FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED COMMISSION FILE NUMBER - -------------------------------------------------------------------------------- March 31, 2003 0-49677 WEST BANCORPORATION, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) IOWA 42-1230603 - ------------------------ ------------------------------------ (State of Incorporation) (I.R.S. Employer Identification No.) 1601 22nd Street, West Des Moines, Iowa 50266 Telephone Number (515) 222-2300 Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ x ] No [ ] Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes [ x ] No [ ] As of May 13, 2003, there were 16,060,271 shares of common stock, no par value outstanding. 1 PART I -- Item 1. Financial Statements West Bancorporation, Inc. and Subsidiary Consolidated Balance Sheets (unaudited) March 31, December 31, 2003 2002 ------------------------------- Assets Cash and due from banks $ 25,834,054 $ 23,022,298 Federal funds sold and other short-term investments 102,595,635 158,191,770 ------------------------------- Cash and cash equivalents 128,429,689 181,214,068 ------------------------------- Securities available for sale 103,312,687 70,862,435 Securities held to maturity (approximate market value of $122,897,000 and $141,267,000 at March 31, 2003 and December 31, 2002, respectively) 120,023,063 138,299,566 Federal Home Loan Bank stock, at cost 3,129,700 3,129,700 ------------------------------- Total securities 226,465,450 212,291,701 ------------------------------- Loans 483,746,800 488,452,911 Allowance for loan losses (4,615,248) (4,493,583) ------------------------------- Loans, net 479,131,552 483,959,328 ------------------------------- Premises and equipment, net 1,412,098 1,394,649 Accrued interest receivable 5,445,253 5,204,203 Other assets 12,143,358 2,052,114 -------------------------------- Total assets $ 853,027,400 $ 886,116,063 ================================ Liabilities and Stockholders' Equity Deposits: Noninterest-bearing $ 136,528,631 $ 145,208,492 Savings and interest bearing demand 321,412,468 338,775,544 Time, in excess of $100,000 66,987,521 88,592,994 Other time 37,948,379 40,521,470 ------------------------------- Total deposits 562,876,999 613,098,500 Federal funds purchased and securities sold under agreements to repurchase 145,828,306 127,418,671 Other short-term borrowings 509,522 5,096,872 Accrued expenses and other liabilities 4,889,384 3,077,858 Long-term borrowings 51,600,000 51,600,000 ------------------------------- Total liabilities 765,704,211 800,291,901 ------------------------------- Stockholders' Equity Common stock, no par value; authorized 50,000,000 shares; shares issued and outstanding: 2003 and 2002, 16,060,271 3,000,000 3,000,000 Additional paid-in capital 32,000,000 32,000,000 Retained earnings 51,273,638 49,792,716 Accumulated other comprehensive income 1,049,551 1,031,446 -------------------------------- Total stockholders' equity 87,323,189 85,824,162 -------------------------------- Total liabilities and stockholders' equity $ 853,027,400 $ 886,116,063 ================================ See accompanying notes to consolidated financial statements. 2 West Bancorporation, Inc. and Subsidiary Consolidated Statements of Income (unaudited) Three Months Ended March 31, 2003 2002 ----------------------------- Interest income: Loans ........................................................ $ 7,701,836 $ 8,253,270 Securities: U.S Treasury, government agencies and corporations ........ 1,175,048 1,581,688 States and political subdivisions ......................... 415,242 431,146 Other ..................................................... 641,989 261,132 Federal funds sold and other short-term investments .......... 439,493 502,671 ------------------------- Total interest income .................................. 10,373,608 11,029,907 ------------------------- Interest expense: Demand deposits .............................................. 25,261 33,247 Savings deposits ............................................. 768,697 998,835 Time deposits ................................................ 816,060 1,344,928 Federal funds purchased and securities sold under agreements to repurchase .................................. 396,157 531,906 Other short-term borrowings .................................. 1,575 12,178 Long-term borrowings ......................................... 708,040 687,754 ------------------------- Total interest expense ................................. 2,715,790 3,608,848 ------------------------- Net interest income .................................... 7,657,818 7,421,059 Provision for loan losses ........................................ 200,000 230,000 ------------------------- Net interest income after provision for loan losses .... 7,457,818 7,191,059 ------------------------- Noninterest income: Service charges on deposit accounts .......................... 1,056,193 1,003,620 Trust services ............................................... 132,000 157,977 Net realized gains from sales of securities available for sale 99,740 -- Other income ................................................. 416,489 324,220 ------------------------- Total noninterest income ............................... 1,704,422 1,485,817 ------------------------- Noninterest expense: Salaries and employee benefits ............................... 1,719,277 1,584,484 Occupancy expenses ........................................... 370,249 318,534 Data processing expenses ..................................... 243,285 264,823 Other expenses ............................................... 573,294 606,393 ------------------------- Total noninterest expense .............................. 2,906,105 2,774,234 ------------------------- Income before income taxes ............................. 6,256,135 5,902,642 Income taxes ..................................................... 2,205,570 2,083,341 ------------------------- Net income ............................................. $ 4,050,565 $ 3,819,301 ========================= Basic earnings per share ......................................... $ 0.25 $ 0.24 ========================= Cash dividends per share ......................................... $ 0.16 $ 0.15 ========================= See accompanying notes to consolidated financial statements. 3 West Bancorporation, Inc. and Subsidiary Consolidated Statements of Stockholders' Equity (unaudited) Three Months Ended March 31, 2003 2002 ---------------------------- Common Stock Beginning of year balance ...................... $ 3,000,000 $ 3,000,000 ---------------------------- End of period balance .......................... 3,000,000 3,000,000 ---------------------------- Additional Paid-in Capital Beginning of year balance ...................... 32,000,000 32,000,000 ---------------------------- End of period balance .......................... 32,000,000 32,000,000 ---------------------------- Retained Earnings Beginning of year balance ...................... 49,792,716 43,374,281 Net income ..................................... 4,050,565 3,819,301 Dividends on common stock; per share amounts 2003 $0.16; 2002 $0.15 ...................... (2,569,643) (2,409,041) ---------------------------- End of period balance .......................... 51,273,638 44,784,541 ---------------------------- Accumulated Other Comprehensive Income (Loss) Beginning of year balance ...................... 1,031,446 637,980 Unrealized gain (loss) on securities, net of tax 18,105 (354,878) ---------------------------- End of period balance .......................... 1,049,551 283,102 ---------------------------- Total Stockholders' Equity ......................... $ 87,323,189 $ 80,067,643 ============================ West Bancorporation, Inc. and Subsidiary Consolidated Statements of Comprehensive Income (Loss) (unaudited) Three Months Ended March 31, 2003 2002 ---------------------------- Net Income ........................................ $ 4,050,565 $ 3,819,301 Other comprehensive income, unrealized gains on securities, net of reclassification adjustment, net of tax .................................... 18,105 (354,878) --------------------------- Comprehensive income .............................. $ 4,068,670 $ 3,464,423 =========================== See accompanying notes to consolidated financial statements. 4 West Bancorporation, Inc. and Subsidiary Consolidated Statements of Cash Flows (unaudited) Three Months Ended March 31, 2003 2002 ------------------------------ Cash Flows from Operating Activities Net income ..................................................................... $ 4,050,565 $ 3,819,301 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses ................................................... 200,000 230,000 Net amortization ............................................................ 229,954 138,713 Net gains from sales of securities available for sale and loans held for sale (142,630) -- Proceeds from sales of loans held for sale .................................. 2,546,140 2,366,950 Originations of loans held for sale ......................................... (2,344,400) (2,372,950) Depreciation ................................................................ 53,581 37,145 Deferred income taxes ....................................................... (11,002) 217,490 Change in assets and liabilities: Decrease (increase) in accrued interest receivable ....................... (241,050) 123,210 Increase in accrued expenses and other liabilities ....................... 1,811,526 1,061,538 ------------------------------ Net cash provided by operating activites ............................... 6,152,684 5,621,397 ------------------------------ Cash Flows from Investing Activities Proceeds from sales, calls, and maturities of securities available for sale .... 2,130,095 2,009,824 Purchases of securities available for sale ..................................... (34,659,792) (19,222,938) Proceeds from sales, calls, and maturities of securities held to maturity ...... 25,232,034 25,220,000 Purchases of securities held to maturity ....................................... (6,969,238) (13,592,794) Net decrease in loans .......................................................... 4,468,926 11,340,800 Purchases of bank premises and equipment ....................................... (71,030) (41,014) Purchase of bank-owned life insurance .......................................... (10,000,000) -- Change in other assets ......................................................... (99,199) 192,774 ----------------------------- Net cash provided by (used in) investing activities .................... (19,968,204) 5,906,652 ----------------------------- Cash Flows from Financing Activities Net decrease in deposits ....................................................... (50,221,501) (8,597,082) Net increase in federal funds purchased and securities sold under agreements to repurchase .................................................... 18,409,635 6,223,103 Net decrease in other short-term borrowings .................................... (4,587,350) (4,928,902) Proceeds from long-term borrowings ............................................. -- 3,600,000 Cash dividends ................................................................. (2,569,643) (2,409,041) ------------------------------ Net cash used in financing activities .................................. (38,968,859) (6,111,922) ------------------------------ Net increase (decrease) in cash and cash equivalents ................... (52,784,379) 5,416,127 Cash and Cash Equivalents Beginning ...................................................................... 181,214,068 128,450,240 ------------------------------ End ............................................................................ $ 128,429,689 $ 133,866,367 ============================== Supplemental Disclosures of Cash Flow Information Cash payments for: Interest .................................................................... $ 2,603,824 $ 3,501,399 Income taxes ................................................................ 256,733 284,037 See accompanying notes to consolidated financial statements. 5 Part I - Item 1. Financial Statements, continued West Bancorporation, Inc. Notes to Consolidated Financial Statements (unaudited) 1. Basis of Presentation The accompanying consolidated statements of income, stockholders' equity, comprehensive income, and cash flows for the three months ended March 31, 2003 and 2002, and the consolidated balance sheets as of March 31, 2003 and December 31, 2002 include the accounts and transactions of the Company and its wholly-owned subsidiary, West Des Moines State Bank. All material intercompany balances and transactions have been eliminated in consolidation. The accompanying consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. Although management believes that the disclosures are adequate to make the information presented not misleading, it is suggested that these interim consolidated financial statements be read in conjunction with the company's most recent audited financial statements and notes thereto. In the opinion of management, the accompanying consolidated financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of March 31, 2003, and the results of operations and cash flows for the three months ended March 31, 2003 and 2002. The results for these interim periods may not be indicative of results for the entire year or for any other period. 2. Earnings Per Common Share Earnings per share represents income available to common shareholders divided by the weighted average number of shares outstanding during the period. The Company has no common equivalent shares that could cause dilution. The average number of shares outstanding for the three months ended March 31, 2003 and 2002 was 16,060,271. 3. Commitments In the noraml course of business, the Company enters into a number of off-balance sheet commitments. These commitments expose the Company to varying degrees of credit and market risk and are subject to the same credit reviews as those recorded on the balance sheet. The Company enters into commitments to extend credit such as loan commitments and standby letters of credit to meet the financing needs of its customers. For additional information on credit extension commitments see Note 10 of the Company's 2002 consolidated financial statements. The Company's commitments as of March 31, 2003 and December 31, 2002 are approximately as follows: March 31, 2003 December 31, 2002 ---------------------------------- Commitments to extend credit ........... $138,905,000 $136,434,000 Standby letters of credit .............. 14,578,000 15,804,000 ------------------------------- $153,483,000 $152,228,000 =============================== 4. Impact of New Financial Accounting Standards The Financial Accounting Standards Board has issued Interpretation No. 45, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others - an interpretation of FASB Statements No. 5, 57 and 107 and rescission of FASB Interpretation No. 34. This Interpretation elaborates on the disclosures to be made by a guarantor in its interim and annual financial statements about its obligations under certain guarantees that it has issued. It also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The initial recognition and measurement provisions of this Interpretation are applicable on a prospective basis to guarantees issued or modified after December 31, 2002. The Company has adopted this Interpretation. The adoption did not have any effect on the Company's financial position or results of operations. 6 In January 2003, the Financial Accounting Standards Board (FASB) issued Interpretation No. 46 ("FIN 46"), "Consolidated Variable Interest Entities". The objective of this Interpretation is to provide guidance on how to identify a variable interest entity and determine when the assets, liabilities, non-controlling interests, and results of operations of a variable interest in an entity need to be included in a company's consolidated financial statements. A company that holds variable interests in an entity will need to consolidate the entity if the company's interest in the variable interest entity is such that the company will absorb a majority of the variable interest entity's losses and/or receive a majority of the entity's expected residual returns, if they occur. FIN 46 also requires additional disclosures by primary beneficiaries and other significant variable interst holders. The provisions of this interpretation are effective upon issuance. The Company is not impacted by the provisions of FIN 46. In December 2002, the FASB issued SFAS No. 108, "Accounting for Stock-Based Compensation - Transition and Disclosures - an amendment of SFAS 123 ("SFAS 148"). SFAS 148 permits two additional transition methods for entities that adopt the fair value based method of accounting for stock-based employee compensation. Since the Company does not have any stock based compensation plans, this pronouncement does not have any effect on the Company. In April 2003, the FASB issued Statement No. 149, "Amendment of Statement No. 133, Accounting for Derivative Insturments and Hedging Activities." This statement clarifies the definition of a derivative and incorpoates certain decisions made by the Board as part of the Derivatives Implementation Group process. This statement is effective for contracts entered into or modified, and for hedging relationships designated after June 30, 2003 and should be applied prospectively. The Company is not impacted by this Statement. 5. Use of Estimates in the Preparation of Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. A significant estimate that is particularly sensitive to change is the allowance for loan losses. 7 PART I -- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. THREE MONTHS ENDED MARCH 31, 2003 SELECTED FINANCIAL RESULTS The following table shows selected financial results and measures for the three months ended March 31, 2003 compared with the same period in 2002. Three Months Ended March 31, ------------------------------------------------------------------ 2003 2002 Change Change -% ------------------------------------------------------------------ Net income ................. $ 4,050,565 $ 3,819,301 $ 231,264 6.1% Average assets ............. 867,385,825 824,761,433 42,624,392 5.2% Average stockholders' equity 86,395,979 79,512,180 6,883,799 8.7% Return on assets ........... 1.89% 1.88% 0.01% 0.5% Return on equity ........... 19.01% 19.48% -0.47% -2.4% Efficiency ratio ........... 30.57% 30.30% 0.27% 0.9% Dividend payout ratio ...... 63.44% 63.08% 0.36% 0.6% Equity to assets ratio ..... 9.96% 9.64% 0.32% 3.3% Definition of ratios: Return on assets - annualized net income divided by average assets. Return on equity - annualized net income divided by average stockholders' equity. Efficiency ratio - noninterest expense divided by noninterest income (excluding securities gains) plus taxable equivalent net interest income. Dividend payout ratio - dividends per share divided by net income per share. Equity to assets ratio - average equity divided by average assets. RESULTS OF OPERATIONS Net income for the first quarter of 2003 is higher than the previous year primarily because of increased net interest income, gains from securities available for sale and new sources of noninterest income. Return on equity has declined slightly even though net income has increased because growth in equity has been at a higher rate than the growth in net income. Net Interest Income The following table shows average balances and related interest income or interest expense, with the resulting average yield or rate by category of interest earning assets or interest bearing liabilities. Interest income and the resulting net interest income are shown on a fully taxable basis. 8 Data for the three months ended March 31 (dollars in thousands). Average Balance Interest Income/Expense Yield/Rate -------------------------------------- ----------------------------------- --------------------- 2003 2002 Change Change-% 2003 2002 Change Change-% 2003 2002 Change --------------------------------------------------------------------------------------------------- Interest-earning assets: Loans: Commercial ................... $251,021 $250,215 $ 806 0.32% $ 3,552 $ 3,794 $ (242) -6.38% 5.74% 6.15% -0.41% Real estate .................. 197,543 197,820 (277) -0.14% 3,595 3,829 (234) -6.11% 7.38% 7.85% -0.47% Consumer ..................... 19,574 19,493 81 0.42% 361 414 (53) -12.80% 7.48% 8.62% -1.14% Other ........................ 14,431 16,071 (1,640) -10.20% 284 313 (29) -9.27% 7.99% 7.89% 0.10% --------------------------------------------------------------------------------------------------- Total Loans .................. 482,569 483,599 (1,030) -0.21% 7,792 8,350 (558) -6.68% 6.55% 7.00% -0.45% --------------------------------------------------------------------------------------------------- Investment securities: Taxable ...................... 176,860 162,793 14,067 8.64% 1,901 1,927 (26) -1.35% 4.30% 4.74% -0.44% Tax-exempt ................... 32,667 29,561 3,106 10.51% 485 501 (16) -3.19% 5.94% 6.78% -0.84% --------------------------------------------------------------------------------------------------- Total investment securities .. 209,527 192,354 17,173 8.93% 2,386 2,428 (42) -1.73% 4.56% 5.05% -0.49% --------------------------------------------------------------------------------------------------- Federal funds sold and short-term investments .... 142,724 115,077 27,647 24.02% 439 503 (64) -12.72% 1.25% 1.77% -0.52% --------------------------------------------------------------------------------------------------- Total interest-earning assets $834,820 $791,030 $ 43,790 5.54% $10,617 $11,281 (664) -5.89% 5.14% 5.77% -0.63% ======================================------------------------------------------------------------- Interest-bearing liabilities: Deposits: Checking with interest, savings and money markets ........ $328,517 $273,769 $ 54,748 20.00% $ 794 $ 1,032 (238) -23.06% 0.98% 1.53% -0.55% Time deposits ............... 116,211 135,457 (19,246) -14.21% 816 1,345 (529) -39.33% 2.85% 4.03% -1.18% --------------------------------------------------------------------------------------------------- Total deposits .............. 444,728 409,226 35,502 8.68% 1,610 2,377 (767) -32.27% 1.47% 2.36% -0.89% --------------------------------------------------------------------------------------------------- Other borrowed funds ........ 199,347 192,971 6,376 3.30% 1,106 1,232 (126) -10.23% 2.25% 2.59% -0.34% --------------------------------------------------------------------------------------------------- Total interest-bearing liabilities ............... $644,075 $602,197 $ 41,878 6.95% $ 2,716 $ 3,609 (893) -24.74% 1.71% 2.43% -0.72% ======================================------------------------------------------------------------- Tax-equivalent net interest income ..................... $ 7,901 $ 7,672 $ 229 2.98% =================================== Net interest spread .............. 3.43% 3.34% 0.09% ==================== Net interest margin .............. 3.82% 3.93% -0.11% ==================== Net interest income is computed by subtracting total interest expense from total interest income. Fluctuations in net interest income can result from the changes in the volumes of assets and liabilities as well as changes in interest rates. Net interest margin is a measure of the net return on interest-earning assets and is computed by dividing annualized net interest income by the average of total interest-earning assets for the period. The Federal Reserve lowered the targeted fed funds rate by 50 basis points in November 2002. As a result, the prime rate and fed funds rate are 50 basis points lower than they were in the first quarter of last year. The Company's tax-equivalent net interest income for the quarter ended March 31, 2003 increased $229,000 compared to the three months ended March 31, 2002. The increase is primarily attributable to a higher level of earning assets. For the first quarter of 2003, earning assets averaged $43.8 million higher than the same period last year. Taxable-equivalent interest income and fees on loans decreased $558,000 in the first quarter of 2003 compared to the same period in 2002, mainly due to lower interest rates on loans. The average yield on loans decreased to 6.55 percent for the first quarter of 2003, compared to 7.00 percent in the first quarter of 2002. The yield on the Company's loan portfolio is affected by the amount of nonaccrual loans, the mix of the portfolio, the effects of competition, and the interest rate environment. The interest rate environment can influence the volume of new loan originations and the mix of variable rate versus fixed rate loans. Competition for loans in the market area served by the Company remains strong as customers seek to refinance loans to obtain lower interest rates. 9 The average balance of investment securities is $17.2 million higher than last year while the yield has declined 49 basis points. The mix of investment securities has been changed to result in a higher percentage of the portfolio invested in corporate bonds, which are included in the category "Other Investments". Yields on treasury and agency securities are 100 to 200 basis points lower than during the first quarter of 2002. In order to compensate for that decline, the Company has purchased corporate bonds with a maturity generally less than 2 1/2 years and a credit rating of BBB+ or better. As of March 31, 2003, corporate bonds in the investment portfolio totaled $51 million, with a weighted average yield of 4.20 percent and a weighted average maturity of 1.3 years. The average rate on deposits declined to 1.47 percent from 2.36 percent for the first quarter of last year. This decline is the result of a decrease in market interest rates and a change in the mix of deposits. Compared to the first quarter of 2002, the average balance of higher rate certificates of deposit was down $19 million, while the average balance of money market and savings accounts, which typically have lower rates, was $49 million higher. The average balance of borrowings for the first quarter of 2003 was $6.4 million higher than a year ago. The increase is attributable to higher balances in fed funds purchased from downstream correspondent banks. Provision for Loan Losses The following table sets forth the activity in the Allowance for Loan Losses for the three months ended March 31, 2003 and 2002, as well as common ratios related to the allowance for loan losses. Three Months Ended March 31, ------------------------------------------------- 2003 2002 Change ------------------------------------------------- Balance at beginning of period ...... $ 4,493,583 $ 4,239,990 Charge offs ......................... (122,953) (140,476) $ (17,523) Recoveries .......................... 44,618 10,297 34,321 ------------------------------- Net charge offs ..................... (78,335) (130,179) (51,844) Provision charged to operations ..... 200,000 230,000 (30,000) ------------------------------- Balance at end of period ............ $ 4,615,248 4,339,811 =============================== Average loans outstanding ........... $ 482,569,447 $ 483,598,502 Ratio of net charge-offs during the period to average loans outstanding 0.02% 0.03% Ratio of allowance for loan losses to average loans outstanding ...... 0.96% 0.90% Management determines an appropriate provision based on its evaluation of the adequacy of the allowance for loan losses in relationship to a continuing review of problem loans, the current economic conditions, actual loss experience and industry trends. The allowance for loan losses is management's best estimate of probable losses inherent in the loan portfolio as of the balance sheet date; however, changes in the loan portfolio and the uncertainty of the general economy require that management continue to evaluate the adequacy of the allowance for loan losses and make additional provisions in future periods as deemed necessary. See also the discussion of nonperforming assets later in this report. 10 Noninterest Income The following table shows the variance from the prior year period in the noninterest income categories shown in the Consolidated Statements of Income. In addition, accounts within the Other Income category that represent significant variances are shown. Three Months Ended March 31, ----------------------------------------------- 2003 2002 Change Change-% ----------------------------------------------- Noninterest income Service charges on deposit accounts $1,056,193 $1,003,620 $ 52,573 5.2% Trust services .................... 132,000 157,977 (25,977) -16.4% Other: Letter of credit fees ........... 14,579 31,984 (17,405) -54.4% VISA/Mastercard income .......... 38,248 49,400 (11,152) -22.6% Gain on sale of real estate loans 42,890 34,901 7,989 22.9% Debit card income ............... 36,882 19,931 16,951 85.0% ATM surcharge fees .............. 28,795 -- 28,795 -- Increase in cash value of bank owned life insurance .......... 64,646 -- 64,646 -- All other ....................... 190,449 188,004 2,445 1.3% ----------------------------------------------- Total other ..................... 416,489 324,220 92,269 28.5% ----------------------------------------------- Gain on sale of securities ........ 99,740 -- 99,740 -- ----------------------------------------------- Total noninterest income .... $1,704,422 $1,485,817 218,605 14.7% =============================================== Noninterest income results from the charges and fees collected by the Company from its customers for various services performed and miscellaneous other income and gains (or losses) from the sale of investment securities held in the available for sale category. Service charges on deposit accounts grew due to higher volumes. There were no pricing changes since last year. Income from trust services was down due to a decline in asset values under management as a result of market conditions. Letter of credit fees are lower due to volume. The decline in VISA/Mastercard income was due to reduced retail activity at the Bank's merchant customers. Debit card income is up because of increased promotion of debit cards to the Bank's customer base. ATM surcharge fees were not implemented until the second quarter of 2002. Bank-owned life insurance was purchased during the first quarter of this year. Noninterest Expense The following table shows the variance from the prior year in the noninterest expense categories shown in the Consolidated Statements of Income. In addition, accounts within the Other expense category that represent significant variances are shown. Three months ended March 31, -------------------------------------------- 2003 2002 Change Change-% -------------------------------------------- Noninterest expense: Salaries and employee benefits $1,719,277 $1,584,484 $ 134,793 8.5% Occupancy expenses ............ 370,249 318,534 51,715 16.2% Data processing expenses ...... 243,285 264,823 (21,538) -8.1% Other: Miscellaneous losses ........ 12,440 67,166 (54,726) -81.5% Advertising ................. 47,842 40,105 7,737 19.3% Trust expense ............... 60,163 77,598 (17,435) -22.5% Professional fees ........... 90,276 78,808 11,468 14.6% All other ................... 362,573 342,716 19,857 5.8% -------------------------------------------- Total other ............. 573,294 606,393 (33,099) -5.5% -------------------------------------------- Total noninterest expense $2,906,105 $2,774,234 $ 131,871 4.8% ============================================ 11 The increase in salaries and benefits includes one-time relocation expenses for the Company's newly hired chief executive officer totaling $52,500. Without those expenses, salaries and employee benefits expense for the first quarter of 2003 would have increased 5.2 percent over the same period last year. Occupancy expenses were higher this year due to increased lease payments at the main bank location, higher maintenance costs due to snow removal and increased depreciation expense related to technology purchases. Miscellaneous losses are significantly lower as the first quarter of 2002 included a higher level of losses from forged and fraudulently deposited checks. The increase in advertising expense was the result of a higher budget for that category for 2003. Trust expenses have declined because of the loss of a large custodial account and lower investment management fees. The increase in professional fees were the result of more legal and accounting services due to the Company being registered with the Securities and Exchange Commission, which became effective in the second quarter of last year. Income Tax Expense The Company incurred income tax expense of $2,205,570 for the three months ended March 31, 2003 compared with $2,083,341 for the three months ended March 31, 2002. The effective income tax rate as a percent of income before taxes for the three months ended March 31, 2003 and 2002 was 35.3 percent. FINANCIAL CONDITION Total assets as of March 31, 2003 were $853,027,000, a slight decrease from $886,116,000 at December 31, 2002. Investment Securities Investment securities available for sale increased $32,450,000 from December 31, 2002 to $103,313,000 on March 31, 2003. From December 31, 2002, investment securities classified as held to maturity declined $18,277,000 to $120,023,000 as of March 31, 2003. The increase in the available for sale category was accomplished to allow for increased liquidity and flexibility. Most of the corporate bonds that have been purchased over the past few months have been classified as available for sale. Loans Loans outstanding declined $4,706,000 from December 31, 2002 to March 31, 2003. The decline can be attributed to commercial loans that were refinanced by competitors at interest rates considered low by West Bank standards and a general decline in borrowing activity by commercial customers. Deposits Total deposits as of March 31, 2003 were $562,877,000 compared with $613,099,000 as of December 31, 2002. Savings accounts were $17,363,000 lower at March 31, 2003 than at December 31, 2002. The balance was somewhat higher than normal at December 31, 2002. Noninterest bearing deposits at March 31, 2003 were $8,680,000 lower than at December 31, 2002. It is not unusual to see this kind of fluctuation at any given point in time. Certificates of deposit as of March 31, 2003 were $104,936,000, down $24,179,000 from December 31, 2002. That decline is mostly in large certificates of deposit, $100,000 and over. The Company has chosen to not bid as aggressively for these deposits as have some competitors. Borrowings The balance of Federal funds purchased and securities sold under agreement to repurchase was $145,828,000 at March 31, 2003, up from $127,419,000 at December 31, 2002. Most of this increase relates to Federal funds purchased, which are Federal funds sold to West Bank by approximately 40 banks throughout Iowa. This is a correspondent bank service provided by West Bank. Federal funds sold to West Bank by these downstream correspondent banks are invested in Federal funds sold to upstream correspondent banks or other short-term investments. The balance of other short-term borrowings consisted entirely of Treasury, Tax and Loan option notes at March 31, 2003 and December 31, 2002. 12 Nonperforming Assets The following table sets forth the amount of non-performing loans and assets carried by the Company and common ratio measurements of those items. March 31, December 31, 2003 2002 Change ------------------------------- Nonaccrual loans ........................... $ 785 $1,354 $ (569) Loans past due 90 days and still accruing interest ....................... 296 545 (249) ------------------------------- Total non-performing loans ................. 1,081 1,899 (818) Other real estate owned .................... 488 529 (41) ------------------------------- Total non-performing assets ................ $1,569 $2,428 $ (859) =============================== Non-performing assets to total loans ....... 0.32% 0.50% -0.18% Non-performing assets to total assets ...... 0.18% 0.27% -0.09% The reduction in nonaccrual loans is primarily the result of the resolution of a commercial real estate loan. The sale of a single family residential lot accounted for the decline in other real estate owned. In the opinion of management, loans past due 90 days and still accruing interest are adequately collateralized to cover any unpaid interest. Reference is also made to the information and discussion earlier in this report under the heading "Provision for Loan Losses". Capital Resources Total shareholders' equity was 10.2 percent of total assets as of March 31, 2003 and 9.7 percent on December 31, 2002. The table below shows the various measures of regulatory capital and related ratios. December 31, March 31, 2003 2002 ---------------------------- Total shareholders' equity .................. $ 87,323,189 $ 85,824,162 Less: net unrealized gains on available for sale securities ............ (1,049,551) (1,031,446) Less: intangible assets ..................... (39,775) (47,730) ---------------------------- Tier 1 capital .............................. 86,233,863 84,744,986 Plus: allowance for loan losses ............. 4,615,248 4,493,583 ---------------------------- Total risk-based capital .................... $ 90,849,111 $ 89,238,569 ============================ Regulatory requirements to be: Actual Regulatory -------------------------- Capital Ratios as of: Adequately Well- --------------------------------------- Capitalized Capitalized March 31, 2003 December 31, 2002 ------------------------------------------------------------------- Total risk-based capital as % of risk-weighted assets ................. 8.0% 10.0% 13.8% 13.8% Tier 1 capital as % of risk-weighted assets ..... 4.0% 6.0% 13.1% 13.1% Tier 1 capital as % average assets .............. 4.0% 5.0% 9.9% 9.7% Risk-based capital guidelines require the classification of assets and some off-balance sheet items in terms of credit-risk exposure and the measuring of capital as a percentage of the risk adjusted asset totals. Management believes, and data in the above table supports that, as of March 31, 2003 and December 31, 2002, the Company met all capital adequacy requirements to which it is subject. As of those dates, West Bank was "well capitalized" under regulatory prompt corrective action provisions. 13 Liquidity Liquidity management involves meeting the cash flow requirements of depositors and borrowers. Liquidity management is conducted on both a daily and a long-term basis. Investments in liquid assets are adjusted based on expected loan demand, projected loan maturities and payments, expected deposit flows, and the objectives set by the Company's funds management policy. The Company had liquid assets (cash and cash equivalents) of $128,430,000 as of March 31, 2003, compared with $181,214,000 as of December 31, 2002. (The amount of liquid assets at December 31, 2002 was higher than normal and was the result of higher than normal deposits.) Securities available for sale may be sold prior to maturity to meet liquidity needs, to respond to market changes or to adjust the Company's interest rate risk position. In addition, the Bank maintains lines of credit with correspondent banks totaling $80 million that would allow it to borrow Federal funds on a short-term basis, if necessary and has additional borrowing capacity of $28 million at the Federal Home Loan Bank. Management believes that the Company has sufficient liquidity as of March 31, 2003 to meet the needs of borrowers and depositors. Market Risk Management Market risk is the risk of earnings volatility that results from adverse changes in interest rates and market prices. The Company's market risk is primarily interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk is the risk that changes in market interest rates may adversely affect the Company's net interest income. Management continually develops and implements strategies to mitigate this risk. The analysis of the Company's interest rate risk was presented in the Form 10-K filed with the Securities and Exchange Commission on March 26, 2003. The Company has not experienced any material changes to its market risk position since December 31, 2002. Management does not believe the Company's primary market risk exposures and how those exposures were managed in the first three months of 2003 changed when compared to 2002. Commitments and Contingencies In the ordinary course of business, the Company is engaged in various issues involving litigation. Management believes that none of this litigation is material to the Company's results of operations. "SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT With the exception of the historical information contained in this report, the matters described herein contain forward-looking statements that involve risk and uncertainties that individually or mutually impact the matters herein described, including but not limited to financial projections, product demand and market acceptance, the effect of economic conditions, the impact of competitive products and pricing, governmental regulations, results of litigation, technological difficulties and/or other factors outside the control of the Company, which are detailed from time to time in the Company's SEC reports. The Company disclaims any intent or obligation to update these forward-looking statements. Part I - Item 3. Quantitative and Qualitative Disclosures about Market Risk. The information appearing on page 14 of Item 2 under the heading "Market Risk Management" is incorporated herein by reference. Part 1 - Item 4. Controls and Procedures a. Evaluation of disclosure controls and procedures. The Company's principal executive officer and principal financial officer have concluded that the Company's disclosure controls and procedures (as defined in Exchange Act Rule 13a-14(c)), based on their evaluation of such controls and procedures conducted within 90 days prior to the date hereof, are effective to ensure that information required to be disclosed by the Company in the reports it files under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and that such information is accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. b. Changes in internal controls. There have been no significant changes in the Company's internal controls or in other factors that could significantly affect these controls subsequent to the date of the evaluation referred to above. 14 Part II - Item 6. Exhibits and Reports on Form 8-K. (a) The following exhibits are filed as part of this report: Exhibits 3.1 Restated Articles of Incorporation of the Company * 3.2 By-laws of the Company * 10.1 Lease for Main Bank Facility* 10.2 Supplemental Agreement to Lease for Main Bank Facility* 10.3 Short-term Lease related to Main Bank facility* 10.4 Assignment * 10.5 Lease Modification Agreement No. 1 for Main Bank Facility* 10.6 Memorandum of Real Estate Contract * 10.7 Affidavit * 10.8 Addendum to Lease for Main Bank Facility* 10.9 Data Processing Contract * 10.10 Employment Contract * 10.11 Consulting Contract * 10.12 Data Processing Contract Amendment** 10.13 Purchase and Assumption Agreement between West Des Moines State Bank and Hawkeye State Bank 99.1 Certification Under Section 906 of the Sarbanes-Oxley Act of 2002 * Incorporated herein by reference to the related exhibit filed with the Form 10 on March 11, 2002. ** Incorporated herein by reference to the related exhibit filed with the Form 10-K on March 26, 2003. (b) Reports on Form 8-K: During the three months ended March 31, 2003, the Company filed a Form 8-K on January 8, 2003 which contained a press release announcing the quarterly dividend, a Form 8-K on January 27, 2003 which contained a press release announcing earnings for the three and twelve months ended December 31, 2002, and a Form 8-K on February 12, 2003 announcing the appointment of Thomas E. Stanberry as the Company's Chairman, President and Chief Executive Officer effective March 1, 2003. 15 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. West Bancorporation, Inc. - ------------------------- (Registrant) May 15, 2003 By: /s/ Thomas E. Stanberry - ------------ ------------------------------------- Dated Thomas E. Stanberry Chairman, President and Chief Executive Officer May 15, 2003 By: /s/ Douglas R. Gulling - ------------ ------------------------------------- Dated Douglas R. Gulling Chief Financial Officer (Principal Accounting Officer) 16 Certification of Disclosure I, Thomas E. Stanberry, certify that: 1. I have reviewed this quarterly report on Form 10-Q of West Bancorporation, Inc. 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by the quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a. designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b. evaluated the effectiveness of the issuer's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c. presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors: a. all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. May 15, 2003 /s/ Thomas E. Stanberry - ------------------------------------------------ Thomas E. Stanberry Chairman, President and Chief Executive Officer 17 Certification of Disclosure I, Douglas R. Gulling, certify that: 1. I have reviewed this quarterly report on Form 10-Q of West Bancorporation, Inc. 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by the quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a. designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b. evaluated the effectiveness of the issuer's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c. presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors: a. all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. May 15, 2003 /s/ Douglas R. Gulling - ----------------------- Douglas R. Gulling Chief Financial Officer 18