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 30,2001 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, 2001 $5 Par Value CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONTENTS PART I. FINANCIAL INFORMATION Condensed Consolidated Balance Sheet - September 30, 2001 Condensed Consolidated Statements of Income and Comprehensive Income - Nine and three months ended September 30, 2001 and 2000 Condensed Consolidated Statements of Cash Flows - Nine months ended September 30, 2001 and 2000 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, 2001 (In thousands of dollars) ASSETS Cash and due from banks $3,134 Federal funds sold 10,825 Cash & cash equivalents 13,959 Interest-bearing deposits with banks 4,457 Securities available for sale, at fair values 31,052 Securities held to maturity 7,705 Loans receivable, net of allowance for loan losses of $1,185 66,274 Premises and equipment 2,804 Other assets 1,924 Total assets $128,175 LIABILITIES Demand deposits $11,736 Savings, NOW and money-market deposits 17,624 Time deposits $100,000 and more 32,506 Other time deposits 51,804 Total deposits 113,670 Accrued expenses and other liabilities 1,152 Total liabilities 114,822 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 11,847 Accumulated other comprehensive income 112 Total shareholders' equity 13,353 Total liabilities and shareholders' equity $128,175 CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED) NINE AND THREE MONTHS ENDED September 30, 2001 & 2000 (In thousands of dollars, except per share data) Year-to-Date Quarter-to-Date 2001 2000 2001 2000 Interest income Loans receivable $4,521 $4,380 $1,543 $1,578 Taxable securities 1,285 1,432 449 498 Tax-exempt securities 235 267 68 73 Federal funds sold 456 381 106 110 Deposits with banks 165 174 55 41 Total interest income 6,662 6,634 2,221 2,300 Interest expense Savings, NOW & money- market deposits 405 466 134 247 Time deposits $100,000 and more 1,433 1,139 467 320 Other time deposits 2,193 2,050 703 716 Total interest expense 4,031 3,655 1,304 1,283 Net interest income 2,631 2,979 917 1,017 Provision for loan losses 90 104 30 36 Net interest income after provision for loan losses 2,541 2,875 887 981 Non-interest income Gain on securities called 138 - - - Other non-interest income 589 542 177 165 Total non-interest income 727 542 177 165 Non-interest expense Salaries and employee benefits 1,162 1,085 404 389 Other expense 978 877 347 295 Total non-interest expense 2,140 1,962 751 684 Income before income taxes 1,128 1,455 313 462 Income tax expense 332 416 89 166 Net income $796 $1,039 $224 $296 Other comprehensive income, 56 76 (78) 206 net of tax Comprehensive income $852 $1,115 $146 $502 Net income per share of $6.93 $9.05 $1.95 $2.58 common stock CITIZENS BANCSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (In thousands of dollars) 2001 2000 Cash flows from operating activities Net income $796 $1,039 Adjustments to reconcile net income to net cash provided by operating activities 547 449 Net cash provided by operating activities 1,343 1,488 Cash flows from investing activities Maturities and calls of securities 23,166 316 Purchases of securities (25,514) (5,451) Net decrease/(increase) in interest- bearing deposits with banks (2,377) 3,170 Net (increase) in loans (2,855) (2,398) Purchases of premises and equipment (68) (129) Net cash (used) by investing activities (7,648) (4,492) Cash flows from financing activities Net increase in deposits 8,583 2,486 Net cash provided by financing activities 8,583 2,486 Net increase/(decrease)in cash and cash equivalents 2,278 (518) Cash and cash equivalents at beginning of year 11,681 8,648 Cash and cash equivalents at end of period $13,959 $8,130 Income taxes paid $301 $429 Interest paid $4,066 $3,515 Foreclosed real estate acquired in satisfaction of loans $86 $387 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, 2001. 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 and Mamou branch. FINANCIAL CONDITION Total assets of the Company increased by $9,525,000 or 8.03%, from $118,650,000 at December 31, 2000 to $128,175,000 at September 30, 2001. 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 93.87% of total assets at September 30, 2001. Net loans showed an increase of $2,679,000 or 4.21% for the nine months ended September 30, 2001. There was an increase in securities of $2,571,000 or 7.10% 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 $1,185,000 at September 30, 2001, which represents 1.76% of total loans outstanding on that date. Provisions to the allowance for loan losses, which were charged to net income as of September 30, 2001, totaled $90,000. 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, 2001, past due loans to total loans were 1.41%. Investment securities increased by $2,571,000 or 7.10% for the nine months ended September 30, 2001. The following chart lists the makeup of the portfolio, based on amortized costs, as of September 30, 2001: U.S. Government Agencies 42.94% Mortgage-Backed Securities 37.09% Municipal Securities 19.97% As of September 30, 2001, securities classified as "held to maturity" had an amortized cost/recorded value of $7,705,000 and a fair value of $7,914,000; securities classified as "available for sale" had a fair value of $31,052,000 and an amortized cost of $30,881,000. Deposits are the Bank's primary source of funds. Total deposits increased $8,583,000 or 8.17% from $105,087,000 at December 31, 2000 to $113,670,000 at September 30, 2001. Time deposits $100,000 and more increased by $3,843,000 or 13.41% during the same period. 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, 2001, the Bank's liquidity ratio was 42.56%. RESULTS OF OPERATIONS For the nine months ended September 30, 2001, the Company reported net income of $796,000 or $6.93 per average share outstanding. Net return on assets was .83% and net return on equity was 7.39%. 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, 2001, the Bank's net interest margin was 2.72%, a decrease from September 30, 2000, which at that time the net interest margin was 3.39%. During the falling rate environment of the first nine months of 2001, the Company has experienced a "squeeze" in its net interest income. Net interest income decreased $348,000, or 11.68% in 2001 to $2,631,000, compared to $2,979,000 at September 30, 2000. The reason for such decrease was a $28,000 or .42% increase in interest income, which was offset by a $376,000 or 10.29% increase in interest expense. Non-interest income, increased by $185,000 or 34.13% mainly due to gains on called securities of $138,000 for the nine months ended September 30, 2001. Non-interest expense includes salaries and employee benefits, occupancy and equipment expense, and other expense. Non- interest expense amounted to $2,140,000 at September 30, 2001, a $178,000 or 9.07% increase from September 30, 2000. Salaries and employee benefits are the main expense and increased by $77,000 or 7.10%. 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, 2001, the Bank's ratios were as follows: Risk Based Capital 20.59% Tier 1 Capital 19.34% Leverage Ratio 10.06% 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 - None. (b) The Company has not filed any reports on Form 8-K during the quarter ended September 30, 2001. 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