exit or disposal plan. Management does not expect the effects of adoption of these statements to be material.
In October 2002, the FASB issued SFAS No. 147, Acquisitions of Certain Financial Institutions, which amends and reconsiders certain provision of SFAS No. 72. This statement addresses the financial accounting and reporting for the acquisition of all or part of a financial institution. The statement provides that unidentified intangible assets associated with branch acquisitions, considered a business combination under the provisions of SFAS No. 141 Business Combination, should be reclassified as goodwill and accounted for under the provisions of SFAS No. 142. This statement is effective on October 1, 2002 with earlier application permitted.
At September 2002, the Corporation had $1,498 classified as goodwill as premium paid for a single branch office and approximately $19 million in deposits in January 2000. This Statement has no effect on the Corporation.
19
Item 3 Quantitative and Qualitative Disclosures about Market Risk
Maximum | ||||||||
Change | ||||||||
One Year Net Interest Income Change | 2002 | Guidelines | ||||||
+200 Basis Points |
0 | % | (16.0 | )% | ||||
-100 Basis Points |
0 | % | (16.0 | )% | ||||
Net Present Value of Equity Change |
||||||||
+200 Basis Points |
(24 | )% | (20.0 | )% | ||||
-100 Basis Points |
(12 | )% | (20.0 | )% |
The projected volatility of net interest income and net present value of equity rates to a +200 and -100 basis points change for all quarterly models during 2001 and 2002 fall within the Board of Directors guidelines for net interest income change and within 10% variance for net present value of equity change.
Item 4 Controls and Procedures
20
PART II OTHER INFORMATION
Item 1 Legal Proceedings
Item 2 Changes in Securities
Item 3 Defaults Upon Senior Securities
Item 4 Shareholders Meeting
Item 5 Other Information
Item 6 Exhibits and Reports on Form 8-K
A. | Exhibits | |
Exhibit 11 Statement regarding Computation of Per Share Earnings (included in Note 1 to the Consolidated Financial Statements). | ||
Exhibit 99.1 Certification of Chief Executive Officer Pursuant to 10 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes Oxley Act of 2002. | ||
Exhibit 99.2 Certification of Chief Financial Officer Pursuant to 10 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes Oxley Act of 2002. | ||
B. | Reports on Form 8-K Consumers Bancorp Inc. filed reports on Form 8-K during the quarter ended September 30, 2002 as follows: None |
21
CERTIFICATIONS
I, Mark S. Kelly, President and Chief Executive Officer, certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Consumers Bancorp, Inc.; | |
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 registrants 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 we 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 entitles, particularly during the period in which this quarterly report is being prepared; | ||
b). | evaluated the effectiveness of the registrants 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 registrants other certifying officer and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or person performing the equivalent function): |
a). | all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; | ||
b). | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and |
6. | The registrants other certifying officers and I have indicated in this quarterly report whether or not 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: November 12, 2002 |
/s/ Mark S. Kelly
Mark S. Kelly President and Chief Executive Officer |
22
CERTIFICATIONS
I, Paula J. Meiler, Treasurer and Chief Financial Officer certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Consumers Bancorp, Inc.; | |
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 registrants 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 we 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 entitles, particularly during the period in which this quarterly report is being prepared; | ||
b). | evaluated the effectiveness of the registrants 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 registrants other certifying officer and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or person performing the equivalent function): |
a). | all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; | ||
b). | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and |
6. | The registrants other certifying officers and I have indicated in this quarterly report whether or not 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: November 12, 2002 |
/s/ Paula J. Meiler
Paula J. Meiler Treasurer and Chief Financial Officer |
23
Consumers Bancorp, Inc.
10-Q
CONSUMERS BANCORP, INC.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CONSUMERS BANCORP, INC. (Registrant) |
||
Date: November 12, 2002 |
/s/ Mark S. Kelly
Mark S. Kelly President and C.E.O. |
|
Date: November 12, 2002 |
/s/ Paula J. Meiler
Paula J. Meiler Chief Financial Officer |
24