UNITED STATES SECURITIES AND EXCHANGE COMMSSION Washington, D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2000 Commission file number 0-12425 Citizens Bancshares, Inc. (Exact name of small business issuer as specified in its charter) Louisiana 72-0759135 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 841 West Main Street, Ville Platte, LA 70586 (Address of principal executive offices) Issuer's telephone number, including area code: 337-363-5643 State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Class of Number of Shares Common Equity Outstanding As of Common stock, 114,855 September 30, 2000 $5 Par Value CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONTENTS PART I. FINANCIAL INFORMATION Condensed Consolidated Balance Sheet - September 30, 2000 Condensed Consolidated Statements of Income and Comprehensive Income - Nine and three months ended September 30, 2000 and 1999 Condensed Consolidated Statements of Cash Flows - Nine months ended September 30, 2000 and 1999 Note to Condensed Consolidated Financial Statements Management's Discussion and Analysis of Financial Condition and Results of Operations PART II. OTHER INFORMATION Item 1. Legal Proceedings Item 6. Exhibits and Reports on Form 8-K PART I. FINANCIAL INFORMATION CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED) September 30, 2000 (In thousands of dollars) ASSETS Cash and due from banks $2,555 Federal funds sold 5,575 Cash & cash equivalents 8,130 Interest-bearing deposits with banks 2,080 Securities available for sale, at fair values 28,738 Securities held to maturity 8,673 Loans receivable, net of allowance for loan losses of $1,124 64,223 Premises and equipment 2,897 Other assets 2,211 Total assets $116,952 LIABILITIES Demand deposits $11,321 Savings, NOW and money-market deposits 15,514 Time deposits $100,000 and more 27,349 Other time deposits 49,631 Total deposits 103,815 Accrued expenses and other liabilities 1,004 Total liabilities 104,819 SHAREHOLDERS' EQUITY Common Stock $5 par value, 300,000 shares authorized, 115,000 shares issued and outstanding 575 Additional paid-in capital 825 Treasury stock at cost, 145 shares (6) Retained earnings 11,007 Accumulated other comprehensive income (268) Total shareholders' equity 12,133 Total liabilities and shareholders' equity $116,952 CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED) NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2000 & 1999 (In thousands of dollars, except per share data) Year-to-Date Quarter-to-Date 2000 1999 2000 1999 Interest income Loans receivable $4,380 $3,889 $1,578 $1,370 Taxable securities 1,432 1,195 498 396 Tax-exempt securities 267 255 73 88 Federal funds sold 381 340 110 114 Deposits with banks 174 213 41 74 Total interest income 6,634 5,892 2,300 2,042 Interest expense Savings, NOW & money- market deposits 466 246 247 83 Time deposits $100,000 and more 1,139 1,119 320 391 Other time deposits 2,050 1,942 716 662 Total interest expense 3,655 3,307 1,283 1,136 Net interest income 2,979 2,585 1,017 906 Provision for loan losses 104 78 36 31 Net interest income after provision for loan losses 2,875 2,507 981 875 Non-interest income 542 526 165 181 Non-interest expenses Salaries and employee benefits 1,085 993 389 349 Other expenses 877 849 295 292 Total non-interest expenses 1,962 1,842 684 641 Income before income taxes 1,455 1,191 462 415 Income tax expense 416 330 166 114 Net income $1,039 $861 $296 $301 Other comprehensive income, 76 (312) 206 (84) net of tax Comprehensive income $1,115 $549 $502 $217 Net income per share of common stock $9.05 $7.49 $2.58 $2.62 CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (In thousands of dollars) 2000 1999 Cash flows from operating activities Net income $1,039 $861 Adjustments to reconcile net income to net cash provided by operating activities 449 517 Net cash provided by operating activities 1,488 1,378 Cash flows from investing activities Maturities and calls of securities 316 3,577 Purchases of securities (5,451) (9,368) Net decrease/(increase) in interest- bearing deposits with banks 3,170 (207) Net (increase) in loans (2,398) (1,815) Purchases of premises and equipment (129) (292) Net cash (used) by investing activities (4,492) (8,105) Cash flows from financing activities Net increase in deposits 2,486 9,682 Net cash provided by financing activities 2,486 9,682 Net increase/(decrease) in cash and cash equivalents (518) 2,955 Cash and cash equivalents at beginning of year 8,648 8,482 Cash and cash equivalents at end of period $8,130 $11,437 Income taxes paid $429 $284 Interest paid $3,515 $3,239 Foreclosed real estate acquired in satisfaction of loans $387 $31 CITIZENS BANCSHARES, INC. AND SUBSIDIARY NOTE TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The interim financial statements are prepared pursuant to the requirements for reporting on Form 10-QSB. The interim financial statements and notes thereto should be read in conjunction with the financial statements and notes included in the Company's latest annual report on Form 10-KSB. In the opinion of management, the interim financial statements reflect all adjustments of a normal recurring nature necessary for a fair statement of the results for interim periods. The current period results of operations are not necessarily indicative of results which ultimately will be reported for the full year ending December 31, 2000. CITIZENS BANCSHARES, INC. AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL STATEMENT For a comprehensive review of financial condition and results of operations of Citizens Bancshares, Inc. (the Company), this discussion and analysis should be reviewed along with the information and financial statements presented elsewhere in this report. The Company is a one-bank holding company whose sole subsidiary is Citizens Bank, Ville Platte, Louisiana (the Bank). Citizens Bank, Ville Platte, Louisiana is a commercial banking institution formed in 1975 under the banking laws of the State of Louisiana. The bank operates a main office located in the City of Ville Platte, Louisiana and also operates branch facilities in the Town of Mamou, Louisiana and the Village of Pine Prairie, Louisiana. The Bank offers a full range of traditional commercial banking services, including demand, savings, and time deposits, consumer, commercial, agriculture, and real estate loans, safe-deposit boxes, and two credit card plans, VISA and MASTERCARD. Drive-in facilities are located at all banking locations with ATM service at the main office. FINANCIAL CONDITION Total assets of the Company increased by $3,745,000 or 3.30%, from $113,207,000 at December 31, 1999 to $116,952,000 at September 30, 2000. The increase is attributed to an increase in loans and deposits. Earning assets, which include loans, investment securities, federal funds sold, and deposits in other banks were 93.54% of total assets at September 30, 2000. Net loans showed an increase of $5,381,000 or 9.14% for the nine months ended September 30, 2000. There was an increase in securities of $1,942,000 or 5.47% during the same period. The Bank maintains an allowance for loan losses against which impaired or uncollectible loans are charged. The balance in the allowance for loan losses was $1,124,000 at September 30, 2000, which represents 1.72% of total loans outstanding on that date. Provisions to the allowance for loan losses, which were charged to net income as of September 30, 2000, totaled $104,000. Management evaluates the adequacy of the allowance for loan losses on a monthly basis by monitoring the balance in total loans as well as the past due, nonaccrual, classified, and other problem loans. On the basis of this evaluation, the allowance for loan losses is considered adequate to meet possible future charges for losses in the existing loan portfolio. At September 30, 2000, past due loans to total loans were 2.47%. With interest earned on investment securities being one of the primary sources of income, investment securities increased by $1,942,000 or 5.47% at September 30, 2000. The following chart shows what our portfolio is made up of as of September 30, 2000: U.S. Government Agencies 52.27% Mortgage-Backed Securities 27.26% Municipal Securities 20.47% As of September 30, 2000, securities classified as "held to maturity" had an amortized cost/recorded value of $8,673,000 and a fair value of $8,634,000; securities classified as "available for sale" had a fair value of $28,738,000 and an amortized cost of $29,144,000. With deposits being the Bank's primary source of funds, total deposits increased $2,488,000 or 2.45% from $101,327,000 at December 31, 1999 to $103,815,000 at September 30, 2000. The primary functions of asset/liability management are to assure adequate liquidity and maintain an appropriate spread between interest-earning assets and interest-bearing liabilities. Liquidity management involves the ability to meet cash flow requirements of customers who may be either depositors wanting to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs. Major elements of the Bank's overall liquidity management capabilities and financial resources are (1) core deposits, (2) closely managed maturity structure of loans and deposits, (3) sale and maturity of assets (primarily investment securities), and, if necessary, (4) extensions of credit, including federal funds purchased and securities sold under repurchase agreements. With the Bank's asset/liability management program, most loan and deposit changes can be anticipated without an adverse impact on earnings. At September 30, 2000, the Bank's liquidity ratio was 35.19%. RESULTS OF OPERATIONS For the third quarter of 2000, the Company reported net income of $1,039,000 or $9.05 per average share. Net return on assets was 1.16% and net return on equity was 11.47%. Net interest income is the Company's principal source of revenue and is measured by the difference between interest income earned on loans and investments and interest expense incurred on deposits. At September 30, 2000, the Bank's net interest margin was 3.39%, a slight increase from September 30, 1999, which at that time the net interest margin was 3.36%. Net interest income increased $394,000, or 15.24% in 2000 to $2,979,000 compared to $2,585,000 at September 30, 1999. The reason for such increase was $742,000 or 12.59% increase in interest income which was offset by a $348,000 or 10.52% increase in interest expense. Non-interest income, which consists primarily of service charges and fees on financial services increased $16,000 or 3.04% in comparing September 30, 2000 to September 30, 1999. Service charges on deposit accounts increased by $5,000 or 1.24%. Non-interest expense includes salaries and employee benefits, occupancy and equipment expense, and other expense. Non- interest expense amounted to $1,962,000 at September 30, 2000, a $120,000 or 6.51% increase from September 30, 1999. Salaries and employee benefits being the main expense showed an increase of $92,000 or 9.26%. CAPITAL ADEQUACY Primary capital (shareholders' equity plus a portion of the allowance for loan losses) as a percent of adjusted total assets is one of the standard measures of capital adequacy used by bank regulators. This and other measurement ratios serve as the underlying basis for evaluating the Bank's capital adequacy and for determining the Bank's insurance fund deposit assessment charges. At September 30, 2000, the Bank's ratios were as follows: Risk Based Capital 19.19% Tier 1 Capital 17.94% Leverage Ratio 10.40% To be categorized as well capitalized, the Bank must maintain a total risk-based capital ratio of 10% or higher, Tier 1 risk- based capital ratio of 6% or higher, and leverage capital ratio of 5% or higher. PART II. OTHER INFORMATION Item 1. Legal Proceedings Legal proceedings involving the Bank are limited to proceedings arising from normal business activities, none of which are considered material. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - (27) Financial Data Schedule (b) The Company has not filed any reports on Form 8-K during the quarter ended September 30, 2000. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CITIZENS BANCSHARES, INC. CARL W. FONTENOT PRESIDENT & CEO WAYNE VIDRINE EXECUTIVE VICE PRESIDENT-TREASURER