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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 10-Q

 


 

x QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended March 31, 2005

 

Commission File No. 033-79130

 


 

CONSUMERS BANCORP, INC.

(Exact name of registrant as specified in its charter)

 


 

OHIO   033-79130   34-1771400

(State or other jurisdiction of

incorporation or organization)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

614 East Lincoln Way, P.O. Box 256, Minerva, Ohio   44657
(Address of principal executive offices)   (Zip Code)

 

(330) 868-7701

(Issuer’s telephone number)

 


 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

Common Stock, no par value   Outstanding at May 1, 2005
    2,143,444 Common Shares

 



Table of Contents

CONSUMERS BANCORP, INC.

FORM 10-Q

QUARTER ENDED MARCH 31, 2005

 

Part I – Financial Information

 

    

Page

Number (s)


Item 1 – Financial Statements (Unaudited)

    
Interim financial information required by Rule 10-01 of Regulation S-X is included in this Form 10-Q as referenced below:     

Consolidated Balance Sheets
March 31, 2005 and June 30, 2004

   1

Consolidated Statements of Income
Three months and nine months ended March 31, 2005 and 2004

   2

Condensed Consolidated Statements of Changes in Shareholders’ Equity
Three months and nine months ended March 31, 2005 and 2004

   3

Condensed Consolidated Statements of Cash Flows
Nine months ended March 31, 2005 and 2004

   4

Notes to the Consolidated Financial Statements

   5-8

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations

   9-18

Item 3 – Quantitative and Qualitative Disclosures about Market Risk

   19

Item 4 – Controls and Procedures

   20
Part II – Other     

Item 1 – Legal Proceedings

   21

Item 2 – Unregistered Sales of Equity 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

   21

Signatures

   22


Table of Contents

CONSUMERS BANCORP, INC.

CONSOLIDATED BALANCE SHEETS

 

(Dollars in thousands except per share data)

 

     Unaudited
March 31, 2005


    June 30, 2004

 

ASSETS

                

Cash and cash equivalents

   $ 4,451     $ 5,229  

Federal funds sold

     —         210  

Securities, available for sale

     25,948       30,141  

Federal Home Loan Bank stock, at cost

     902       865  

Total loans

     147,920       140,145  

Less allowance for loan losses

     (1,473 )     (1,753 )
    


 


Net Loans

     146,447       138,392  
    


 


Cash surrender value of life insurance

     3,978       3,842  

Premises and equipment, net

     4,244       4,621  

Intangible assets

     1,095       1,216  

Other real estate owned

     603       585  

Accrued interest receivable and other assets

     1,415       1,136  
    


 


Total assets

   $ 189,083     $ 186,237  
    


 


LIABILITIES

                

Deposits

                

Non-interest bearing demand

   $ 37,524     $ 36,398  

Interest bearing demand

     12,639       15,869  

Savings

     57,312       60,878  

Time

     46,810       41,623  
    


 


Total deposits

     154,285       154,768  
    


 


Short-term borrowings

     12,271       9,456  

Long-term borrowings

     2,462       2,757  

Accrued interest and other liabilities

     963       1,146  
    


 


Total liabilities

     169,981       168,127  

SHAREHOLDERS’ EQUITY

                

Common stock (no par value, 2,500,000 shares authorized; 2,160,000 issued)

     4,869       4,869  

Retained earnings

     14,758       13,658  

Treasury stock, at cost (16,556 shares at March 31, 2005 and 13,719 shares at June 30, 2004)

     (256 )     (204 )

Accumulated other comprehensive loss

     (269 )     (213 )
    


 


Total shareholders’ equity

     19,102       18,110  
    


 


Total liabilities and shareholders’ equity

   $ 189,083     $ 186,237  
    


 


 

See accompanying notes to consolidated financial statements

 

1


Table of Contents

CONSUMERS BANCORP, INC.

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

(Dollars in thousands, except per share amounts)

 

     Three Months ended
March 31,


   Nine Months ended
March 31,


     2005

   2004

   2005

   2004

Interest income

                           

Loans, including fees

   $ 2,283    $ 2,182    $ 6,918    $ 6,734

Securities

                           

Taxable

     234      266      731      677

Tax-exempt

     34      35      111      104

Federal funds sold

     —        5      3      51
    

  

  

  

Total interest income

     2,551      2,488      7,763      7,566

Interest expense

                           

Deposits

     326      307      947      1,106

Short-term borrowings

     78      13      119      40

Long-term borrowings

     25      16      80      48
    

  

  

  

Total interest expense

     429      336      1,146      1,194
    

  

  

  

Net interest income

     2,122      2,152      6,617      6,372

Provision for loan losses

     56      75      77      340
    

  

  

  

Net interest income after Provision for loan losses

     2,066      2,077      6,540      6,032

Non-interest income

                           

Service charges on deposit accounts

     334      359      1,168      1,155

Gain on sale of securities

     31      —        66      —  

Other

     179      158      501      543
    

  

  

  

Total non-interest income

     544      517      1,735      1,698

Non-interest expenses

                           

Salaries and employee benefits

     991      922      2,912      2,909

Occupancy

     258      306      823      892

Directors’ fees

     39      38      107      100

Professional fees

     85      52      343      200

Franchise taxes

     54      54      162      162

Printing and supplies

     29      38      124      117

Telephone

     53      48      149      148

Amortization of intangible

     40      40      121      120

Other

     422      375      1,125      1,073
    

  

  

  

Total non-interest expenses

     1,971      1,873      5,866      5,721
    

  

  

  

Income before income taxes

     639      721      2,409      2,009

Income tax expense

     195      220      730      603
    

  

  

  

Net Income

   $ 444    $ 501    $ 1,679    $ 1,406
    

  

  

  

Basic earnings per share

   $ 0.21    $ 0.23    $ 0.78    $ 0.65

 

See accompanying notes to consolidated financial statements

 

2


Table of Contents

CONSUMERS BANCORP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

 

(Dollars in thousands, except per share data)

 

     Three Months ended
March 31,


    Nine Months ended
March 31,


 
     2005

    2004

    2005

    2004

 

Balance at beginning of period

   $ 19,178     $ 17,742     $ 18,110     $ 17,268  

Comprehensive income

                                

Net Income

     444       501       1,679       1,406  

Other comprehensive income (loss)

     (275 )     106       (56 )     19  
    


 


 


 


Total comprehensive income

     169       607       1,623       1,425  

Purchase of treasury stock

     (52 )     —         (52 )     —    

Common cash dividends

     (193 )     (193 )     (579 )     (537 )
    


 


 


 


Balance at the end of the period

   $ 19,102     $ 18,156     $ 19,102     $ 18,156  
    


 


 


 


Common cash dividends per share

   $ 0.09     $ 0.09     $ 0.27     $ 0.25  

 

See accompanying notes to consolidated financial statements.

 

3


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CONSUMERS BANCORP, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

(Dollars in thousands)

 

     Nine Months Ended
March 31,


 
     2005

    2004

 

Cash flows from operating activities

                

Net income

   $ 1,679     $ 1,406  

Adjustments to reconcile net income to net cash from operating activities

     (19 )     767  
    


 


Net cash from operating activities

     1,660       2,173  
    


 


Cash flow from investing activities

                

Securities available for sale

                

Purchases

     (2,551 )     (18,331 )

Maturities and principal pay downs

     4,093       12,946  

Proceeds from sales of securities

     2,536       —    

Net decrease in federal funds sold

     210       6,746  

Net increase in loans

     (8,577 )     (10,317 )

Acquisition of premises and equipment

     (149 )     (118 )

Disposal of premises and equipment

     56       —    

Sale of other real estate owned

     538       79  
    


 


Net cash from investing activities

     (3,844 )     (8,995 )

Cash flow from financing activities

                

Net increase (decrease) in deposit accounts

     (483 )     633  

Net change in short-term borrowings

     2,815       1,142  

Proceeds from long-term borrowings

     —         2,050  

Repayments of long-term borrowings

     (295 )     (67 )

Purchase of treasury stock

     (52 )     —    

Dividends paid

     (579 )     (537 )
    


 


Net cash from financing activities

     1,406       3,221  
    


 


Decrease in cash or cash equivalents

     (778 )     (3,601 )

Cash and cash equivalents, beginning of year

     5,229       8,465  
    


 


Cash and cash equivalents, end of period

   $ 4,451     $ 4,864  
    


 


Supplemental disclosure of cash flow information:

                

Cash paid during the year:

                

Interest

   $ 1,106     $ 1,358  

Federal income taxes

     920       605  

Non-cash items:

                

Transfer from loans to repossessed assets

   $ 445       —    

 

See accompanying notes to consolidated financial statements.

 

4


Table of Contents

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited)

 

(Dollars in thousands, except per share amounts)

 

Note 1 – Summary of Significant Accounting Policies:

 

Basis of Presentation:

 

The consolidated financial statements for interim periods are unaudited and reflect all adjustments (consisting of only normal recurring adjustments), which, in the opinion of management, are necessary to present fairly the financial position and results of operations and cash flows for the periods presented. The unaudited financial statements are presented in accordance with the requirements of Form 10-Q and do not include all disclosures normally required by accounting principles generally accepted in the United States of America. The financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in Consumers Bancorp, Inc.’s Annual Report for the year ended June 30, 2004. The results of operations for the interim periods disclosed herein are not necessarily indicative of the results that may be expected for a full year.

 

The consolidated financial statements include the accounts of Consumers Bancorp, Inc. (the “Corporation”) and its wholly owned subsidiary, Consumers National Bank (the “Bank”). All significant inter-company transactions and accounts have been eliminated in consolidation.

 

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.

 

Earnings and Dividends Declared per Share: Earnings per common share are computed based on the weighted average common shares outstanding. The weighted average number of outstanding shares was 2,145,708 and 2,146,281 for the quarters ended March 31, 2005 and 2004, respectively. The weighted average number of outstanding shares was 2,146,093 and 2,146,281 for the nine months ended March 31, 2005 and 2004, respectively. The Corporation’s capital structure contains no dilutive securities.

 

Newly Issued But Not Yet Effective Accounting Standards:

 

The Emerging Issues Task Force (EITF) Issue 03-1, The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments, contains accounting guidance regarding other-than-temporary impairment on securities that was to take effect for the quarter ended December 31, 2004. However, the effective date of portions of this guidance has been delayed, and more interpretive guidance is to be issued in the near future. The effect of this new and pending guidance on the Company’s financial statements is not known, but it is possible this guidance could change management’s assessment of other-than-temporary impairment in future periods.

 

5


Table of Contents

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

FAS 123, Revised, requires all public companies to record compensation cost for stock options provided to employees in return for employee service. There will be no significant effect on the financial position upon adoption since the Corporation does not have stock options. FAS 153 modifies an exception from fair value measurement of nonmonetary exchanges. Exchanges that are not expected to result in significant changes in cash flows of the reporting entity are not measured at fair value. This supersedes the prior exemption from fair value measurement for exchanges of similar productive assets, and applies for fiscal years beginning after June 15, 2005. The effect on the Corporation’s financial position and results of operations is not expected to be material upon and after adoption.

 

SOP 03-3 requires that a valuation allowance for loans acquired in a transfer, including in a business combination, reflect only losses incurred after acquisition and should not be recorded at acquisition. It applies to any loan acquired in a transfer that showed evidence of credit quality deterioration since it was made. The effect on the Corporation’s financial position and results of operations is not expected to be material upon and after adoption.

 

Note 2 – Securities

 

March 31, 2005

 

   Fair
Value


  

Gross
Unrealized

Gains


   Gross
Unrealized
Losses


 

Securities available for sale:

                      

U.S. Treasury

   $ 991    $ —      $ (7 )

Agencies

     5,111      —        (126 )

Obligations of states and political subdivisions

     3,687      50      (7 )

Mortgage–backed securities

     16,005      25      (342 )

Equity securities

     154      —        —    
    

  

  


Total Securities

   $ 25,948    $ 75    $ (482 )
    

  

  


June 30, 2004

 

   Fair
Value


  

Gross
Unrealized

Gains


   Gross
Unrealized
Losses


 

Securities available for sale:

                      

U.S. Treasury

   $ 992    $ —      $ (5 )

Agencies

     5,702      21      (94 )

Obligations of states and political subdivisions

     3,680      61      (36 )

Mortgage–backed securities

     19,422      92      (408 )

Equity securities

     345      46      —    
    

  

  


Total Securities

   $ 30,141    $ 220    $ (543 )
    

  

  


 

6


Table of Contents

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Sales of available for sale securities were as follows:

 

     Nine Months Ended
March 31, 2005


   Nine Months Ended
March 31, 2004


Proceeds

   $ 2,536    $ —  

Gross gains

     66      —  

 

The estimated fair value of securities at March 31, 2005, 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.

 

     Estimated Fair
Value


Due in one year or less

   $ 1,108

Due after one year through five years

     6,903

Due after five years through ten years

     1,575

Due after ten years

     203
    

Total

     9,789

Mortgage-backed securities

     16,005

Equity securities

     154
    

Total

   $ 25,948
    

 

At March 31, 2005, 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. Unrealized losses on securities that have been in a continuous loss position for 12 months or more were immaterial at March 31, 2005.

 

7


Table of Contents

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Note 3 – Loans

 

Major classifications of loans were as follows:

 

     March 31, 2005

   June 30, 2004

Real estate – residential mortgage

   $ 63,293    $ 65,242

Real estate – construction

     4,285      3,945

Commercial, financial and agriculture

     73,268      64,362

Consumer

     7,074      6,596
    

  

Total Loans

   $ 147,920    $ 140,145
    

  

 

     March 31,
2005


   June 30,
2004


   March 31,
2004


Loans past due over 90 days and still accruing

   $ 342    $ 178    $ 327

Loans on non-accrual

     1,643      2,092      2,511

Impaired loans

     1,099      797      812

Amount of allowance allocated to impaired loans

     233      147      148

 

Impaired loans of $892, $797 and $812 as of March 31, 2005, June 30, 2004 and March 31, 2004, respectively, were included in non-accrual loans.

 

Note 4 - Allowance for Loan Losses

 

A summary of activity in the allowance for loan losses for the nine months ended March 31, 2005, and 2004, were as follows:

 

     Nine months ended
March 31,


 
     2005

    2004

 

Beginning of period

   $ 1,753     $ 1,685  

Provision

     77       340  

Charge-offs

     (467 )     (379 )

Recoveries

     110       118  
    


 


Balance at March 31,

   $ 1,473     $ 1,764  
    


 


 

8


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Overview

 

Consumers Bancorp, Inc., a bank holding company incorporated under the laws of the State of Ohio, owns all of the issued and outstanding common shares of Consumers National Bank, a bank chartered under the laws of the United States of America. The Corporation’s activities have been limited primarily to holding the common shares of the Bank. The Bank’s business involves attracting deposits from businesses and individual customers and using such deposits to originate commercial, mortgage and consumer loans in its market area, consisting primarily of Stark, Columbia, Carroll and contiguous counties in Ohio. The Bank also invests in securities consisting primarily of U.S. government and government agency obligations, municipal obligations, mortgage-backed securities and other securities.

 

General

 

The following is management’s analysis of the Corporation’s results of operations for the three month and nine month periods ended March 31, 2005, compared to the same period in 2004, and the consolidated balance sheets at March 31, 2005 compared to June 30, 2004. 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.

 

Forward-Looking Statements

 

When used in this report (including information incorporated by reference in this report), the words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate”, “project,” “believe” or similar expressions are intended to identify “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements may involve risks and uncertainties that are difficult to predict, may be beyond the Corporation’s control, and could cause actual results to differ materially from those described in such statements. Any such forward-looking statements are made only as of the date of this report or the respective dates of the relevant incorporated documents, as the case may be, and, except as required by law, the Corporation undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances. Various factors, including regional and national economic conditions, changes in levels of market interest rates, credit risks of lending activities and competitive and regulatory factors, could affect the Corporation’s financial performance and could cause the Corporation’s actual results for future periods to differ materially from those anticipated or projected.

 

The risks and uncertainties identified above are not the only risks the Corporation faces. Additional risks and uncertainties not presently known to the Corporation or that the Corporation currently believes to be immaterial also may adversely affect the

 

9


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Corporation. Should any known or unknown risks and uncertainties develop into actual events, those developments could have material adverse effects on the Corporation’s business, financial condition and results of operations.

 

Results of Operations

Three and Nine Months Ended March 31, 2005 and 2004

 

Net Income

 

Net income was $444 for the third fiscal quarter of 2005, a decrease of $57 compared to the third fiscal quarter of 2004 net income of $501. Earnings per common share for the third fiscal quarter of 2005 was $0.21 as compared to $0.23 for the third fiscal quarter of 2004.

 

Net income was $1,679 for the nine month period ended March 31, 2005, an increase of $273 compared to the same period last year. Earnings per common share for the nine month period ended March 31, 2005 was $0.78 as compared to $0.65 for the same period last year.

 

Return on average equity (ROE) and return on average assets (ROA) were 9.32% and 0.94%, respectively, for the third fiscal quarter of 2005 compared to 11.20% and 1.11%, respectively, for the third fiscal quarter of 2004.

 

ROE and ROA were 11.77% and 1.18%, respectively, for the nine month period ended March 31, 2005 compared to 10.53% and 1.03%, respectively, for the same period ended March 31, 2004.

 

The $273 increase in net income for the nine month period ended March 31, 2005 resulted from an increase in net interest income, and a $263 decrease in the provision for loan losses from the same period in 2004. The decreased provision for loan losses for the nine month period ended March 31, 2005 resulted primarily from management’s review of the allowance for loan losses to reflect the reduced risk within the loan portfolio. Also, a majority of the charge-offs for the nine months ended March 31, 2005 were isolated to a single borrower and were specifically allocated for within the allowance for loan loss in a prior period when the probable loss had been identified.

 

With a change in management, the credit quality of the loan portfolio continues to improve due to a more thorough credit analysis of customers being completed. Also, in late 2002 the Company exited the sub-prime consumer lending market and as the sub-prime loans have paid down they have been replaced with higher credit quality loans primarily secured by real estate. The growth in the loan portfolio has mainly been within commercial loans secured by real estate. Additional personnel and systems have been added to analyze the commercial loan portfolio in order to take advantage of the growth opportunities and to manage the risk profile of the portfolio. The general reserves on the homogeneous loan pools within the allowance for loan losses calculation reflect these shifts within the portfolio. The provision for loan losses was considered sufficient by management for maintaining an appropriate allowance for loan losses.

 

10


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Net Interest Income

 

Net interest income, the difference between interest income earned on interest-earning assets and interest expense incurred on interest-bearing liabilities, is the largest component of the Corporation’s earnings. Net interest income is affected by changes in the volumes, rates and composition of interest-earning assets and interest-bearing liabilities. Net interest margin is calculated by dividing net interest income on a fully tax equivalent basis (FTE) by total interest-earning assets. FTE income includes tax-exempt income, restated to a pre-tax equivalent, based on the statutory federal income tax rate. All average balances are daily average balances. Non-accruing loans are included in average loan balances.

 

The Corporation’s net interest margin for the three months ended March 31, 2005 was 4.95%, compared to 5.23% for the same period last year. Net interest income for the three months ended March 31, 2005 decreased by $30, or 1.4%, to $2,122 from $2,152 for the same period in 2004. The decline in the net interest margin and net interest income was primarily due to the Corporation’s yield on average interest-earning assets declining to 5.93% for the three months ended March 31, 2005 from 6.03% for the comparable year ago period combined with an increase in cost of funds from 1.06% for the three months ended March 31, 2004 to 1.32% for the same period in 2005. The decrease in the yield on average interest-earning assets was primarily impacted by sustained lower market rates throughout 2003 and the first six months of 2004. As a result of the lower market rates, a large portion of the loan portfolio automatically repriced or borrowers chose to refinance to lower rates. The decline in net interest income for the three months ended March 31, 2005 was partially offset by a higher level of interest-earning assets as compared to the same period in 2004.

 

The Corporation’s net interest margin for the nine months ended March 31, 2005 was 5.10%, compared to 5.14% for the same period last year. Net interest income for the nine months ended March 31, 2005 was $6,617, an increase of $245, or 3.8%, from $6,372 for the same period in 2004. The increase in net interest income was primarily attributable to a $7,718 increase in interest-earning assets and due to a 7 basis point decline in the cost of interest-bearing liabilities.

 

11


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

Average Balance Sheets and Analysis of Net Interest Income for the Three Months Ended March 31,

(In thousands, except percentages)

 

     2005

    2004

 
     Average
Balance


    Interest

  

Yield/

rate


    Average
Balance


    Interest

  

Yield/

rate


 

Interest-earning assets:

                                          

Taxable securities

   $ 24,174     $ 234    3.93 %   $ 27,705     $ 266    3.86 %

Nontaxable securities (1)

     3,744       53    5.74       3,756       54    5.71  

Loans receivable (1)

     148,049       2,288    6.27       133,142       2,186    6.58  

Federal funds sold

     —         —      —         2,494       5    0.80  
    


 

  

 


 

  

Total interest-earning assets

     175,967       2,575    5.93       167,097       2,511    6.03  

Noninterest-earning assets

     15,025                    14,765               
    


              


            

Total Assets

   $ 190,992                  $ 181,862               
    


              


            

Interest-bearing liabilities:

                                          

NOW

   $ 13,051     $ 12    0.37 %   $ 13,357     $ 15    0.44 %

Savings

     58,176       56    0.39       61,310       60    0.39  

Time deposits

     45,543       258    2.30       45,629       233    2.05  

Short-term borrowings

     12,032       78    2.63       4,793       12    1.01  

Long-term borrowings

     2,549       25    3.98       1,125       13    4.77  
    


 

  

 


 

  

Total interest-bearing liabilities

     131,351       429    1.32 %     126,414       333    1.06 %
            

                

      

Noninterest-bearing liabilities:

                                          

Noninterest-bearing checking accounts

     39,207                    36,000               

Other liabilities

     1,113                    1,463               
    


              


            

Total liabilities

     171,671                    163,877               

Shareholders’ equity

     19,321                    17,985               
    


              


            

Total liabilities and shareholders’ equity

   $ 190,992                  $ 181,862               
    


              


            

Net interest income, interest rate spread (1)

           $ 2,146    4.61 %           $ 2,178    4.97 %
            

                

      

Net interest margin (net interest as a percent of average interest-earning assets (1)

                  4.95 %                  5.23 %

Average interest-earning assets to interest-bearing liabilities

     133.97 %                  132.18 %             

(1) calculated on a fully taxable equivalent basis

 

12


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

Average Balance Sheets and Analysis of Net Interest Income for the Nine Months Ended March 31,

(In thousands, except percentages)

 

     2005

    2004

 
     Average
Balance


    Interest

  

Yield/

rate


    Average
Balance


    Interest

  

Yield/

rate


 

Interest-earning assets:

                                          

Taxable securities

   $ 25,462     $ 731    3.82 %   $ 26,275     $ 677    3.43 %

Nontaxable securities (1)

     3,799       168    5.89       3,685       159    5.74  

Loans receivable (1)

     145,184       6,933    6.36       129,734       6,744    6.92  

Federal funds sold

     261       3    1.53       7,294       51    0.93  
    


 

  

 


 

  

Total interest-earning assets

     174,706       7,835    5.97       166,988       7,631    6.08  

Noninterest-earning assets

     14,984                    15,146               
    


              


            

Total Assets

   $ 189,690                  $ 182,134               
    


              


            

Interest-bearing liabilities

                                          

NOW

   $ 14,643     $ 64    0.58 %   $ 13,358     $ 37    0.37 %

Savings

     59,066       171    0.39       60,911       199    0.44  

Time deposits

     44,443       712    2.13       46,862       870    2.47  

Short-term borrowings

     6,141       119    1.69       5,181       40    1.03  

Long-term borrowings

     5,857       80    4.04       909       40    5.91  
    


 

  

 


 

  

Total interest-bearing liabilities

     130,150       1,146    1.17 %     127,221       1,186    1.24 %
            

                

      

Noninterest-bearing liabilities:

                                          

Noninterest-bearing checking accounts

     39,317                    35,607               

Other liabilities

     1,220                    1,542               
    


              


            

Total liabilities

     170,687                    164,370               

Shareholders’ equity

     19,003                    17,764               
    


              


            

Total liabilities and shareholders’ equity

   $ 189,690                  $ 182,134               
    


              


            

Net interest income, interest rate spread (1)

           $ 6,689    4.80 %           $ 6,445    4.84 %
            

                

      

Net interest margin (net interest as a percent of average interest-earning assets (1)

                  5.10 %                  5.14 %

Average interest-earning assets to interest-bearing liabilities

     134.23 %                  131.26 %             

(1) calculated on a fully taxable equivalent basis

 

13


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Provision for Loan Losses

 

The provision for loan losses represents the charge to income necessary to adjust the allowance for loan losses to an amount that represents management’s assessment of the estimated probable credit losses inherent in the Bank’s loan portfolio, which have been incurred at each balance sheet date. The provision for loan losses decreased $263, or 77.4%, to $77 for the nine month period ended March 31, 2005 compared to $340 for the same period last year. The decreased provision for loan losses for the nine month period ended March 31, 2005 resulted from a review of the allowance for loan losses and a review of non-performing loans. Non-performing loans as a percentage of total loans declined from 2.12% as of March 31, 2004 to 1.34% as of March 31, 2005. Net charge-offs were $357 during the nine months ended March 31, 2005, compared to $261 for the same period last year. A majority of the charge-offs for the nine months ended March 31, 2005 were isolated to a single borrower and were specifically allocated for within the allowance for loan loss in a prior period when the probable loss had been identified.

 

Non-Interest Income

 

Non-interest income increased 5.2% during the third fiscal quarter of 2005, up $27 compared to the same quarter last year. The third fiscal quarter of 2005 included gains on the sale of securities of $31. Within non-interest income, other income increased by 13.3% during the third fiscal quarter of 2005, up $21 compared to the same quarter last year. Other income included a gain of $111 from the sale of other real estate acquired through loan foreclosures, which was offset by a $60 expense on the write down of a building in anticipation of its disposal. A new building is being constructed for the Bank’s Hanoverton branch. Once the new building is complete, the existing structure will be disposed of.

 

Non-interest income was $1,735 for the nine months ended March 31, 2005, increasing 2.2% from $1,698 during the same period last year.

 

Non-Interest Expense

 

Non-interest expense increased 5.2%, to $1,971 during the third fiscal quarter of 2005, compared to $1,873 during the same quarter last year.

 

Non-interest expense for the nine months ended March 31, 2005 increased 2.5%, to $5,866, compared to $5,721 for the same period last year. Within non-interest expense, consulting and professional fees increased by $143 for the nine months ended March 31, 2005 as the Corporation has reorganized and has begun to position itself for future growth. Salaries and employee benefits remained relatively stable for the nine months ended March 31, 2005 compared to the same period last year. Salaries and employee benefits expense recorded during the nine months ended March 31, 2004 included a non-recurring pretax charge of $200 relating to separation pay for the former president and other senior management personnel.

 

14


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Income Taxes

 

Income tax expense for the three months ended March 31, 2005 decreased $25, to $195 from $220, compared to the same period in 2004. The effective tax rate was 30.5% for the current quarter and for the same quarter last year. The provision for income taxes for the nine months ended March 31, 2005 increased $127 to $730 from $603 for the same period in 2004. The effective tax rate for the nine months ended March 31, 2005 was 30.3% as compared to 30.0% for the same period in 2004. The effective tax rate differed from the federal statutory rate principally as a result of tax-exempt income from obligations of states and political subdivisions, loans and earnings on bank owned life insurance.

 

Financial Condition

 

Total assets at March 31, 2005 were $189,083 compared to $186,237 at June 30, 2004, an increase of $2,846 or 1.5%. Loan receivables increased $7,775 from $140,145 at June 30, 2004 to $147,920 at March 31, 2005. Commercial loans increased $8,906, or 13.8%, and this increase was partially offset by a decline of $1,949, or 3.0%, in residential real estate loans. The increase in commercial loans was comprised primarily of variable rate commercial real estate loans with repricing schedules from one to five years. The Corporation has identified loans to small businesses mainly secured by real estate as an area of the market that provides growth opportunities. Additional personnel and systems have been added to analyze the commercial loan portfolio in order to take advantage of the growth opportunities and to manage the risk profile of the portfolio.

 

Available for sale securities have decreased by 13.9% from $30,141 at June 30, 2004 to $25,948 at March 31, 2005. The decline in available for sale securities has been part of management’s overall strategy and the funds have been used to fund loan growth.

 

Total shareholders’ equity increased $992 from June 30, 2004, to $19,102 as of March 31, 2005. This increase was a combination of net income for the period, offset by cash dividends paid and a decrease in value of available for sale securities.

 

15


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Non-Performing Assets

 

The following table presents the aggregate amounts of non-performing assets and respective ratios as of the dates indicated.

 

     March 31, 2005

    June 30, 2004

    March 31, 2004

 

Non-accrual loans

   $ 1,643     $ 2,092     $ 2,511  

Loans past due over 90 days and still accruing

     342       178       327  
    


 


 


Total non-performing loans

     1,985       2,270       2,838  

Other real estate owned

     603       585       746  
    


 


 


Total non-performing assets

   $ 2,588     $ 2,855     $ 3,584  
    


 


 


Non-performing loans to total loans

     1.34 %     1.62 %     2.12 %

Allowance for loan losses to total non-performing loans

     74.20       77.22       62.16  

Loans 90 days or more past due and still accruing to total loans

     0.23       0.13       0.24  

 

Following is a breakdown of non-accrual loans as of March 31, 2005 by collateral:

 

     March 31, 2005

Commercial non-mortgage collateral

   $ 8

Farmland

     20

1-4 family residential properties

     1,615
    

Total

   $ 1,643
    

 

As of March 31, 2005, impaired loans totaled $1,099, of which $892 was included in non-accrual loans. Commercial and commercial real estate loans are classified as impaired if full collection of principal and interest, in accordance with the terms of the loan documents, is not probable. Impaired loans and non-performing loans have been considered in management’s analysis of the appropriateness of the allowance for loan losses. Management and the Board of Directors are closely monitoring these loans and believe that the prospects for recovery of principal and interest, less identified specific reserves, are good.

 

Liquidity

 

The objective of liquidity management is to ensure adequate cash flows to accommodate the demands of our customers and provide adequate flexibility for the Corporation to take advantage of market opportunities under bother normal operating conditions and under unpredictable circumstances of industry or market stress. Cash is used to fund loans, purchase investments, fund the maturity of liabilities, and at times to fund deposit outflows and operating activities. The Corporation’s principal sources of funds are deposits; amortization and prepayments of loans; maturities, sales and principal receipts from securities; borrowings; and operations. Management considers the asset position of the Corporation to be sufficiently liquid to meet normal operating needs and conditions. The Corporation’s earning assets are mainly comprised of loans and investment

 

16


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

securities. Management continually strives to obtain the best mix of loans and investments to both maximize yield and insure the soundness of the portfolio, as well as to provide funding for loan demand as needed.

 

The Corporation offers several deposit products to its customers. The rates offered by the Corporation and the fees charged for these products are competitive with others available currently in the market area. Interest rates on savings deposits have remained at historical low levels, while rates on demand deposits and time deposits have increased in recent months due to current market conditions.

 

To provide an additional source of liquidity, the Corporation has entered into an agreement with the Federal Home Loan Bank (FHLB) of Cincinnati to obtain funding for loans. At March 31, 2005, FHLB balances totaled $9,247 as compared with $6,757 at June 30, 2004. The Corporation considers the FHLB to be a reliable source of liquidity funding, secondary to its deposit base.

 

Jumbo time deposits (those with balances of $100 thousand and over) increased from $7,307 at June 30, 2004 to $14,316 at March 31, 2005. These deposits are monitored closely by the Corporation and priced on an individual basis. When these deposits are from a municipality, certain bank-owned securities are pledged to guarantee the safety of those deposits as required by Ohio law. The Corporation has on occasion used a fee paid broker to obtain these types of funds from outside its normal service area as an additional source of funding. The Corporation however, does not rely upon these deposits as a primary source of funding. 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 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 Corporation’s goal to maintain this spread at better than 4.0%. The spread, on a taxable equivalent basis for the nine month periods ended March 31, 2005 and 2004, were 4.80% and 4.84%, respectively and for the fiscal year ended June 30, 2004 was 4.82%.

 

Capital Resources

 

The following table presents the capital ratios of Consumers Bancorp, Inc.

 

     March 31, 2005

    June 30, 2004

 

Total adjusted average assets for leverage ratio

   $ 189,896     $ 186,722  

Risk-weighted assets and off-balance-sheet financial instruments for capital ratio

     144,623       128,274  

Tier I capital

     18,274       17,106  

Total risk-based capital

     19,747       18,711  

Leverage Ratio

     9.6 %     9.2 %

Tier I capital ratio

     12.6       13.3  

Total capital ratio

     13.7       14.6  

 

17


Table of Contents

CONSUMERS BANCORP, INC.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations

 

(Dollars in thousands, except per share data)

 

Capital ratios applicable to Consumers National Bank at March 31, 2005 were as follows:

 

     Leverage

   

Tier I

Capital


   

Total

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

   9.5     12.5     13.5  

 

The Corporation 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 effect on the Corporation’s financial statements. The Bank is considered well capitalized under the Federal Deposit Insurance Act at March 31, 2005. Management is not aware of any matters occurring subsequent to March 31, 2005 that would cause the Bank’s capital category to change.

 

Critical Accounting Policies

 

The financial condition and results of operations for the Corporation presented in the Consolidated Financial Statements, accompanying notes to the Consolidated Financial Statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations are, to a large degree, dependent upon the Corporation’s accounting policies. The selection and application of these accounting policies involve judgments, estimates and uncertainties that are susceptible to change.

 

The Company has identified determining the appropriateness of the allowance for loan losses as a critical accounting policy and an understanding of this policy is necessary to understand the financial statements. Critical accounting policies are those policies that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Footnote one (Allowance for Loan Losses), footnote three (Loans) and Management Discussion and Analysis of Financial Condition and Results from Operation (Critical Accounting Policies and Allowance for Estimated Losses) of the 2004 Annual Report and Form 10-K provide detail with regard to the Corporation’s accounting for the allowance for loan losses. There have been no significant changes in the application of accounting policies since June 30, 2004.

 

18


Table of Contents

CONSUMERS BANCORP, INC.

 

Quantitative and Qualitative Disclosures about Market Risk

 

The Bank measures interest-rate risk from the perspectives of earnings at risk and value at risk. The primary purpose of both the loan and investment portfolios is the generation of income, but credit risk is the principal focus of risk analysis in the loan portfolio and interest-rate risk is the principal focus in the investment portfolio. Because of the greater liquidity of the investment portfolio, it is the vehicle for managing interest-rate risk in the entire balance sheet. The Bank manages its interest rate risk position using simulation analysis of net interest income and net income over a two-year period. The Bank also calculates the effect of an instantaneous change in market interest rates on the economic value of equity or net portfolio value. Once these analyses are complete, management reviews the results, with an emphasis on the income-simulation results for purposes of managing interest-rate risk. The rate sensitivity position is managed to avoid wide swings in net interest margins. Measurement and identification of current and potential interest rate risk exposures are conducted quarterly, with reporting and monitoring also occurring quarterly. The Bank applies interest rate shocks to its financial instruments up and down 100 and 200 basis points.

 

The following table presents an analysis of the potential sensitivity of the Bank’s annual net interest income and present value of the Bank’s financial instruments to a sudden and sustained increase and decrease change in market interest rates of 200 and 100 basis points:

 

     Maximum Change
2004


    Guidelines

 

One Year Net Interest Income Change

            

+200 Basis Points

   (1.8 )%   16 %

+100 Basis Points

   (1.6 )%   8 %

-100 Basis Points

   (1.5 )%   8 %

Net Present Value of Equity Change

            

+200 Basis Points

   (15.2 )%   30 %

+100 Basis Points

   (8.1 )%   20 %

-100 Basis Points

   9.1 %   20 %

 

The projected volatility of net interest income and net present value of equity shown in the table falls within Board of Directors guidelines in right hand column.

 

19


Table of Contents

CONSUMERS BANCORP, INC.

 

Item 4 – Controls and Procedures

 

As of March 31, 2005, an evaluation was carried out under the supervision and with the participation of the Corporation’s management, including the Chief Executive Officer/Acting Chief Financial Officer, of the effectiveness of the Corporation’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended). Based on that evaluation, the Chief Executive Officer/Acting Chief Financial Officer concluded that, as of March 31, 2005, the Corporation’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Corporation, in reports that it files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms.

 

There were no changes in the Corporation’s internal control over financial reporting that occurred during the fiscal quarter ended March 31, 2005, that have materially affected, or are reasonably likely to materially affect its internal control over financial reporting.

 

20


Table of Contents

PART II – OTHER INFORMATION

 

Item 1 – Legal Proceedings

 

None

 

Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds

 

     Total
Number of
Shares
Purchased


   Average
Price
Paid per
Share


   Total Number of
Shares Purchased
as Part of
Publicly
Announced Plan


   Maximum
Number of
Shares that May Yet
Be Purchased Under
the Plan


January 1, 2005 – January 31, 2005

   —      —      —       

February 1, 2005 – February 28, 2005

   —      —      —       

March 1, 2005 – March 31, 2005

   2,837    18.42    —       
    
  
         
     2,837    18.42    —       
    
  
         

 

The above shares were purchased on the open-market.

 

Item 3 – Defaults Upon Senior Securities

 

None

 

Item 4 – Submission of Matters to a Vote of Security Holders

 

None

 

Item 5 – Other Information

 

None

 

Item 6 – Exhibits

 

Exhibits:

 

Exhibit 11 Statement regarding Computation of Per Share Earnings (included in Note 1 to the Consolidated Financial Statements).

 

Exhibit 31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer & Acting Chief Financial Officer

 

Exhibit 32.1 Certification of Chief Executive Officer & Acting Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes Oxley Act of 2002.

 

21


Table of Contents

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: May 13, 2005  

/s/ Steven L. Muckley


    Steven L. Muckley
    President, Chief Executive Officer &
    Acting Chief Financial Officer

 

22