UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

FORM 10-Q

ý

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter period ended June 30, 2002

¨

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File Number: 33-81890

Community Bankshares, Inc.


(Exact name of registrant as specified in its charter)

Georgia


 

58-1415887


(State or other jurisdiction of

 

(IRS Employer

incorporation or organization)

 

Identification No.)

 

 

 

448 North Main Street,

 

 

Cornelia, Georgia


 

30531


(Address of principal executive offices)

 

(Zip Code)

 (706) 778-2265


(Registrant’s telephone number, including area code)

N/A


(Former name, former address and former fiscal
year, if changed since last report)

 Indicate by check mark whether the registrant has (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  þ     No     ¨

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of August 7, 2002: 2,175,418


 

COMMUNITY BANKSHARES, INC.
AND SUBSIDIARIES

INDEX

 

 

 

 

 

Page No.

 

 

 

PART I.

FINANCIAL INFORMATION

 2

 

 

 

Item 1.

Financial Statements

 2

 

 

 

 

Consolidated Balance Sheets -

 

 

June 30, 2002 and December 31, 2001

2

 

 

 

 

Consolidated Statements of Income

 

 

and Comprehensive Income for Three

 

 

Months Ended June 30, 2002 and 2001

 
  and Six Months Ended June 30, 2002  
  and 2001

3

     

 

Consolidated Statements of Cash Flows -

 

 

Six Months Ended June 30, 2002 and 2001

4

 

 

 

 

Notes to Consolidated  Financial Statements

5

 

 

 

Item 2.

Management’s Discussion and Analysis of

 

 

Financial Condition and Results of Operations

10

 

 

 

PART II

OTHER INFORMATION

 

 

 

 

Item 4.

Submission of Matters to a Vote of Security Holders

16

 

 

 

Item 6.

Exhibits and Reports on Form 8 - K

16

 

 

 

 

Signatures

17

 


 

PART I - FINANCIAL INFORMATION

ITEM 1.            FINANCIAL STATEMENTS

COMMUNITY BANKSHARES, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
JUNE 30, 2002 AND DECEMBER 31, 2001
  (Dollars in thousands)

   

(Unaudited)

     

Assets

 

2002

   

  2001

   
   
           

Cash and due from banks

$

37,512 

 

$

37,182

Interest-bearing deposits in banks

 

308 

   

410

Federal funds sold

 

13,510 

   

16,360

Securities available-for-sale

 

94,482 

   

77,901

Securities held-to-maturity (fair value
     $29,812 and $30,384)

 

28,432 

   


29,602

Restricted equity securities

 

1,215 

   

1,215

           

Loans

 

463,668 

   

455,791

Less allowance for loan losses

 

6,868 

   

6,652

   
   

          Loans, net

 

456,800 

   

449,139

   
   
           

Premises and equipment

 

15,356 

   

15,879

Other assets

 

18,394 

   

18,521

   
   
 

 

       

          Total assets

$

666,009 

 

$

646,209

   
   
           

Liabilities, Redeemable Common Stock and Shareholders' Equity

         
           

Deposits

       

 

    Non-interest-bearing demand

$

83,024 

 

$

81,174

    Interest-bearing demand

 

131,777 

   

131,034

    Savings

 

30,425 

   

26,500

    Time, $100,000 and over

 

118,910 

   

113,545

    Other time

 

217,211 

   

209,962

   
   

          Total deposits

 

581,347 

 

 

562,215

           

Other borrowings

 

11,958 

   

12,070

Other liabilities

 

10,705 

   

13,321

   
   

          Total liabilities

 

604,010 

   

587,606

   
   
         

Redeemable common stock held by ESOP, net of unearned ESOP
shares related to ESOP debt guarantee of $1,550,000 at June 30, 2002
and December 31, 2001, respectively

 

14,844 

   

15,160

   
   
         

Shareholders' equity

         

    Common stock, par value $1; 5,000,000
        shares authorized; 2,186,330 outstanding

 

2,186 

   

2,186

    Capital surplus

 

6,182 

   

6,182

    Retained earnings

 

38,354 

   

35,071

    Accumulated other comprehensive income,
         net of tax

 


884 

   


4

    Less 10,912 shares of Treasury stock at June 30, 2002

 

(451)

   

0

   
   

          Total shareholders' equity

 

 47,155 

   

43,443

   
   
           

  Total liabilities, redeemable common stock and shareholders' equity

$

666,009 

 

$

646,209

   
   
           

See Notes to Consolidated Financial Statements.

         

2


 

COMMUNITY BANKSHARES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHESIVE INCOME
THREE MONTHS ENDED JUNE 30, 2002 AND 2001 AND
SIX MONTHS ENDED JUNE 30, 2002 AND 2001
(Dollars in thousands, except per share amounts)
(Unaudited)

 

COMMUNITY BANKSHARES, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

AND COMPREHESIVE INCOME

THREE MONTHS ENDED JUNE 30, 2002 AND 2001 AND

SIX MONTHS ENDED JUNE 30, 2002 AND 2001

(Dollars in thousands, except per share amounts)

(Unaudited)

    Three Months Ended
June 30,
  Six Months Ended
June 30,
   
 
   

2002 

 

2001 

 

2002 

 

2001 

   
 
 
 
                 

Interest income

               

    Loans

$

9,307 

$

10,872 

$

18,703 

$

21,811

    Taxable securities

 

739 

 

687 

 

1,366 

 

1,385

    Nontaxable securities

 

742 

 

628 

 

1,439 

 

1,221

    Deposits in banks

 

 

 

 

14

    Federal funds sold

 

107 

 

228 

 

211 

 

448

   
 
 
 

          Total interest income 

 

10,898 

 

12,422 

 

21,725 

 

24,879

   
 
 
 
               

Interest expense on deposits

             

    Deposits

 

3,985 

 

5,942 

 

8,264 

 

11,964

    Other borrowings

 

169 

 

163 

 

337 

 

327

   
 
 
 

          Total interest expense

 

4,154 

 

6,105 

 

8,601 

 

12,291

   
 
 
 
                 

          Net interest income

 

6,744 

 

6,317 

 

13,124 

 

12,588

Provision for loan losses 

 

524 

 

394 

 

1,053 

 

800

   
 
 
 

          Net interest income after 
               Provision for loan losses

 


6,220 

 


5,923 

 


12,071 

 


11,788

   
 
 
 
                   

Other income

               

    Service charges on deposit accounts

 

1,326 

 

1,096 

 

2,491 

 

2,065

    Other service charges and fees

 

365 

 

281 

 

702 

 

572

    Gains on sale of loans

 

33 

 

11 

 

47 

 

63

    Nonbank subsidiary non-interest income

 

2,218 

 

2,478 

 

4,157 

 

6,137

    Security transactions, net

 

(6)

 

-- 

 

139 

 

--

    Other operating income

 

177 

 

156 

 

393 

 

377

   
 
 
 

          Total other income

4,113 

 

4,022 

 

7,929 

 

9,214

   
 
 
 
                 

Other expenses

               

    Salaries and employee benefits

4,281 

4,101 

8,675 

8,512

    Equipment expense

796 

841 

1,565 

1,642

    Occupancy expense

450 

445 

903 

872

    Other operating expenses

2,165 

2,254 

4,375 

4,803

    
 
 
 

          Total other expenses

7,692 

7,641 

15,518 

15,829

   
 
 
 
                

          Income before income taxes

2,641 

2,304 

4,482 

5,173

               

Income tax expense

768 

649 

1,253 

1,551

   
 
 
 
                 

          Net income

$

1,873 

$

1,655 

$

3,229 

$

3,622

   
 
 
 
                 

Other comprehensive income:

               

     Unrealized gains (losses) on securities:
          Unrealized holding gains (losses)  arising during  Periods


1,184 


(110)


963 


357

            Reclassification adjustment  for (gains) losses realized in net 
                    income



- -- 


(83)


- --

   
 
 
 

     Total other comprehensive income (loss)

1,188 

(110)

880 

357

   
 
 
 
               

          Comprehensive income

$

3,061 

$

1,545 

$

4,109 

$

3,979

   
 
 
 
                 

Basic earnings per common share 

$

0.86 

$

0.76 

$

1.48 

$

1.66

   
 
 
 

Diluted earnings per common share

$

0.85 

$

0.75 

$

1.47 

$

1.64

   
 
 
 

Cash dividends per share of common stock

$

0.06 

$

0.05 

$

0.12 

$

.10

   
 
 
 
         

See Notes to Consolidated Financial Statements.

       

3


 

COMMUNITY BANKSHARES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
(Dollars in thousands)
(Unaudited)

   

2002

2001

   
 
         

OPERATING ACTIVITIES

       

    Net income

$

3,229 

$

3,622 

    Adjustments to reconcile net income to
        net cash provided by operating
        activities:

       

        Depreciation and amortization

 

1,616 

1,657 

        Provision for loan losses

 

1,053 

800 

        Deferred income taxes

 

449 

(206)

        Decrease in loans held for sale

 

585 

        Net (gains) losses on sale of securities

 

(139)

        Net (gains) losses on sale of other real estate

 

34 

14 

        Decrease in interest receivable

 

544 

103  

        Increase (decrease) in interest payable

 

  (1,091)

116 

        Increase (decrease) in taxes payable

 

93 

(860)

        Decrease in accounts
          receivable of nonbank subsidiary

 


559 

 


737 

        Decrease in work in
          process of nonbank subsidiary

 


174 

 


555 

        Decrease in accruals and payables
          of nonbank subsidiary

 


(1,107)

 


(4,384)

        Other operating activities

(2,018)

(731)

   
 
         

              Net cash provided by
                 operating activities

 


3,396 

 


2,008 

   
 
         

INVESTING ACTIVITIES

       

    Purchases of securities available-for-sale

(25,642)

(19,937)

    Proceeds from sales of securities available for sale

5,119 

--- 

    Proceeds from maturities of securities
      available-for-sale

 


5,548 

 


11,065 

    Proceeds from maturities of securities
      held-to-maturity

 

1,170 

1,352 

    Net  decrease in Federal funds sold

2,850 

200 

    Net  decrease in interest-bearing
     deposits in banks

 

101 

 

27 

    Net increase in loans

 

(12,147)

(20,733)

    Purchase of premises and equipment

 

(880)

 

(2,552)

    Proceeds from sales of premises and equipment

 

 

--- 

    Proceeds from sales of other real estate

 

2,500 

 

433 

   
 
         

              Net cash used in
                 investing activities

 

(21,373)

 

(30,145)

   
 
          

FINANCING ACTIVITIES

       

    Net increase in deposits

 

19,132 

 

19,793 

    Repayment of other borrowings

 

(112)

 

(112)

    Proceeds for the exercise of stock options

 

 

30 

    Dividends paid

 

(262)

 

(218)

    Purchase of treasury stock

 

(451)

 

   
 

                Net cash provided by

       

                    Financing activities

 

18,307 

 

19,493 

   
 
         

    Net increase (decrease) in cash and

       

      Due from banks

$

330 

$

(8,644)

         

    Cash and due from banks at beginning of the period

 

37,182 

 

38,410 

   
 
       

    Cash and due from banks at end of the period

$

37,512 

$

29,766 

   
 
         

SUPPLEMENTAL DISCLOSURES
   Cash paid for:
       Interest

$

9,693 

$

12,175 

         

       Income taxes

$

1,291 

$

2,657 

          

NONCASH TRANSACTIONS
   Principal balance of loan transferred to other real estate


$


3,433 


$


429 

See Notes to Consolidated Financial Statements

4


 

COMMUNITY BANKSHARES, INC.
AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.          BASIS OF PRESENTATION

The consolidated financial information included herein is unaudited; however, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in our opinion, necessary for a fair statement of results for the interim periods.

The results of operations for the three and six month periods ending June 30, 2002 are not necessarily indicative of the results to be expected for the full year.

NOTE 2.         RECENT DEVELOPMENTS

In July 2001, the Financial Accounting Standards Board (“FASB”) issued Statement No. 141 (SFAS No. 141), “Business Combinations” and Statement No. 142 (SFAS No. 142), “Goodwill and Other Intangible Assets”.  SFAS No. 141 requires that the purchase method of accounting be used for all business combinations initiated after June 30, 2001.  SFAS No. 141 also specifies criteria that intangible assets acquired in a purchase method business combination must meet to be recognized and reported apart from goodwill.  SFAS No. 142 requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with the provisions of SFAS No. 142.  The impact of this change has resulted in a reduction of amortization expense of $2,000 per quarter.  Goodwill was evaluated prior to June 30, 2002 and it was determined no write-down because of impairment was warranted.  SFAS No. 142 also requires that intangible assets with estimable useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment.  SFAS No. 141 was effective July 1, 2001 while the provisions of SFAS No. 142 were adopted effective January 1, 2002. 

NOTE 3.          EARNINGS PER COMMON SHARE

The following is a reconciliation of net income (the numerator) and weighted-average shares outstanding (the denominator) used in determining basic and diluted earnings per common share (EPS).

5


 

Three Months Ended June 30, 2002
( Dollars and shares in Thousands,
except per share amounts)

Net
Income
(Numerator)

Weighted-Average
Shares
(Denominator)

Per Share
Amount

 

 

Basic EPS

$1,873

2,185

$.86

 

Effect of Dilutive Securities
     Stock options

0

15

.01

 




 

Diluted EPS

$1,873

2,200

$.85

 




 

 

 

 

Three Months Ended June 30, 2001
(Dollars and shares in Thousands,
except per share amounts)

Net
Income
(Numerator)

Weighted-Average
Shares
(Denominator)

Per Share
Amount

 

 

 

Basic EPS

$1,655

2,182

$0.76

 

Effect of Dilutive Securities
     Stock options


0


22


..01

 




 

Diluted EPS

$1,655

2,204

$0.75

 




 

 

 

Six Months Ended June 30, 2002
( Dollars and shares in Thousands,
except per share amounts)

Net
Income
(Numerator)

Weighted-Average
Shares
(Denominator)

Per Share
Amount

 

 

Basic EPS

$3,229

2,186

$1.48

 

Effect of Dilutive Securities
     Stock options

0

15

 

.01

 




 

Diluted EPS

$3,229

2,201

$1.47

 




 

6


 

Six Months Ended June 30, 2001
(Dollars and shares in Thousands,
except per share amounts)

Net
Income
(Numerator)

Weighted-Average
Shares
(Denominator)

Per Share
Amount

 

 

 

 

Basic EPS

$3,622

2,182

$1.66

 

Effect of Dilutive Securities
     Stock options


0

22


..02

 




 

Diluted EPS

$3,622

2,204

$1.64

 




 

NOTE 4          SEGMENT INFORMATION

Selected segment information by industry segment for the three and six month periods ended June 30, 2002 and 2001 is as follows:

 

Reportable Segments
(Dollars in thousands)


 

For the three month period ended June 30, 2002

 

Banking

 

  Financial
Supermarkets

 

All
Other

 

Total






                           
 

Revenue from external customers

 

$

12,798 

 

$

2,228

 

$

131 

 

$

15,157

 

Intersegment revenues (expenses)

   

(112)

   

210

   

548 

   

646

 

Segment profit (loss)

   

1,661 

   

577

   

(341)

   

1,897

 

Segment assets

   

668,076 

   

15,672

   

5,882 

   

689,630

   

Reportable Segments
(Dollars in thousands)

   
 

For the three month period ended June 30, 2001

 

Banking

 

Financial
Supermarkets

 

All
Other

 

Total

     
 
 
 
                           
 

Revenue from external customers

  $

14,114 

 

$

2,345

 

$

124 

 

$

16,583

 

Intersegment revenues (expenses)

   

(232)

   

381

   

478 

   

627

 

Segment profit (loss)

   

1,322 

   

743

   

(356)

   

1,709

 

Segment assets

   

613,708 

   

22,690

   

2,918 

   

639,316

7


 
   

Reportable Segments
(Dollars in thousands)

   
 

For the six month period ended June 30, 2002

 

Banking

 

Financial
Supermarkets

 

All
Other

 

Total

     
 
 
 
                           
 

Revenue from external customers

  $

25,510 

 

$

4,204

 

$

248 

 

$

29,962

 

Intersegment revenues (expenses)

   

(243)

   

438

   

1,096 

   

1,291

 

Segment profit (loss)

   

3,098 

   

858

   

(678)

   

3,278

 

Segment assets

   

668,076 

   

15,672

   

5,882 

   

689,630

 

   

Reportable Segments
(Dollars in thousands)

   
 

For the six month period ended June 30, 2001

 

Banking

 

Financial
Supermarkets

 

All
Other

 

Total

     
 
 
 
                           
 

Revenue from external customers

  $

28,158 

 

$

5,934

 

$

275 

 

$

34,367

 

Intersegment revenues (expenses)

   

(452)

   

651

   

961 

   

1,160

 

Segment profit (loss)

   

2,503 

   

1,833

   

(646)

   

3,690

 

Segment assets

   

613,708 

   

22,690

   

2,918 

   

639,316

      For the three months
Ended June 30,
    For the six months
Ended June 30,
     
   
     

2002

   

2001

   

2002

   

2001





                       
 

Net Income

                   
 

Total profit for reportable segments

$

2,238 

 

$

2,065 

 

$

3,956 

 

$

4,336 

 

Non-reportable segment loss

 

(341)

   

(356)

   

(678)

   

(646)

 

Elimination of intersegment (gains) losses

 

(24)

 

$

(54)

   

(49)

   

(68)

 

   Total consolidated other income

$

1,873 

   

1,655 

 

$

3,229 

 

$

3,622 

8


 

Total Assets

 2002

  Total assets for reportable segments

$

683,748 

  Non-reportable segment assets

 5,882 

  Elimination of intersegment assets

(23,621)


  Total consolidated assets

$

666,009 

9


 

COMMUNITY BANKSHARES, INC.
AND SUBSIDIARIES

Item 2. 

MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Forward Looking Statements

The following appears in accordance with the Securities Litigation Reform Act.  These financial statements and discussion and analysis include forward looking statements that involve inherent risks and uncertainties.  A number of important factors could cause actual results to differ materially from those in the forward looking statements.  Those factors include fluctuations in interest rates, inflation, government regulations, economic conditions, and competition in the geographic business areas in which we conduct operations.

The terrorist attacks that occurred in New York City and Washington D.C. on September 11, 2001, and the United States’ subsequent response to these events have resulted in a general economic slowdown that may adversely effect our banking business.  Economic slowdowns or recessions in our primary market areas may be accompanied by reduced demand for credit, decreasing interest margins and declining real estate values, which may in turn result in a decrease in net earnings and an increased possibility of potential loan losses in the event of default.  Any sustained period of decreased economic activity, increased delinquencies, foreclosures or losses could limit our growth and negatively affect our results of operations.  We cannot predict the extent, duration of these events or effect upon our business and operations.  We will, however, closely monitor the effect of these events upon our business, and make adjustments to our business strategy as deemed necessary.

Management’s Discussion and Analysis

The following is management’s discussion and analysis of certain significant factors which have affected our financial position and operating results during the periods included in the accompanying consolidated financial statements.

Financial Condition

As of June 30, 2002, we continue to experience moderate growth in total assets, total loans and total deposits as compared to December 31, 2001.  Total assets, loans, and deposits increased by 5.06%, 1.73% and 3.40% respectively.  The growth in all areas except for loans is slightly less than the same period last year but consistent with management’s expectations. The growth in assets is attributable to growth in deposits and retention of earnings.  Management expects the growth to continue in the future.

Liquidity

As of June 30, 2002, the liquidity ratio was 21.79% which is within our target range of 20 - - 25%.  The banks have available lines of credit to meet unexpected liquidity needs.  Liquidity is measured by the ratio of net cash, short term and marketable securities to net deposits and short term liabilities.

Interest Rate Risk

Our overall interest rate risk was less than 3% of net interest income subjected to rising and falling rates of 200 basis points.  We have positioned ourselves to minimize the affect of changes in rates in either direction.

10


 

Capital

Banking regulation requires the Company and the Banks to maintain capital levels in relation to our assets.  At June 30, 2002, the Company’s and banks' capital ratios were considered well capitalized based on regulatory minimum capital requirements.  The minimum capital requirements and the actual capital ratios for the Company at June 30, 2002 were as follows:

Actual

Regulatory Minimum

 

Leverage

8.85%

4.00%

    Risked Based Capital ratios:

    Core Capital

12.13%

4.00%

    Total Capital

13.38%

8.00%

Results of Operation

Net interest income for the six month period ended June 30, 2002 is up 4.26% over the same period for 2001, from $12,588,000 to $13,124,000 and is up 6.76% for the three month period ending June 30, 2002 from $6,317,000 to $6,744,000 for 2002.  Interest income was down by 12.68% for the six month period ending June 30, 2002 from $24,879,000 to $21,725,000 and down 12.27% for the three month period ending June 30, 2002 from $12,422,000 to $10,898,000. The decrease in interest income is the net effect of a decrease in the average prime rate of over 3% from the level of the same period one year ago and an increase in earning assets of $50,882,000 from June 2001 to June 2002.  This represents a 9.24% increase in earning assets and includes a 23.66% increase in investments of $23,751,000 and a 5.86% increase in total loans amounting to $25,665,000 for the 12 month period.  Interest expense was down 30.02% or $3,690,000 for the six month period ended June 30, 2002, over the same period in 2001 and down 31.95% or $1,951,000 for the three month period ending June 30, 2002, as compared to 2001.  These decreases were related directly to the lower rate environment.  The Company’s net interest margin was 4.43% for the six month period ended June 30,2002 compared to 4.74% for the same period in 2001.  Management anticipates a stable net interest margin over the next twelve months.   Any increase in rates would have a slight positive effect on our net interest margin.

The loan loss reserve is evaluated monthly and adjusted to reflect the risk in the portfolio in the following manner.  We use two different methods of measuring risk in the portfolio: (1) Risk in our watch list of loans and past due ratios and (2) Percentage of classified loans.  We then compare results to reserve balances to assure  all identified risk are covered.

11


 

The following table furnishes information on the loan loss reserve for the current six month reporting period and the same period for 2001.

 

2002

2001

 

Beginning Balance

$ 6,652 

$ 6,306 

Less Charge Offs:

    Commercial Loans

(93)

(41)

     Real Estate Loans

(368)

(115)

     Consumer Loans

(468)

(540)



(929)

(696)



Plus Recoveries

     Commercial Loans

14 

     Real Estate Loans

     Consumer Loans

86 

39 



92 

60 



Net Charge-offs

(837)

(636)



Provision for loan loss

1,053 

800 



Ending Balance

$ 6,868 

$ 6,470 



The majority of the real estate loan charge-offs for 2002 related to one loan and does not represent a general decline in the real estate portfolio.  The provision for loan losses for the six month period ended June 30, 2002 represented 113% of charge-offs for the same period, while the provision for the first six months of 2001 represented 115% of the charge offs recorded in that period.  The reserve at June 30, 2002 represented 214% of non-accrual loans while the reserve at June 30, 2001 represented 193% of non-accrual loans.  Non-accrual loans have decreased from $3,355,000 at June 30, 2001 to $3,202,000 as of June 30, 2002.  Past due loans greater than 90 days and accruing interest have decreased from $3,154,000 in 2001 to $1,199,000 in 2002.  The level of non-accrual loans is indicative of the overall state of the economy.  Our net charged-off loans to total loan ratio was .18% for the six month period ended June 30, 2002 compared to .15% for the same period in 2001.  Management has reviewed the non-accrual loans individually and determined that the likelihood of any significant loss of principal is mitigated due to the value of the collateral securing these loans.  We are currently within our guideline of maintaining a loan loss reserve of 200% of non-performing assets.  The loan loss reserve balance to total loan ratio at June 30, 2002 was 1.48% as compared to 1.48% at June 30, 2001.  Management considered the loan loss reserve to be adequate to absorb any anticipated losses that may be incurred.

12


 

The following table is a summary of Non Accrual, Past due and Restructured Debt

June 30, 2002

 

Non-accrual
Loans

Past Due
90 days
still accruing

Restructured
Debt




Commercial Loans

$       346

$     276

$       134

Real Estate Loans

2,378

662

973

Consumer Loans

478

261

58




Total

$     3,202

$  1,199

$    1,165




 

June 30, 2001

 

Non-accrual
Loans

Past Due
90 days
still accruing

Restructured
Debt




Commercial Loans

$       195

$     209

$       10

Real Estate Loans

2,810

2,516

668

Consumer Loans

350

429

62




Total

$     3,355

$  1,199

$    730




Loans classified for regulatory purposes as loss, doubtful, substandard, or special mention that have not been included in the table above do not represent or result from trends or uncertainties which management reasonably expects will materially impact future operating results, liquidity or capital resources.  These classified loans do not represent material credits about which management is aware of any information which causes management to have serious doubts as to the ability of such borrowers to comply with the loan payment terms.

The banks place loans on non-accrual at such a time it is apparent that the collection of principal and interest is questionable and the loan is either past due 90 days or bankruptcy has been filed.

13


 

Other income decreased by 13.95% or $1,285,000 during the six month period ended June 30, 2002 as compared to the same period for 2001 and the three month period ending June 30, 2002 showed a 2.26% or $91,000 increase over the same three month period of 2001.  This decrease for the six month period is primarily due to the decrease in activity associated with an agreement between Financial Supermarkets, Inc. (FSI), a nonbank subsidiary, and the Canadian Imperial Bank of Commerce (“CIBC”) to establish banking pavilions in Florida.  Due to slowing economic conditions, management anticipates fewer sales of supermarket bank units and thus anticipates a decline in revenue during 2002 as compared to 2001.  Service charges on deposit accounts increased by $426,000 or 20.63% for the six month period ended June 30, 2002, and increased $230,000 or 20.99% for the three month period ended June 30, 2002, as compared to the same periods in 2001.  During the last two quarters of 2001, the banks started charging a daily overdraft fee on accounts that are overdrawn more than one day.  During the six and three month periods ended June 30, 2002, these fees totaled $318,000 and $169,000 respectively.  Non-sufficient funds (NSF) charges increased $69,000 and $38,000 for the six month period and the three month period ended June 30, 2002, respectively, compared to the same period in 2001.  NSF charges increased primarily as a result of our continued growth in accounts in the totally free checking program.

Other expenses decreased by 1.97% or $311,000 for the six month period ended June 30, 2002, but increased 0.67% or $51,000 for the three month period ending June 30, 2002 as compared to the same periods in 2001.  Salaries and benefits increased by $163,000 or 1.92% during the six month period ended June 30, 2002 compared to the same period in 2001.  Full time equivalent employees was 378 at the end of June 2001 and June 2002.  Other operating expenses reflected a reduction of 8.91% or $428,000 for the six month period ending June 30, 2002 when compared to the six month period ended June 30, 2001 and a 3.9%  decrease for the three month period ending June 30, 2002 compared to the same period in 2001.  In other operating expenses, travel expenses decreased 33.41% or $278,000 for the six month period ended June 30, 2002, and 30.81% or $114,000 for the three month period ended June 30, 2002.  These decreases are due to a slow down in non-bank subsidiary travel during the first half of 2002.  In addition, legal fees decreased by 51.15% or $89,000 for the six month period ended June 30, 2002 and 32.35% or $22,000.00 for the three month period ended June 30, 2002 when compared to the same periods in 2001.

We incurred income tax expenses of $768,000 which represents an effective rate of 29% for the three month period ended June 30, 2002 as compared to $649,000 which represents an effective tax rate of 28% for the same period in 2001.  In addition, we incurred income tax expenses of $1,253,000 which represents an effective rate of 28% for the six month period ended June 30, 2002 as compared to $1,551,000 which represents an effective tax rate of 30% for the same period in 2001.

Net income for the six month period ended June 30, 2002, was $3,229,000 or a decrease of 10.85% and for the three month period ended June 30, 2002, was $1,873,000 or an increase of 13.17% over the same periods for 2001.  Our income fluctuated due to the timing of supermarket bank installations.Management does not anticipate meeting its original budgeted projections and management cannot guarantee an overall increase in earnings in 2002 compared to 2001 due to the variation in the number of supermarket bank installations from year to year.

14


 

We are not aware of any other known trends, events or uncertainties, other than the effect of events as described above, that will have or that are reasonably likely to have a material effect on its liquidity, capital resources or operations.  We are also not aware of any current recommendations by the regulatory authorities which, if they were implemented, would have such an effect.


15


 

PART II - OTHER INFORMATION

ITEM 4.          Submission of Matters to a Vote of Security Holders.

The Annual Meeting of the Shareholders of the Company was held on April 10, 2002.  Total shares outstanding amounted to 2,186,330.  A total of 1,759,535 (80.48%) were represented by shareholders in attendance or by proxy.  The following directors were re-elected to serve for a one-year term.  The results of the election were as follows:

Shares Voted:

For

Against

Abstain

Steven C. Adams

1,759,535

0

0

Edwin B. Burr

1,759,535

0

0

H. Calvin Stovall, Jr.

1,759,535

0

0

Dean C. Swanson

1,759,535

0

0

George D. Telford

1,759,535

0

0

Dr. A. Dan Windham

1,759,535

0

0

J. Alton Wingate

1,759,535

0

0

Lois M. Wood-Schroyer

1,759,535

0

0

ITEM 6.          Exhibits and Reports on Form 8-K

(a)       Exhibits

Exhibit 99 Certification Pursuant to 18 U.S.C. Section 1350

(b)       Reports on Form 8-K

None

 

16


 

 

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

COMMUNITY BANKSHARES, INC.

     

DATE: August 9, 2002

By:

/s/ Harry L. Stephens

   

Harry L. Stephens,
Executive Vice President and
Chief Financial Officer

 

 

 

17