FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to _______________ Commission file number 0-25076 ------- Washington Bancorp ----------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Iowa 42-1446740 - ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 102 East Main Street, Washington, Iowa 52353 -------------------------------------------------- (Address of principal executive offices)(Zip Code) Registrant's telephone number, including area code: (319)653-7256 Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange act of 1934 during the past 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 [ ] State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date. Common Stock, $.01 par value 515,971 shares outstanding as of May 10, 2001 Transitional Small Business Disclosure Format (check one): Yes[ ] No[X] INDEX Part I. Financial Information Item 1. Consolidated Financial Statements Consolidated Statements of Financial Condition at March 31, 2001 (unaudited) and June 30, 2000 Unaudited Consolidated Statements of Income for the three months and nine months ended March 31, 2001 and 2000 Unaudited Consolidated Statements of Comprehensive Income for the three months and nine months ended March 31, 2001 and 2000 Unaudited Consolidated Statements of Cash Flows for the nine months ended March 31, 2001 and 2000 Notes to Financial Statements Item 2. Management's Discussion and Analysis Part II. Other Information Items 1 through 6 Signatures Exhibits Part 1. Financial Information Item 1. Consolidated Financial Statements Washington Bancorp and Subsidiaries Consolidated Statements of Financial Condition March 3 June 30, 2001 2000 * ---------------------------- (unaudited) ASSETS Cash and cash equivalents: Interest-bearing ................................... $ 2,088,947 $ 1,859,278 Noninterest-bearing ................................ 752,197 990,107 Investment securities: Held to maturity ............................... 5,844,936 774,629 Available for sale ............................. 15,162,410 21,602,351 Federal funds, sold .................................. 850,000 110,000 Loans receivable, net of allowance for loan losses of $663,691 at March 31, 2001 and $647,605 at June 30, 2000 ............................... 84,825,408 83,988,473 Accrued interest receivable .......................... 1,283,272 1,463,838 Federal Home Loan Bank Stock ......................... 1,756,200 1,729,600 Foreclosed real estate ............................... 173,201 271,302 Premises and equipment, net .......................... 931,495 818,228 Goodwill, net ........................................ 1,115,042 1,185,964 Other assets ......................................... 373,216 628,668 ---------------------------- Total assets ................................... $115,156,324 $115,422,438 ============================ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits: Noninterest-bearing ............................ $ 4,067,903 $ 4,145,248 Interest -bearing .............................. 71,716,234 69,151,849 ---------------------------- Total deposits ................................. 75,784,137 73,297,097 Borrowed funds ....................................... 26,896,800 30,193,250 Advances from borrowers for taxes and insurance ...... 108,678 249,683 Accrued expenses and other liabilities ............... 743,167 632,003 ---------------------------- Total liabilities .............................. 103,532,782 104,372,033 ---------------------------- Redeemable common stock held by ESOP ................. 316,082 228,947 ---------------------------- Stockholders' Equity Common Stock: Common Stock ................................... 6,511 6,511 Additional Paid-in Capital ..................... 6,167,242 6,169,796 Retained Earnings .................................... 7,866,966 7,333,909 Accumulated other comprehensive loss ................ (51,234) (447,899) Treasury shares (133,662 at March 31, 2001 and 103,399 at June 30,2 000) .......................... (2,062,905) (1,658,017) Deferred compensation ................................ (7,693) (21,060) Maximum cash obligation related to ESOP shares ....... (316,082) (228,947) Unearned ESOP shares ................................. (295,345) (332,835) ---------------------------- Total stockholders' equity ..................... 11,307,460 10,821,458 ---------------------------- Total liabilities and stockholders' equity ..... $115,156,324 $115,422,438 ============================ <FN> *Condensed from audited financial statements See Notes to Financial Statements. </FN> Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Income Three Months Ended Nine Months Ended March 31, March 31, ----------------------- ------------------------ 2001 2000 2001 2000 -------------------------------------------------- Interest and dividend income: Loans, including fees: First mortgage loans ............................. $1,148,803 $1,088,641 $3,476,003 $ 3,182,342 Consumer and other loans ......................... 692,559 590,747 2,066,128 1,731,538 Investment securities: Taxable .......................................... 331,961 377,899 1,059,100 1,056,180 Nontaxable ....................................... 15,534 19,583 48,507 50,652 Federal Home Loan Bank stock ......................... 15,039 20,843 74,660 52,391 -------------------------------------------------- Total interest income ...................... 2,203,896 2,097,713 6,724,398 6,073,103 -------------------------------------------------- Interest expense: Deposits ............................................. 876,442 814,716 2,612,652 2,499,256 Borrowed funds ....................................... 413,743 378,005 1,409,430 921,810 -------------------------------------------------- Total interest expense ..................... 1,290,185 1,192,721 4,022,082 3,421,066 -------------------------------------------------- Net interest income ........................ 913,711 904,992 2,702,316 2,652,037 Provision for loan losses .................................. 37,500 31,000 101,500 70,500 ------------------------------------------------- Net interest income after provision for loan losses ....................... 876,211 873,992 2,600,816 2,581,537 ------------------------------------------------- Noninterest income: Gains on investment securities ....................... 14,614 -- 14,614 -- Service charges and fees ............................. 121,426 92,419 347,883 281,353 Insurance commissions ................................ 28,161 26,546 55,405 52,596 Investment commissions ............................... 10,308 12,205 27,613 18,621 Other ................................................ 744 478 27,793 23,682 ------------------------------------------------- Total noninterest income ................... 175,253 131,648 473,308 376,252 ------------------------------------------------- Noninterest expense: Compensation and benefits ............................ 343,179 285,644 947,782 869,883 Occupancy and equipment .............................. 62,475 55,172 214,714 167,331 FDIC deposit insurance premium ....................... 8,986 15,638 28,953 46,144 Data processing ...................................... 33,699 27,723 83,774 76,018 Goodwill amortization ................................ 23,640 23,640 70,921 70,921 Other ................................................ 146,806 136,346 432,158 437,639 ------------------------------------------------- Total noninterest expense .................. 618,785 544,163 1,778,302 1,667,936 ------------------------------------------------- Income before taxes ........................ 432,679 461,477 1,295,822 1,289,853 Income tax expense ......................................... 150,871 176,199 510,607 503,299 -------------------------------------------------- Net income ................................. $ 281,808 $ 285,278 $ 785,215 $ 786,554 ================================================== Earnings per common share Basic ................................................ $ 0.58 $ 0.53 $ 1.58 $ 1.42 Diluted .............................................. $ 0.57 $ 0.52 $ 1.56 $ 1.39 Dividends per common share ................................. $ -- $ -- $ 0.50 $ 0.12 Weighted average common shares for: Basic earnings per share ............................. 484,780 541,763 497,822 554,715 Diluted earnings per share ........................... 492,953 548,549 504,835 536,894 See Notes to Financial Statements Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Comprehensive Income Three Months Ended Nine Months Ended March 31, March 31, ------------------------ ----------------------- 2001 2000 2001 2000 --------------------------------------------------- Net income .................................................... $ 281,808 $ 285,278 $ 785,215 $ 786,554 Other comprehensive income(loss), Unrealized holding gains (losses) arising during the period, net of income taxes ..................... 224,043 (48,398) 405,580 (263,898) Reclassification adjustment for net (gains) included in net income, net of income taxes ......... (8,915) -- (8,915) -- --------------------------------------------------- Other comprehensive income (loss) ............................. 215,128 (48,398) 396,665 (263,898) --------------------------------------------------- Comprehensive income ........................... $ 496,936 $ 236,880 $1,181,880 $ 522,656 =================================================== See Notes to Financial Statements Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Cash Flows Nine Months Ended March 31, 2001 and 2000 2001 2000 ------------------------------ Cash Flows from Operating Activities Net income ............................................................... $ 785,215 $ 786,554 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of premiums and discounts on debt securities ............ 39,906 24,190 Amortization of goodwill ............................................. 70,921 70,921 Provision for loan losses ............................................ 101,500 70,500 (Gain) on sale of investment securities .............................. (14,614) -- (Gain) loss on sale of foreclosed real estate ........................ 21,387 (7,606) Depreciation ......................................................... 67,284 68,498 Compensation under stock awards ...................................... 8,428 22,615 ESOP contribution expense ............................................ 51,560 47,909 Deferred income tax .................................................. -- 14,000 (Increase) decrease in accrued interest receivable ................... 180,566 (50,198) Decrease in other assets ............................................. 1,846 52,713 Increase accrued expenses and other liabilities ...................... 111,164 149,648 ------------------------------ Net cash provided by operating activities ................... 1,425,163 1,249,744 ------------------------------ Cash Flows from Investing Activities Held-to-maturity securities: Purchases ............................................................ (5,105,000) (215,000) Available-for-sale securities: Maturities and calls ................................................. 9,100,000 1,350,000 Sales ................................................................ 3,014,614 -- Purchases ............................................................ (5,015,000) (4,900,000) Federal funds sold, net .................................................. (740,000) 1,340,000 Purchase of Federal Home Loan Bank stock ................................. (26,600) (630,150) Loans made to customers, net ............................................. (861,720) (8,499,558) Sale of premises and equipment ........................................... -- 17,578 Purchase of premises and equipment ....................................... (180,551) (43,627) ----------------------------- Net cash provided by (used in) investing activities ......... 185,743 (11,580,757) ----------------------------- Cash Flows from Financing Activities Net increase (decrease) in deposits ...................................... 2,487,040 (2,080,269) Proceeds from Federal Home Loan Bank advances ............................ 276,750,000 304,400,000 Principal payments on Federal Home Loan Bank advances .................... (280,046,450) (291,195,810) Net (decrease) in advances from borrowers for taxes and insurance ........ (141,005) (111,886) Acquisition of common stock for the treasury ............................. (465,894) (481,860) Issuance of treasury stock upon exercise of stock options ................ 49,320 -- Dividends paid ........................................................... (252,158) (67,197) ----------------------------- Net cash provided by (used in) financing activities .................... (1,619,147) 10,462,978 ----------------------------- Net increase in cash and cash equivalents .............................. (8,241) 131,965 Cash and cash equivalents: Beginning ................................................................ 2,849,385 2,557,430 ------------------------------ Ending ................................................................... $ 2,841,144 $ 2,689,395 ============================== Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Cash Flows Nine Months Ended March 31, 2001 and 2000 2001 2000 ----------------------- Supplemental Disclosures of Cash Flow Information Cash payments for: Interest paid to depositors ................ $2,060,379 $2,105,351 Interest paid on other obligations ......... $1,409,195 $ 909,495 Income taxes, net of refunds ............... $ 527,800 $ 313,780 Supplemental Schedule of Noncash Investing and Financing Activities Transfers from loans to foreclosed real estate . $ 401,636 $ 114,811 Contract sales of foreclosed real estate ....... $ 478,350 $ 75,250 See Notes to Financial Statements. Washington Bancorp and Subsidiaries Notes to Financial Statements Principles of consolidation. The accompanying consolidated financial statements include the accounts of Washington Bancorp, Washington Federal Savings Bank("Washington Federal"), WFSB's wholly-owned subsidiary Washington Financial Services, Inc., which is a discount brokerage firm, and Rubio Savings Bank of Brighton, Iowa ("Rubio Savings Bank" ). All significant intercompany balances and transactions have been eliminated in consolidation. Basis of presentation. Interim Financial Information (unaudited): The financial statements and notes related thereto for the nine month period ended March 31, 2001, are unaudited, but in the opinion of management include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial position and results of operations. The operating results for the interim periods are not indicative of the operating results to be expected for a full year or for other interim periods. Not all disclosures required by generally accepted accounting principles necessary for a complete presentation have been included. It is recommended that these consolidated condensed financial statements be read in conjunction with the Annual Report on Form 10-KSB for the year ended June 30, 2000 and all related amendments and exhibits (including all financial statements and notes therein), filed by the Company with the Securities and Exchange Commission. Goodwill. Goodwill resulting from the Company's acquisition of Rubio Savings Bank is being amortized by the straight-line method over 15 years. Goodwill is periodically reviewed for impairment based upon an assessment of future operations to ensure that it is appropriately valued. Foreclosed real estate. Real estate properties acquired through loan foreclosure are initially recorded at the lower of cost or fair value less estimated selling expenses at the date of foreclosure. Costs relating to development and improvement of property are capitalized, whereas costs relating to holding property are expensed. Redeemable common stock held by ESOP. The Company's maximum cash obligation related to these shares is classified outside stockholders' equity because the shares are not readily traded and could be put to the Company for cash. The maximum cash obligation represents the approximate market value of the allocated ESOP shares at the end of the reporting period. Regulatory capital requirements. Pursuant to the Financial Information Reform, Recovery and Enforcement Act of 1989 ("FIRREA"), savings institutions must meet three separate minimum capital-to-asset requirements. The following table summarizes, as of March 31, 2001 the capital requirements of Washington Federal under FIRREA and its actual capital ratios. As of March 31, 2001 Washington Federal exceeded all current regulatory capital requirement standards. At March 31, 2001 ---------------------- Amount Percent ---------------------- (Dollars in thousands) Tangible Capital: Capital Level ....................... $7,790 8.42% Requirement ......................... 1,388 1.50% --------------------- Excess .............................. $6,402 6.92% ===================== Core Capital: Capital Level ....................... $7,790 8.42% Requirement ......................... 3,700 4.00% --------------------- Excess .............................. $4,090 4.42% ===================== Risk-Based Capital: Capital Level ....................... $8,244 13.10% Requirement ......................... 5,035 8.00% --------------------- Excess .............................. $3,209 5.10% ===================== The following table summarizes the capital requirements of Rubio Savings Bank of Brighton. As of March 31, 2001 Rubio exceeded all current regulatory capital requirement standards. At March 31, 2001 ---------------------- Amount Percent ---------------------- (Dollars in thousands) Tier 1 or Leverage Capital: Capital Level ......................... $2,580 11.59% Requirement ........................... 668 3.00% ---------------------- Excess ................................ $1,912 8.59% ====================== Tier 1 Risk-based Capital: Capital Level ......................... $2,580 17.75% Requirement ........................... 581 4.00% ---------------------- Excess ................................ $1,999 13.75% ====================== Risk-Based Capital: Capital Level ......................... $2,762 19.01% Requirement ........................... 1,163 8.00% ---------------------- Excess ................................ $1,599 11.01% ====================== Item 2. Management's Discussion and Analysis Forward-Looking Statements When used in this Form 10-QSB or future filings by the Company with the Securities and Exchange Commission, in the Company's press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized executive officer, 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 the Private Securities Litigation Reform Act of 1995. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made, and to advise readers that 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 Company's financial performance and could cause the Company's actual results for future periods to differ materially from those anticipated or projected. The Company does not undertake, and specifically disclaims any obligations, to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. General Washington Bancorp is an Iowa corporation which was organized in October 1995 by Washington Federal Savings Bank for the purpose of becoming a savings and loan holding company. Washington Federal is a federally chartered savings bank headquartered in Washington, Iowa. Originally chartered in 1934, Washington Federal converted to a federal savings bank in 1994. Its deposits are insured up to the applicable limits by the Federal Deposit Insurance Corporation ("FDIC"). In March 1996, Washington Federal converted to the stock form of organization through the sale and issuance of its common stock to the Company. On June 24, 1997, Washington entered into a merger agreement to acquire Rubio Savings Bank of Brighton, Iowa. Rubio Savings Bank is held as a separate subsidiary of Washington Bancorp. In January 1998, Washington Bancorp became a bank holding company upon the completion of its acquisition of Rubio Savings Bank. In December 1998, Washington Federal opened a branch office, Wellman Federal Savings, in Wellman, Iowa. In September 2000, Washington Federal opened a branch office, Richland Federal Savings, in Richland, Iowa. The principal assets of Washington Bancorp are Washington Federal and Rubio Savings Bank (collectively, the "Banks"). Washington Bancorp presently has no separate operations and its business consists primarily of the business of the Banks. All references to Washington Bancorp, unless otherwise indicated at or before March 11, 1996, refer to Washington Federal. Washington Bancorp is investigating the possibility of de-registering with the SEC in an effort to reduce expenses. De-registering will result in de-listing with Nasdaq and reduce the expenses associated with the SEC reporting requirements. In order to de-register, Washington Bancorp must first have fewer than 300 record holders. Washington Bancorp's shares trade infrequently and are widely held in the local area of Washington, Iowa. Therefore the negative impact for the liquidity of the shares is expected to be minimal. Washington Federal attracts deposits from the general public in its local market area and uses such deposits primarily to invest in one- to four-family residential loans secured by owner occupied properties and non-residential properties, as well as construction loans on such properties. Washington Federal also invests in United States treasury securities, mortgage-backed securities, federal agency bonds, corporate bonds, agricultural loans, commercial loans, consumer loans, and automobile loans. Rubio attracts deposits from the general public in its local market area and the businesses in the Brighton area. The deposits are primarily invested in federal agency bonds, agricultural operating loans, commercial loans, one- to- four family residential real estate loans, and farm real estate loans. Rubio also invests in United States treasury securities, commercial real estate loans, automobile loans and consumer loans. The executive office of the Company is located at 102 East Main Street, Washington, Iowa 52353, telephone (319)653-7256. Financial Condition Total assets. Total consolidated assets decreased $266,000 from $115.4 million at June 30, 2000 to $115.1 million at March 31, 2001. The decrease was primarily due to a $1,370,000 decrease in investment securities, a $255,000 decrease in other assets, a $181,000 decrease in accrued interest receivable, a $98,000 decrease in foreclosed real estate, a $71,000 decrease in goodwill, and an $8,000 decrease in cash, partially offset by an $837,000 increase in loans receivable, a $740,000 increase in federal funds sold, a $113,000 increase in premises and equipment, and a $27,000 increase in Federal Home Loan Bank stock. Loans receivable. Loans receivable increased $837,000 from $84.0 million at June 30, 2000 to $84.8 million at March 31, 2001. This increase is primarily due to increased loan demand in the Company's market area. The Company's non-performing assets were $664,000 or 0.58% of total assets at March 31, 2001 as compared to $648,000 or 0.57% of total assets at June 30, 2000. Investment securities. Investment securities decreased $1.4 million from $22.4 million at June 30, 2000 to $21.0 million at March 31, 2001 primarily due to the call of $8.4 million, the maturity of $750,000, the sale of $3.0 million and the net amortization of premiums paid for the securities of $40,000 partially offset by the purchase of $10.1 million and an increase in the market value of the portfolio of $650,000. The portfolio of available- for- sale securities is comprised primarily of investment securities carrying fixed interest rates. The aggregate fair value of these securities was less on March 31, 2001 than their carrying value. Deposits. Deposits increased $2.5 million from $73.3 million at June 30, 2000 to $75.8 million at March 31, 2001. Transaction and savings deposits decreased as a percentage of total deposits from $26.6 million or 36.3% at June 30, 2000 to $26.9 million or 35.5% at March 31, 2001. Certificates of deposit increased as a percentage of total deposits from $46.7 million or 63.7% at June 30, 2000 to $48.9 million or 64.5% at March 31, 2001. Total stockholders' equity. Total stockholders' equity increased $486,000 from $10.8 million at June 30, 2000 to $11.3 million at March 31, 2001. The increase is primarily due to net income of $785,000, the change in net unrealized loss in the available for sale securities of $397,000, the allocation of ESOP shares of $52,000, the exercise of stock options of $49,000, and the amortization of deferred compensation of $8,000, partially offset by $466,000 in payments for the repurchase of 34,208 shares of the Company's common stock, the dividends paid to shareholders of $252,000, and the change in the maximum cash obligation on allocated ESOP shares of $87,000. Results of Operations - Three Months Ended March 31, 2001 As Compared To The Three Months Ended March 31, 2000 Performance summary. Net earnings decreased $3,000 to $282,000 for the three months ended March 31, 2001 from $285,000 for the three months ended March 31, 2000. The decrease is primarily due to an increase in interest expense of $97,000, an increase in noninterest expense of $75,000, and an increase in provision for loan loss of $7,000, partially offset by an increase in interest income of $106,000, an increase in noninterest income of $44,000, and a decrease in income tax expense of $25,000. For the three months ended March 31, 2001 the annualized return on average assets was 0.98% compared to 1.03% for the three months ended March 31, 2000, while the annualized return on average equity was 10.44% for the three months ended March 31, 2001 compared to 10.62% for the three months ended March 31, 2000. Net interest income. Net interest income increased $9,000 to $914,000 for the three months ended March 31, 2001 from $905,000 for the three months ended March 31, 2000. The increase is primarily due to the increase of $106,000 in interest income to $2.2 million for the three months ended March 31, 2001 from $2.1 million for the three months ended March 31, 2000 offset by an increase in interest expense of $97,000 to $1.3 million for the three months ended March 31, 2001 from $1.2 million for the three months ended March 31, 2000. For the three months ended March 31, 2001, the average yield on interest-earning assets was 7.97% compared to 7.94% for the three months ended March 31, 2000. The average cost of interest-bearing liabilities was 5.22% for the three months ended March 31, 2001 compared to 4.97% for the three months ended March 31, 2000. The average balance of interest earning assets increased $4.6 million to $110.6 million for the three months ended March 31, 2001 from $106.0 million for the three months ended March 31, 2000. During this same period, the average balance of interest-bearing liabilities increased $2.6 million to $98.9 million for the three months ended March 31, 2001 from $96.3 million for the three months ended March 31, 2000. Due to the increase in the average cost of interest bearing liabilities, the average interest rate spread was 2.76% for the three months ended March 31, 2001 compared to 2.97% for the three months ended March 31, 2000. The average net interest margin was 3.31% for the three months ended March 31, 2001 compared to 3.42% for the three months ended March 31, 2000. Provision for loan loss. Provision for loan loss increased $7,000 to $38,000 for the three months ended March 31, 2001 from $31,000 for the three months ended March 31, 2000. The primary reason for the increase in the provision was the increased size of the loan portfolio. The Company's loan portfolio remains primarily residential mortgage loans and has experienced a minimal amount of charge-offs in the past three years. The allowance for loan losses was $664,000 or 0.78% of loans receivable, net at March 31, 2001 compared to $503,000 or 0.62% of loans receivable, net at March 31, 2000. The allowance for loan loss as a percentage of non-performing assets was 101.53% at March 31, 2001, compared to 62.14% at March 31, 2000. Noninterest income. Noninterest income increased $43,000 to $175,000 for the three months ended March 31, 2001 from $132,000 for the three months ended March 31, 2000. The increase is primarily due an increase in service charges and fees of $29,000 and an increase in gains on security investments of $14,000. Service charges and fees increased primarily due to an increase in loan fees and charges resulting from mortgage loans refinancing into secondary market loan products, an increase in overdraft fee income, income from a new check printing service, and an increase in safe deposit box fees. The gains on security investments was due to the sale of two United States Treasury Notes. Noninterest expense. Noninterest expense increased $75,000 to $619,000 for the three months ended March 31, 2001 from $544,000 for the three months ended March 31, 2000. The increase is primarily due to a $58,000 increase in compensation and benefits, a $10,000 increase in other noninterest expense, a $7,000 increase in occupancy and equipment, and a $6,000 increase in data processing partially offset by a $6,000 decrease in FDIC insurance premium. Compensation and benefits increased primarily due to the increase in salaries and benefits due to regular salary adjustments offset by a decrease in cost of retirement benefits due the consolidation of plans. Other noninterest expense increased primarily due to costs associated with new check printing services, an increase in costs associated with the disposition of real estate owned, and an increase in postage expenses. Occupancy and equipment increased primarily due to the costs associated with opening the Richland, Iowa branch in September 2000. Data processing increased primarily due to an increase in the usage of services offered by the main data processing provider. FDIC insurance premiums decreased primarily due to the decrease in Washington Federal's regulatory premium rate. Results of Operations - Nine months Ended March 31, 2001 As Compared To The Nine Months Ended March 31, 2000 Performance summary. Net income decreased $1,000 to $785,000 for the nine months ended March 31, 2001 from $786,000 for the nine months ended March 31, 2000. The decrease is primarily due to an increase in noninterest expense of $110,000, an increase in the provision for loan loss of $31,000 and an increase in income tax expense of $7,000, partially offset by an increase in noninterest income of $53,000, and an increase in net interest income of $50,000. For the nine months ended March 31, 2001, the annualized return on average assets was 0.90% as compared to 0.97% for the nine months ended March 31, 2000. The annualized return on average equity was 9.63% for the nine months ended March 31, 2001, as compared to 9.74% for the nine months ended March 31, 2000. Net interest income. Net interest income increased $50,000 to $2.7 million for the nine months ended March 31, 2001 from $2.7 million for the nine months ended March 31, 2000. The increase is primarily due to the increase of $651,000 in interest income to $6.7 million for the nine months ended March 31, 2001 from $6.1 million for the nine months ended March 31, 2000, which was partially offset by an increase in interest expense of $601,000 to $4.0 million for the nine months ended March 31, 2001 from $3.4 million for the nine months ended March 31, 2000. For the nine months ended March 31, 2001, the average yield on interest-earning assets was 8.09% compared to 7.89% for the nine months ended March 31, 2000. The average cost of interest-bearing liabilities was 5.36% for the nine months ended March 31, 2001 compared to 4.90% for the nine months ended March 31, 2000. The average balance of interest-earning assets increased $8.3 million to $110.8 million for the nine months ended March 31, 2001 from $102.5 million for the nine months ended March 31, 2000. During this same period, the average balance of interest-bearing liabilities increased $7.1 million to $100.0 million for the nine months ended March 31, 2001 from $92.9 million for the nine months ended March 31, 2000. The average interest rate spread was 2.73% for the nine months ended March 31, 2001 compared to 2.99% for the nine months ended March 31, 2000. The average net interest margin was 3.25% for the nine months ended March 31, 2001 compared to 3.44% for the nine months ended March 31, 2000. Provision for loan loss. Provision for loan loss increased $31,000 to $101,000 for the nine months ended March 31, 2001 from $70,000 for the nine months ended March 31, 2000. The primary reason for the increase in the provision was the increased size of the loan portfolio, particularly in nonresidential real estate, commercial, and agriculture loans which are considered to carry a higher risk of default than residential loans. Despite this increase, the Company's loan portfolio remains primarily residential mortgage loans and has experienced a minimal amount of charge-offs in the past three years. The allowance for loan losses was $664,000 or 0.78% of loans receivable, net at March 31, 2001 compared to $503,000 or 0.62% of loans receivable, net at March 31, 2000. The allowance for loan loss as a percentage of non-performing assets was 101.53% at March 31, 2001, compared to 62.14% at March 31, 2000. Noninterest income. Noninterest income increased $97,000 to $473,000 for the nine months ended March 31, 2001 from $376,000 for the nine months ended March 31, 2000. The increase is primarily due to an increase in bank service charges and fees of $67,000, an increase in gains from the sale of investment securities, an increase in investment commission income of $9,000, an increase in other noninterest income of $4,000, and an increase in insurance commissions of $3,000. Bank service charges and fees increased primarily due to an increase in overdraft fee income as a result of a fee increase, loan fee income, income from new check printing service and continued efforts to restructure deposit account fee schedules. Gains on security investments was due to the sale of two United States Treasury Notes. Investment commission income increased primarily due to an increase in sales of mutual funds, annuities, and other investments to individuals. Other fee income increased primarily due to an increase in rental income on real estate property. Insurance commissions increased primarily due to the fluctuations in the volume of sales of credit life and disability products. Noninterest expense. Noninterest expense increased $110,000 to $1.8 million for the nine months ended March 31, 2001 from $1.7 million for the nine months ended March 31, 2000. The increase is primarily due to a $78,000 increase in compensation and benefits, a $47,000 increase in occupancy and equipment, and an $8,000 increase in data processing, partially offset by a $17,000 decrease in FDIC insurance premium and a $5,000 decrease in other noninterest expense. Compensation and benefits increased primarily due to the regular salary adjustments and an increase in staff. Occupancy and equipment expense increased primarily due to the cost of opening the Richland, Iowa branch in September 2000. FDIC insurance premiums decreased primarily due to the decrease in Washington Federal's regulatory premium rate. Liquidity and capital resources. The Banks' principal sources of funds are deposits, amortization and prepayment of loan principal, borrowings, and the sale and maturity of investment securities. While scheduled loan repayments and maturing investments are relatively predictable, deposit flows and early loan repayments are more influenced by interest rates, general economic conditions, and competition. The Banks generally manage the pricing of the deposits to maintain a steady deposit balance, but has from time to time decided not to pay deposit rates that are as high as those of the competition, and when necessary, to supplement deposits with alternative sources of funds. Federal regulations historically have required Washington Federal to maintain minimum levels of liquid assets. The required percentage has varied from time to time based upon economic conditions and savings flows and is currently 4% of net withdrawable savings deposits and borrowings payable upon demand or in one year or less during the proceeding calendar month. Liquid assets for the purpose of this ratio include cash, certain time deposits, U.S. Government, government agency, and corporate securities and other obligations generally having remaining maturities of less than five years. Washington Federal has historically maintained its liquidity ratio at levels in excess of those required. At March 31, 2001, the Washington Federal's liquidity ratio was 12.71%. Liquidity management is both a daily and long-term responsibility of management. The Banks adjust their investments in liquid assets based upon management's assessment of (i) expected loan demand, (ii) expected deposit flows, (iii) yields available on interest-bearing deposits, and (iv) the objective of its asset/liability management program. Excess liquidity is invested generally in interest-bearing overnight deposits and other short-term government and agency obligations. If the Banks require funds beyond their ability to generate them internally, they have additional borrowing capacity with the FHLB of Des Moines and collateral eligible for reverse repurchase agreements. The Banks anticipate that they will have sufficient funds available to meet current loan commitments. At March 31, 2001, Washington Federal had outstanding commitments to extend credit which amounted to $2.5 million and Rubio Savings Bank had outstanding commitments to extend credit which amounted to $870,000. Part II - Other Information Item 1. Legal Proceedings. None Item 2. Changes in Securities and use of proceeds. None 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 and Reports on Form 8-K (a) Exhibits (listed by numbers corresponding to the Exhibit Table of Item 601 on Regulation S-B) 11 Computation of Earnings Per Common Share (b) Reports on Form 8-K No reports in Form 8-K have been filed during the quarter for which this report was filed. Signatures In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Washington Bancorp (Registrant) Date May 10, 2001 /s/ Stan Carlson ------------ ------------------------------- Stan Carlson, President and Chief Executive Officer Date May 10, 2001 /s/ Leisha A. Linge ------------ ------------------- Leisha A. Linge, Executive Vice President