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 September 30, 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 511,653 shares outstanding as of November12, 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 September 30, 2001 (unaudited) and June 30, 2001 Unaudited Consolidated Statements of Income for the three months ended September 30, 2001 and 2000 Unaudited Consolidated Statements of Comprehensive Income for the three months ended September 30, 2001 and 2000 Unaudited Consolidated Statements of Cash Flows for the three months ended September 30, 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 September 30, June 30, 2001 2001 * ---------------------------- (unaudited) ASSETS Cash and cash equivalents: Interest-bearing .................................... $ 1,924,090 $ 2,462,282 Noninterest-bearing ................................. 1,139,952 679,041 Investment securities: Held to maturity .................................... 1,150,301 1,142,599 Available-for-sale .................................. 22,618,935 22,090,836 Federal funds sold .................................... 80,000 3,350,000 Loans receivable, net of allowance for loan losses of $661,074 at September 30, 2001 and $607,833 at June 30, 2001 .................................... 85,208,895 84,095,349 Accrued interest receivable ........................... 1,763,737 1,517,702 Federal Home Loan Bank stock .......................... 1,756,200 1,756,200 Foreclosed real estate ................................ 156,104 145,949 Premises and equipment, net ........................... 1,027,067 986,635 Goodwill .............................................. 1,091,402 1,091,402 Other assets .......................................... 370,145 373,855 ----------------------------- Total assets .............................. $118,286,828 $119,691,850 ============================= LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits: Noninterest-bearing ............................... $ 4,272,805 $ 4,107,003 Interest-bearing .................................. 71,047,130 68,797,275 ----------------------------- Total deposits ............................ 75,319,935 72,904,278 Federal funds purchased ............................... 500,000 1,500,000 Borrowed funds ........................................ 29,540,858 32,334,794 Advances from borrowers for taxes and insurance ....... 94,903 244,377 Accrued expenses and other liabilities ................ 712,301 754,975 ----------------------------- Total liabilities ......................... 106,167,997 107,738,424 ----------------------------- Redeemable common stock held by ESOP .................. 332,725 336,980 ----------------------------- Stockholders' Equity: Common Stock ........................................ 6,511 6,511 Common Stock ........................................ 6,165,755 6,175,332 Retained Earnings ................................... 8,240,518 8,175,145 Accumulated other comprehensive gain (loss) ...... 88,592 (29,669) Cost of common shares aquired for the treasury (134,730 at September 30, 2001 and 134,162 at June 30, 2001) .................................... (2,080,214) (2,070,600) Deferred compensation .............................. (33,276) (21,093) Maximum cash obligation related to ESOP shares .... (332,725) (336,980) Unearned ESOP shares ................................ (269,055) (282,200) ----------------------------- Total stockholders' equity ..................... 11,786,106 11,616,446 ----------------------------- Total liabilities and stockholders' equity ..... $118,286,828 $119,691,850 ============================= <FN> * Condensed from audited financial statements See Notes to Financial Statements. </FN> Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Income Three Months Ended September 30, 2001 2000 ----------------------- Interest and dividend income: Loans, including fees: First mortgage loans ................................... $1,125,420 $1,152,092 Consumer and other loans ............................... 760,834 690,352 Investment securities: Taxable ................................................ 306,634 352,449 Nontaxable ............................................. 20,624 15,716 Federal Home Loan Bank stock ............................. 18,060 29,680 ----------------------- Total interest income .............................. 2,231,572 2,240,289 ----------------------- Interest expense: Deposits ................................................. 816,278 845,524 Borrowed funds ........................................... 417,969 511,560 ----------------------- Total interest expense ............................. 1,234,247 1,357,084 ----------------------- Net interest income ................................ 997,325 883,205 Provision for loan losses .................................. 60,000 34,000 ----------------------- Net interest income after provision for loan losses .................................... 937,325 849,205 ----------------------- Noninterest income: Service charges and fees ................................. 132,226 113,322 Insurance commissions .................................... 12,810 15,193 Investment commissions ................................... 13,839 10,755 Other .................................................... 2,587 13,476 ----------------------- Total noninterest income ........................... 161,462 152,746 ----------------------- Noninterest expense: Compensation and benefits ................................ 368,119 308,556 Occupancy and equipment .................................. 70,759 67,690 FDIC deposit insurance premium ........................... 9,246 11,315 Data processing .......................................... 28,105 20,619 Goodwill amortization .................................... -- 23,640 Other .................................................... 157,130 139,152 ----------------------- Total noninterest expense .......................... 633,359 570,972 ----------------------- Income before income taxes ......................... 465,428 430,979 Income tax expense ......................................... 155,578 171,631 ----------------------- Net income ........................................ $ 309,850 $ 259,348 ======================= Earnings per common share Basic .................................................... $ 0.63 $ 0.51 Diluted .................................................. $ 0.62 $ 0.50 Dividends per common share ................................. $ 0.50 $ 0.50 Weighted average common shares for: Basic earnings per share ................................. 491,040 508,693 Diluted earnings per share ............................... 503,624 516,159 See Notes to Financial Statements Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Comprehensive Income Three Months Ended September 30, 2001 2000 ------------------- Net income ............................................... $309,850 $259,348 Other comprehensive income(loss), Unrealized holding gains (losses) arising during the period, net of income taxes ...................... 118,261 110,316 ------------------- Comprehensive income ............................. $428,111 $369,664 =================== See Notes to Financial Statements Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Cash Flows Three Months Ended September 30, 2001 and 2000 2001 2000 ------------------------ Cash Flows from Operating Activities Net income ................................................................ $ 309,850 $ 259,348 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of premiums and discounts on debt securities ....................................................... (10,964) 4,465 Amortization of goodwill ................................................ -- 23,641 Provision for loan losses ............................................. 60,000 34,000 Loss on sale of foreclosed real estate ............................... 5,205 20,743 Depreciation ............................................................ 31,535 22,498 Compensation under stock awards ......................................... 12,004 6,274 ESOP contribution expense ............................................... 22,182 16,469 (Increase) in accrued interest receivable ............................... (246,035) (182,884) (Increase)decrease in other assets ...................................... (15,258) 51,691 Increase (decrease) in accrued expenses and other liabilities ........... (99,313) 78,928 ------------------------ Net cash provided by operating activities ........................... 69,206 335,173 ------------------------ Cash Flows from Investing Activities Held-to-maturity securities: Purchases ............................................................... (7,800) -- Available-for-sale securities: Maturities and calls .................................................... 4,676,832 300,000 Purchases ............................................................... (5,000,000) -- Federal funds sold, net ................................................... 3,270,000 (15,000) Purchase of Federal Home Loan Bank stock .................................. -- (26,600) Loans made to customers, net .............................................. (1,188,906) (915,008) Purchase of premises and equipment ........................................ (71,968) (123,711) ------------------------ Net cash provided by (used in) investing activities ................. 1,678,158 (780,319) ------------------------ Cash Flows from Financing Activities Net increase in deposits .................................................. 2,415,657 1,078,314 Proceeds from Federal Home Loan Bank advances ............................. 2,680,000 180,800,000 Principal payments on Federal Home Loan Bank advances ..................... (5,473,936) (180,018,234) Federal funds purchased, net .............................................. (1,000,000) -- Net (decrease) in advances from borrowers for taxes and insurance ........................................................... (149,474) (200,083) Acquisition of common stock ............................................... (97,775) (130,937) Stock options exercised ................................................... 45,360 -- Dividends paid ............................................................ (244,477) (252,158) --------------------------- Net cash provided by (used in) financing activities ................. (1,824,645) 1,276,902 --------------------------- Increase (decrease) in cash and cash equivalents ................. (77,281) 831,756 Cash and cash equivalents: Beginning ................................................................. 3,141,323 2,849,385 ------------------------ Ending .................................................................... $3,064,042 $3,681,141 ======================== Washington Bancorp and Subsidiaries Unaudited Consolidated Statements of Cash Flows Three Months Ended September 30, 2001 and 2000 2001 2000 --------------------- Supplemental Disclosures of Cash Flow Information Cash payments for: Interest paid to depositors ...................... $418,968 $367,685 Interest paid on other obligations ............... $391,507 $490,379 Income taxes, net of refunds ..................... $203,065 $193,400 Supplemental Schedule of Noncash Investing and Financing Activities Transfers from loans to foreclosed real estate ..... $ -- $133,969 Contract sales of foreclosed real estate ........... $ -- $ 40,000 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 three month period ended September 30, 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, 2001 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 was being amortized by the straight-line method over 15 years. Beginning July 1, 2001, the Company adopted FASB 142 "Goodwill and Other Intangible Assets" and as a result goodwill will no longer be amortized but will be annually reviewed for impairment. 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. Quantitative measures established by regulation to ensure capital adequacy require the Company and the Banks to maintain minimum amounts and ratios (set forth in the following table) of total and Tier 1 capital (as defined in the regulations) to risk-weighted assets (as defined) and of Tier 1 capital (as defined) to average assets (as defined). Management believes, as of September 30, 2001 and 2000, that the Company and the Banks met all capital adequacy requirements to which they are subject. As of September 30, 2001, the most recent notification from the Federal Deposit Insurance Corporation categorized the Banks as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized, an institution must maintain minimum total risk-based, Tier 1 risk-based and Tier 1 leverage ratios as set forth in the following table. There are no conditions or events since the notification that management believes have changed the Banks' category. The Company's and the Banks' actual capital amounts and ratios as of September 30, 2001 and 2000 are also presented in the table. Minimum to Be Well Capitalized Minimum Capital Under Prompt Corrective Actual Requirement Action Provisions ---------------- ---------------- ----------------------- Amount Ratio Amount Ratio Amount Ratio ----------------------------------------------------------- September 30, 2001 Total capital to risk weighted assets: Consolidated ........................... 11,786 14.34% 6,574 8.00% N/A N/A Washington ............................. 8,107 12.35% 5,251 8.00% 6,564 10.00% Rubio .................................. 3,686 22.70% 1,299 8.00% 1,624 10.00% Tier 1 capital to risk weighted assets: Consolidated ........................... 10,606 12.91% 3,287 4.00% N/A N/A Washington ............................. 8,029 12.23% 2,626 4.00% 3,939 6.00% Rubio .................................. 2,584 15.91% 649 4.00% 974 6.00% Tier 1 capital to average assets: Consolidated ........................... 10,606 9.13% 4,649 4.00% N/A N/A Washington ............................. 8,029 8.62% 3,727 4.00% 4,658 5.00% Rubio .................................. 2,584 11.12% 697 4.00% 1,162 5.00% September 30, 2000 Total capital to risk weighted assets: Consolidated ........................... 10,832 13.51% 6,416 8.00% N/A N/A Washington ............................. 7,201 11.19% 5,150 8.00% 6,438 10.00% Rubio .................................. 3,615 22.88% 1,264 8.00% 1,580 10.00% Tier 1 capital to risk weighted assets: Consolidated ........................... 10,007 12.48% 3,208 4.00% N/A N/A Washington ............................. 7,489 11.63% 2,575 4.00% 3,863 6.00% Rubio .................................. 2,498 15.81% 632 4.00% 948 6.00% Tier 1 capital to average assets: Consolidated ........................... 10,007 8.62% 4,643 4.00% N/A N/A Washington ............................. 7,489 7.96% 3,763 4.00% 4,703 5.00% Rubio .................................. 2,498 11.13% 673 4.00% 1,122 5.00% 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 may result in the common stock no longer being quoted on the OTC Electronic Bulletin Board and will 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 $1.4 million from $119.7 million at June 30, 2001 to $118.3 million at September 30, 2001. The decrease was primarily due to a $3.2 million decrease in federal funds sold, a $77,000 decrease in cash and cash equivalents, and a $4,000 decrease in other assets, partially offset by a $1.1 million increase in loans receivable, a $536,000 increase in investment securities, a $246,000 increase in accrued interest, a $40,000 increase in premises and equipment, and a $10,000 increase in foreclosed real estate. Loans receivable. Loans receivable increased $1.1 million from $84.1 million at June 30, 2001 to $85.2 million at September 30, 2001. This increase is primarily due to continued loan demand in the Company's market area. The Company's non-performing assets were $1.2 million or 0.99% of total assets at September 30, 2001 as compared to $714,000 or 0.60% of total assets at June 30, 2001. Investment securities. Investment securities increased $536,000 from $23.2 million at June 30, 2001 to $23.8 million at September 30, 2001 primarily due to the purchase of $5.0 million in United States treasury and agency securities, an increase in the market value of the portfolio of $194,000, and the amortization of premiums and discounts of $11,000 partially offset by the maturity or call of $4.7 million in United States treasury and agency securities. 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 more on September 30, 2001 than their carrying value. Deposits. Deposits increased $2.4 million from $72.9 million at June 30, 2001 to $75.3 million at September 30, 2001. Transaction and savings deposits increased as a percentage of total deposits from $25.9 million or 35.5% at June 30, 2001 to $27.8 million or 36.9% at September 30, 2001 primarily due to the seasonal fluctuation in the cash position of a local government agency. Certificates of deposit decreased as a percentage of total deposits from $47.0 million or 64.5% at June 30, 2001 to $47.5 million or 63.1% at September 30, 2001. Total stockholders' equity. Total stockholders' equity increased $169,000 from $11.6 million at June 30, 2001 to $11.8 million at September 30, 2001. The increase is primarily due to net income of $310,000, the change from a net unrealized loss to a net unrealized gain in the available for sale securities of $118,000, the exercise of stock options of $45,000, the allocation of ESOP shares of $22,000, the amortization of deferred compensation of $12,000, and the change in the maximum cash obligation on allocated ESOP shares of $4,000, partially offset by the dividends paid to shareholders of $244,000 and the repurchase of 6,100 shares of the Company's common stock at a cost of $98,000. Results of Operations - Three Months Ended September 30, 2001 As Compared To The Three Months Ended September 30, 2000 Performance summary. Net income increased $51,000 to $310,000 for the three months ended September 30, 2001 from $259,000 for the three months ended September 30, 2000. The increase is primarily due an increase in net interest income of $114,000, an increase in non-interest income of $9,000, and a decrease in income tax expense of $156,000, partially offset by an increase in provision for loan loss of $26,000 and an increase in non-interest expense of $62,000. For the three months ended September 30, 2001 the annualized return on average assets was 1.07% compared to 0.89% for the three months ended September 30, 2000, while the annualized return on average equity was 10.78% for the three months ended September 30, 2001 compared to 9.58% for the three months ended September 30, 2000. Net interest income. Net interest income increased $114,000 to $997,000 for the three months ended September 30, 2001 from $883,000 for the three months ended September 30, 2000. The increase is primarily due to the decrease of $123,000 in interest expense to $1.2 million for the three months ended September 30, 2001 from $1.4 million for the three months ended September 30, 2000 and an increase in interest income of $9,000 to $2.2 million for the three months ended September 30, 2001 from $2.2 million for the three months ended September 30, 2000. For the three months ended September 30, 2001, the average yield on interest-earning assets was 8.04% compared to 8.13% for the three months ended September 30, 2000. The average cost of interest-bearing liabilities was 4.97% for the three months ended September 30, 2001 compared to 5.41% for the three months ended September 30, 2000. The average balance of interest earning assets increased $800,000 to $111.0 million for the three months ended September 30, 2001 from $110.2 million for the three months ended September 30, 2000. During this same period, the average balance of interest-bearing liabilities decreased $1.1 million to $99.3 million for the three months ended September 30, 2001 from $110.4 million for the three months ended September 30, 2000. The average interest rate spread was 3.07% for the three months ended September 30, 2001 compared to 2.73% for the three months ended September 30, 2000. The average net interest margin was 3.59% for the three months ended September 30, 2001 compared to 3.21% for the three months ended September 30, 2000. Despite the decrease in the average yield on interest-earning assets the net interest margin increased primarily due to the decrease in the average cost of interest bearing liabilities and the increase in the ratio of interest-earning assets to interest-bearing liabilities. Provision for loan loss. Provision for loan loss increased $26,000 to $60,000 for the three months ended September 30, 2001 from $34,000 for the three months ended September 30, 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 $661,000 or 0.78% of loans receivable, net at September 30, 2001 compared to $657,000 or 0.78% of loans receivable, net at September 30, 2000. The allowance for loan loss as a percentage of non-performing assets was 56.45% at September 30, 2001, compared to 75.05% at September 30, 2000. Noninterest income. Noninterest income increased $9,000 to $162,000 for the three months ended September 30, 2001 from $153,000 for the three months ended September 30, 2000. The increase is primarily due an increase in service charges and fees of $19,000 and an increase in investment commissions of $3,000, partially offset by a decrease in other noninterest income of $11,000 and a decrease in insurance commissions of $2,000. 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, and income from a new check and coupon book printing service. Investment commissions increased primarily due to an increase in sales. Other noninterest income decreased primarily due to a decrease in the disposition of real estate owned. Insurance commissions decreased primarily due to a decrease in the level of credit life and disability sales on loan products. Noninterest expense. Noninterest expense increased $62,000 to $633,000 for the three months ended September 30, 2001 from $571,000 for the three months ended September 30, 2000. The increase is primarily due to a $60,000 increase in compensation and benefits, an $18,000 increase in other noninterest expense, a $7,000 increase in data processing, and a $3,000 increase in occupancy and equipment, partially offset by a $23,000 decrease in the amortization of goodwill and a $2,000 decrease in FDIC insurance premium. Compensation and benefits increased primarily due to regular salary adjustments and an increase in cost of retirement benefits. Other noninterest expense increased primarily due to costs associated with the preparation of the Company's audited annual report and the cost of supplies for the new check printing services. Data processing increased primarily due to an increase in the usage of services offered by Washington Federal's main data processing provider. Occupancy and equipment increased primarily due to the costs associated with improvements on the branch building in Wellman, Iowa. In accordance with the Financial Accounting Standards Board Statement No. 142, goodwill will no longer be amortized, but will be annually reviewed for impairment. 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. 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 September 30, 2001, Washington Federal had outstanding commitments to extend credit which amounted to $3.1 million and Rubio Savings Bank had outstanding commitments to extend credit which amounted to $916,000. 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 November 13, 2001 /s/ Stan Carlson ----------------- ------------------------------------- Stan Carlson, President and Chief Executive Officer Date November 13, 2001 /s/ Leisha A. Linge ----------------- ------------------------------------- Leisha A. Linge, Executive Vice President