SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C.20549 |
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FORM 10-Q |
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[X] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| For the Quarterly period ended..............................June 30, 2003 |
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[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| For the transition period from ____________________ to ___________________ |
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Commission File Number: 0-26993 |
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EVERTRUST FINANCIAL GROUP, INC. (Exact name of registrant as specified in its charter) |
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Washington (State or other jurisdiction of incorporation or organization) | 91-1613658 (I.R.S. Employer I.D. Number) |
| | |
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2707 Colby Avenue, Suite 600, Everett, Washington 98201 (Address of principal executive offices and zip code) |
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(425) 258-3645 (Registrant's telephone number, including area code) |
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NA (Former name, former address and former fiscal year, if changed since last report) |
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| | |
| Indicate by check 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. |
| |
| (1) Yes X No |
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| Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). |
| Yes X No |
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
| Title of class: Common stock, no par value | As of August 1, 2003 4,841,029 |
<PAGE>
EVERTRUST FINANCIAL GROUP, INC.
Table of Contents
| | | Page
|
PART I | - | FINANCIAL INFORMATION | |
| | |
ITEM 1 | - | Financial Statements. The Consolidated Financial Statements of EverTrustFinancial Group, Inc. filed as a part of the report are as follows: |
|
| | | |
| | Consolidated Statements of Financial Condition as of June 30, 2003 and March 31, 2003 | 1 |
| | | |
| | Consolidated Statements of Operations for the three months ended June 30, 2003 and 2002 | 2 |
| | | |
| | Consolidated Statements of Comprehensive Income for the three months ended June 30, 2003 and 2002 | 3 |
| | | |
| | Consolidated Statements of Changes in Equity for the twelve months ended March 31, 2003 and three months ended June 30, 2003 | 4 |
| | | |
| | Consolidated Statements of Cash Flows for the three months ended June 30, 2003 and 2002 | 5 |
| | | |
| | Notes to Consolidated Financial Statements | 6 |
| | | |
ITEM 2 | - | Management's Discussion and Analysis of Financial Condition and Results of Operations | |
| | | |
| | General | 12 |
| | | |
| | Selected Financial Ratios | 12 |
| | | |
| | Comparison of Financial Condition at June 30, and March 31, 2003 | 13 |
| | | |
| | Comparison of Operating Results for the three months ended June 30, 2003 and 2002 | 15 |
| | | |
| | Liquidity and Capital Resources | 18 |
| | | |
| | Capital Requirements | 18 |
| | | |
ITEM 3 | - | Quantitative and Qualitative Disclosures About Market Risk and Asset and Liability Management and Market Risk | 19 |
| | | |
ITEM 4 | - | Controls and Procedures | 19 |
| | | |
PART II | - | OTHER INFORMATION | |
| | | |
| | Item 1. Legal Proceedings | 19 |
| | | |
| | Item 2. Changes in Securities | 19 |
| | | |
| | Item 3. Defaults upon Senior Securities | 20 |
| | | |
| | Item 4. Submission of Matters to a Vote of Stockholders | 20 |
| | | |
| | Item 5. Other Information | 20 |
| | | |
| | Item 6. Exhibits and Reports on Form 8-K | 20 |
| | | |
SIGNATURES | 21 |
i
<PAGE>
Part 1 - Financial Information
Item 1 - Financial Statements
EverTrust Financial Group, Inc.
Consolidated Statements of Financial Condition
June 30, 2003 and March 31, 2003
(Dollar amounts in thousands)
| June 30, | March 31, |
| 2003
| 2003
|
ASSETS | (Unaudited) | |
| | |
Cash and cash equivalents, including interest bearing deposits | | |
of $42,602 and $27,415 | $ 52,608 | $ 37,259 |
Securities available for sale, amortized cost of $45,057 and $33,807 | 45,519 | 34,167 |
Securities held to maturity, fair value of $3,797 and $3,999 | 3,602 | 3,800 |
Federal Home Loan Bank stock, at cost | 6,417 | 6,334 |
Loans receivable, net of allowances of $9,086 and $8,979 | 586,855 | 600,200 |
Loans held for sale, fair value of $1,472 and $4,813 | 1,465 | 4,755 |
Accrued interest receivable | 3,229 | 3,280 |
Premises and equipment, net | 8,771 | 9,074 |
Prepaid expenses and other assets | 5,071 | 7,294 |
|
|
|
Total Assets | $713,483
| $706,163
|
| | |
LIABILITIES AND EQUITY | | |
| | |
LIABILITIES: | | |
Deposit accounts | $519,710 | $508,269 |
Federal Home Loan Bank advances and other borrowings | 96,321 | 100,984 |
Accounts payable and other liabilities | 4,004 | 5,215 |
|
|
|
Total Liabilities | 620,035 | 614,468 |
| | |
COMMITMENTS AND CONTINGENCIES | | |
| | |
EQUITY: | | |
Common stock - no par value, 49,000,000 shares authorized, | | |
4,840,279 shares and 4,834,779 shares outstanding at | | |
June 30, 2003 and March 31, 2003, respectively | 30,698 | 30,613 |
Employee Stock Ownership Plan (ESOP) debt | (396) | (396) |
Retained earnings | 63,926 | 62,542 |
Shares held in trust for stock-related | | |
compensation plans | (1,085) | (1,301) |
Accumulated other comprehensive income | 305 | 237 |
|
|
|
Total Equity | 93,448
| 91,695
|
| | |
Total Liabilities and Equity | $713,483
| $706,163
|
1<PAGE>
EverTrust Financial Group, Inc.
Consolidated Statements of Operations
For the Three Months Ended June 30, 2003 and 2002
(Dollar amounts in thousands, except per share amounts)
| | | Three Months Ended June 30,
|
| | | 2003
| 2002
|
| | | (Unaudited) |
INTEREST INCOME: | | |
| Loans receivable | $ 10,505 | $ 10,810 |
| Investment securities: | | |
| | Taxable interest income | 442 | 736 |
| | Tax-exempt interest income | 43 | 59 |
| | Dividend income | 86
| 99
|
| | Total investment security income | 571
| 894
|
| | Total interest income | 11,076 | 11,704 |
INTEREST EXPENSE: | | |
| Deposit accounts | 3,097 | 3,436 |
| Federal Home Loan Bank advances and other borrowings | 1,284
| 1,516
|
| | Total interest expense | 4,381
| 4,952
|
| | Net interest income | 6,695 | 6,752 |
PROVISION FOR LOAN LOSSES | 175
| 190
|
| | Net interest income after provision for loan losses | 6,520 | 6,562 |
NONINTEREST INCOME: | | |
| Loan service fees | 695 | 491 |
| Gain on sale of securities | 2 | - |
| Gain on sale of loans | 301 | 137 |
| Other, net | 646
| 496
|
| | Total noninterest income | 1,644
| 1,124
|
NONINTEREST EXPENSES: | | |
| Salaries and employee benefits | 3,152 | 3,021 |
| Occupancy and equipment | 710 | 804 |
| Information processing costs | 376 | 357 |
| Other, net | 967
| 1,230
|
| | Total noninterest expenses | 5,205
| 5,412
|
| | Earnings before federal income taxes | 2,959 | 2,274 |
FEDERAL INCOME TAXES | 994
| 643
|
NET INCOME | $ 1,965
| $ 1,631
|
| | | | |
Net income per common share - basic | $ 0.42
| $ 0.34
|
Net income per common share - diluted | $ 0.39
| $ 0.32
|
| | | | |
Weighted average shares outstanding - basic | 4,660,447 | 4,748,686 |
Weighted average shares outstanding - diluted | 4,999,107 | 5,031,177 |
| | | | |
Dividends paid per share | $ 0.120 | $ 0.115 |
2
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EverTrust Financial Group, Inc.
Consolidated Statements of Comprehensive Income (In thousands)
For the Three Months Ended June 30, 2003 and 2002
| | | | |
| | | 2002
| 2001
|
| | | | |
NET INCOME | $ 1,965 | $ 1,631 |
OTHER COMPREHENSIVE INCOME, net of income taxes: | | |
| Gross unrealized gain on securities: | | |
| | Unrealized holding gain during the period, net of deferred income tax expense of $36 and $66 | 69 | 131 |
| | Less adjustment of gains (loss) included in net income, net of income tax of $(-) and $(-) | (1)
| -
|
| | Other comprehensive income | 68
| 131
|
| | | | |
COMPREHENSIVE INCOME | $ 2,033
| $ 1,762
|
| | | | |
| | | | |
3<PAGE>
EverTrust Financial Group, Inc.
Consolidated Statements of Changes in Equity
For the Twelve Months Ended March 31, 2003 and Three Months Ended June 30, 2003
(Dollar amounts in thousands, Unaudited)
| Common Stock
| Debt related | Retained | Shares held in trust for stock-related compensation | Accumulated other comprehensive | |
| Shares
| Amount
| to ESOP
| earnings
| plans
| income (loss)
| Total
|
| | | | | | | |
BALANCE, April 1, 2002 | 5,170,569
| $ 37,390
| $ (792)
| $ 58,019
| $ (2,167)
| $ 374
| $ 92,824
|
| | | | | | | |
Common stock repurchased | (375,493) | (7,664) | | | | | (7,664) |
Common stock options exercised | 39,703 | 479 | | | | | 479 |
Tax benefit from stock options exercised | | 143 | | | | | 143 |
Repayment of ESOP debt | | | 396 | | | | 396 |
ESOP activity - Change in value of | | | | | | | |
shares committed to be released | | 265 | | | | | 265 |
Amortization of compensation related to | | | | | | | |
Management Recognition Plan (MRP) | | | | | 866 | | 866 |
Net income | | | | 6,841 | | | 6,841 |
Dividends paid | | | | (2,318) | | | (2,318) |
Other comprehensive income, net | | | | | | | |
of income taxes |
|
|
|
|
| (137)
| (137)
|
BALANCE, March 31, 2003 | 4,834,779
| $ 30,613
| $ (396)
| $ 62,542
| $ (1,301)
| $ 237
| $ 91,695
|
| | | | | | | |
Common stock options exercised | 5,500 | 85 | | | | | 85 |
Amortization of compensation related to | | | | | | | |
Management Recognition Plan (MRP) | | | | | 216 | | 216 |
Net income | | | | 1,965 | | | 1,965 |
Dividends paid | | | | (581) | | | (581) |
Other comprehensive income, net | | | | | | | |
of income taxes |
|
|
|
|
| 68
| 68
|
BALANCE, June 30, 2003 | 4,840,279
| $ 30,698
| $ (396)
| $ 63,926
| $ (1,085)
| $ 305
| $ 93,448
|
4
<PAGE>
EverTrust Financial Group, Inc. and Subsidiaries
Consolidated Statements of Cash Flows (In thousands)
For the Three Months Ended June 30, 2003 and 2002
| 2003
| 2002
|
OPERATING ACTIVITIES: | | |
Net income | $ 1,965 | $ 1,631 |
Adjustments to reconcile net income to net cash |
provided (used) by operating activities: | |
Depreciation and amortization of premises and equipment | 407 | 449 |
Dividends on Federal Home Loan Bank stock and |
accretion of investment security discounts | (253) | (176) |
Gain on sale of premises and equipment | - | (7) |
Amortization of investment security premiums | 80 | 10 |
Loss on limited partnership | - | 27 |
Provision for losses on loans | 175 | 190 |
Amortization of deferred loan fees and costs | (659) | (522) |
Loan fees deferred | 509 | 335 |
Proceeds from sale of loans | 14,343 | 19,433 |
Loans originated for sale | (11,053) | (18,898) |
Deferred taxes | - | 109 |
Amortization of compensation related to MRP | 216 | 216 |
Changes in operating assets and liabilities: |
Accrued interest receivable | 51 | (82) |
Prepaid expenses and other assets | 2,355 | 296 |
Accounts payable and other liabilities | (1,211)
| (80)
|
| | |
Net cash provided by operating activities | 6,925 | 2,931 |
| | |
INVESTING ACTIVITIES: | | |
Proceeds from maturities of securities available for sale | 3,298 | 3,270 |
Proceeds from maturities of securities held to maturity | 197 | 165 |
Proceeds from sale of securities available for sale | 1,613 | 585 |
Purchases of securities available for sale | (16,070) | (2,750) |
Loan principal payments | 109,242 | 56,088 |
Loans originated or acquired | (95,922) | (51,555) |
Proceeds from sales of reaquired assets and OREO | - | 417 |
Investment in limited partnership | (112) | - |
Net additions to premises and equipment | (104)
| (358)
|
| | |
Net cash used by investing activities | 2,142
| 5,782
|
| | |
FINANCING ACTIVITIES: | | |
Net increase in deposit accounts | 11,441 | 5,181 |
Proceeds from stock options exercised | 85 | - |
Repurchase shares of common stock | - | (2,597) |
Dividends paid on common stock | (581) | (582) |
Repayment of other borrowings | - | (650) |
Proceeds from Federal Home Loan Bank advances | 9,400 | 15,850 |
Repayments of Federal Home Loan Bank advances | (14,063)
| (19,563)
|
| | |
Net cash provided (used) by financing activities | 6,282
| (2,361)
|
| | |
NET INCREASE (DECREASE) IN CASH AND | | |
CASH EQUIVALENTS | 15,349 | 6,352 |
| | |
CASH AND CASH EQUIVALENTS: | | |
Beginning of period | 37,259
| 19,166
|
| | |
End of period | $ 52,608
| $ 25,518
|
| | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW | | |
INFORMATION: | | |
Cash paid during the period for: | | |
Interest on deposits | $ 3,103 | $ 4,954 |
Federal income taxes | $ 100 | $ 150 |
Interest on borrowings | $ 1,317 | $ 1,521 |
5
<PAGE>
EverTrust Financial Group, Inc.
Notes to Consolidated Financial Statements
Three Months Ended June 30, 2003
(Unaudited)Note 1 - Basis of Presentation
The unaudited consolidated financial statements of EverTrust Financial Group, Inc. (EverTrust or the Company) and its subsidiaries reflect all adjustments which are, in the opinion of management, necessary to present fairly the statements of financial position and results of operations for the interim periods presented. All such adjustments are of a normal recurring nature. The consolidated financial statements include EverTrust's wholly owned subsidiaries, EverTrust Bank (EverTrust Bank or Bank) and Mutual Bancshares Capital Inc. (MB Cap). All significant intercompany accounts and transactions have been eliminated in consolidation.
The balance sheet data as of March 31, 2003 was derived from audited financial statements, but does not include all disclosures which have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) rules pertaining to the presentation of interim financial statements. The results of operations for the three months ended June 30, 2003 are not necessarily indicative of the results which may be expected for the entire year. It is suggested that these consolidated financial statements and notes are read in conjunction with the consolidated financial statements and notes included in EverTrust's Form 10-K filed with the SEC on June 17, 2003.
Note 2 - Recent Events
In January 2003, the Company announced that it had reached a tentative agreement to shift the day-to-day operations of MB Cap to a local venture capital firm. As a result of the agreement, the sole activity of MB Cap will be to hold its limited partnership investment. The limited partnership will be managed by the former employees of MB Cap along with an additional venture capitalist. The agreement has been approved by the limited partners and is subject to approval by regulatory authorities.
The investment in the Fund is recorded at fair value using the equity method, based on percentage of ownership held in the Fund. Such amounts were $1.3 million at June 30, 2003 compared to $1.2 million at March 31, 2003.
Note 3 - Stock Repurchases
In January 2003, the Company announced an eighth repurchase plan of up to 490,000 shares, or 10%, of the Company's outstanding common stock. The Company did not repurchase any shares during the quarter ended June 30, 2003, leaving a balance of 398,750 shares to be repurchased under the current plan. The Company has now repurchased a total of 4.2 million shares since its initial plan was approved in January 2000.
Note 4 - Earnings per share
Earnings per share (EPS) is computed using the weighted average number of common and diluted shares outstanding during the period. Basic EPS is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that occurs if securities or other contracts to issue common stock were exercised or converted into common stock. The only reconciling items after the calculation of basic EPS are the inclusion of stock options and restricted stock awards, which increase the shares outstanding in diluted EPS by 338,660 and 282,491 for the three months ended June 30, 2003 and 2002, respectively. The increase in diluted shares for the three months ended June 30, 2003 compared to June 30, 2002, is primarily the result of the increase in EverTrust's average stock price from $18.35 for the three months ended June 30, 2002, to $24.40, for the three months ended June 30, 2003.
The Company applies Accounting Principles Board Opinion No. 25,Accounting for Stock Issued to Employees, and related interpretations in accounting for it's stock options. Accordingly, no compensation cost has been recognized for
6
<PAGE>
the Plan since the exercise price of all options has been equal to the fair value of the Company's stock at the grant date. Had compensation costs for the Company's compensation plan been determined consistent with Statement of Financial Accounting Standards (SFAS) No. 123,Accounting for Stock-Based Compensation, the Company's net income attributable to common stock would have been reduced by $75,000 for the three months ended June 30, 2003 and $79,000 for the three months ended June 30, 2002. Net income per share for both basic and diluted would have decreased by $.01 for the three months ended June 30, 2003 and June 30, 2002.
Had compensation cost for the options been determined based on the fair value at the option grant dates, the Company's net income and earnings per share would have been reduced to the pro forma amounts indicated below (in thousands):
| For the Three Months Ended |
| June 30, 2003
| June 30, 2003
|
| | |
Net income as reported | $ 1,965 | $ 1,631 |
Stock based employee compensation expense | (75)
| (79)
|
Pro forma net income | 1,890 | 1,552 |
| | |
Basic earnings per share: | | |
As reported | 0.42 | 0.34 |
Pro forma | 0.41 | 0.33 |
| | |
Diluted earnings per share: | | |
As reported | 0.39 | 0.32 |
Pro forma | 0.38 | 0.31 |
7
<PAGE>
Note 5 - Lines of Business
Beginning April 1, 2003, the Company began managing the activities of EverTrust Bank under the following lines of business: Business and private banking (including ETAM), the real estate lending group, and the retail banking division. Prior to April 1, 2003 the Company reported EverTrust Bank under two lines of business, the Bank's retail operations and the Bank's business banking group. Results for the three months ended June 30, 2002 remain in the previous format as an accurate restatement is not possible.
The operating results of the holding company and MB Cap have been included in Other for both periods. Their results are not significant when taken on an individual basis.
Financial highlights by lines of business are as follows (in thousands):
| Three Months Ended June 30, 2003
|
| The Bank's | The Bank's | | | | |
| business | real estate | The Bank's | | | |
| and private | lending | retail | | | |
| banking group
| group
| division
| Other
| Eliminations
| Total
|
| | | | |
Condensed income statement: | | | | |
| | | | | | |
Net interest income after | | | | | | |
provision for loan losses | $ 677 | $ 3,946 | $ 1,835 | $ 62 | $ - | $ 6,520 |
Other income | 401 | 480 | 776 | 2,371 | (2,384) | 1,644 |
Other expense | 1,072
| 942
| 2,528
| 676
| (13)
| 5,205
|
| | | | | | |
Income before income taxes | 6 | 3,484 | 83 | 1,757 | (2,371) | 2,959 |
Income taxes | 2
| 1,172
| 28
| (208)
| -
| 994
|
| | | | | | |
Net income | $ 4
| $ 2,312
| $ 55
| $ 1,965
| $ (2,371)
| $ 1,965
|
| | | | | | |
Total assets | $62,196
| $449,353
| $194,436
| $97,240
| $(89,742)
| $713,483
|
| Three Months Ended June 30, 2002
|
| | The Bank's | | | |
| The Bank's | business and | | | |
| retail | private banking | | | |
| division
| group (1)
| Other
| Eliminations
| Total
|
| | | | |
Condensed income statement: | | | | |
| | | | | |
Net interest income after | | | | | |
provision for loan losses | $ 5,990 | $ 495 | $ 77 | $ - | $ 6,562 |
Other income | 1,035 | 86 | 2,071 | (2,068) | 1,124 |
Other expense | 4,009
| 648
| 768
| (13)
| 5,412
|
| | | | | |
Income before income taxes | 3,016 | (67) | 1,380 | (2,055) | 2,274 |
Income taxes | 856
| (19)
| (194)
| -
| 643
|
| | | | | |
Net income | $ 2,160
| $ (48)
| $ 1,574
| $ (2,055)
| $ 1,631
|
| | | | | |
Total assets | $612,701
| $55,409
| $96,084
| $(88,848)
| $675,346
|
_____________
(1) Formerly Commercial Bank of Everett8
<PAGE>
Note 6 - Additional Information Regarding Investment Securities
The following table sets forth the composition of the Company's investment portfolio at the dates indicated (in thousands):
| June 30, 2003
| March 31, 2003
|
| Amortized | Fair | Amortized | Fair |
| Cost
| Value
| Cost
| Value
|
| | | | |
Available for sale: | | | | |
Investment securities: | | | | |
| U.S. Government Agency obligations | $22,523 | $22,782 | $15,246 | $15,479 |
| Corporate obligations | - | - | 500 | 501 |
| Municipal obligations | 2,346 | 2,378 | 2,346 | 2,382 |
| Equity securities | 830 | 714 | 1,642 | 1,270 |
| Certificates of deposit | - | - | - | - |
| Mortgage-backed securities | 19,358
| 19,645
| 14,073
| 14,535
|
| | Total available for sale | $45,057
| $45,519
| $33,807
| $34,167
|
| | | | |
Held to Maturity: | | | | |
Investment securities: | | | | |
| U.S. Government Agency obligations | $ 1,002 | $ 1,101 | $ 1,002 | $ 1,111 |
| Corporate obligations | - | - | - | - |
| Municipal obligations | 2,207 | 2,272 | 2,402 | 2,465 |
| Certificates of deposit | - | - | - | - |
| Mortgage-backed securities | 393
| 424
| 396
| 423
|
| | Total held to maturity | $ 3,602
| $ 3,797
| $ 3,800
| $3,999
|
| | | | | | | | | |
| Total | $48,659
| $49,316
| $37,607
| $38,166
|
U.S. Government Agency obligations increased $7.3 million at cost from $16.2 million at March 31, 2003 to $23.5 million at June 30, 2003. Mortgage-backed securities increased $5.3 million at cost from $14.4 million at March 31, 2003 to $19.8 million at June 30, 2003. The increase in both investments reflects the Company's desire to enhance the investment portfolio with shorter term, lower risk securities. The Company will continue to look to invest excess cash over the next several months in high quality investments.
At June 30, 2003 equity securities were comprised of, at cost, $620,000 ($504,000 fair value) in common stock of publicly traded companies and $210,000 ($210,000 fair value) in money market mutual funds.
9
<PAGE>
Note 7 - Additional Information Regarding Federal Home Loan Bank Advances and Other Borrowings
The following table sets forth maturity detail on EverTrust's Federal Home Loan Bank advances and other borrowings (in thousands):
| June 30, 2003
| March 31, 2003
|
| | |
Nonamortizing: | | |
Due within 1 year | $ 19,900 | $ 19,400 |
After 1 year through 2 years | 18,800 | 18,750 |
After 2 years through 3 years | 16,950 | 17,900 |
After 3 years through 5 years | 24,900 | 26,700 |
After 5 years through 10 years | 13,050 | 15,300 |
After 10 years | 2,100 | 2,300 |
Amortizing: | | |
After 10 years | 621
| 634
|
| | |
| $96,321
| $100,984
|
At June 30, 2003, the Bank had $47.0 million available in unsecured lines of credit with commercial banks compared to $47.0 million at March 31, 2003. At June 30, 2003 there were no advances on the lines of credit with commercial banks. In addition, the Bank has a revolving line of credit with the FHLB of up to 35% of total assets or the Bank's available collateral, whichever is less.
Note 8 - Recently Issued Accounting Standards
In May 2003, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 150,"Accounting for Certain Financial Instruments with characteristics of both Liabilities and Equity."The statement establishes standards for classifying and measuring certain financial instruments that embody obligations of the issuer and have characteristics of both liabilities and equity as liabilities. SFAS 150 is effective for instruments entered into or modified after May 31, 2003. The adoption of SFAS No. 150 did not materially impact the Company's consolidated results of operations, financial position, or cash flows.