SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 October 24, 2001 ------------------------------------------------------------------------------- (Date of earliest event reported) ------------------------------------------------------------------------------- Progress Financial Corporation ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) ------------------------------------------------------------------------------- Delaware 0-14815 25-2413363 ------------------------------------------------------------------------------- (State of other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identified No.) 4 Sentry Parkway, Suite 200, Blue Bell, Pennsylvania 19422-0764 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (610)-825-8800 ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Exhibit Index appears on page 4 Item 5. Other Events On October 24, 2001 Progress Financial Corporation reported third quarter operating earnings of $933,000 or $.17 per share. For further information see the press release attached as Exhibit 99(a) and incorporated herein by reference. On October 24, 2001, Progress Financial Corporation distributed an earnings package to analysts. For further information see the attached Exhibit 99(b) and incorporated herein by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PROGRESS FINANCIAL CORPORATION Dated: October 24, 2001 By: /s/ Michael B. High ------------------------- Michael B. High Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99(a) Press Release on Third Quarter 2001 earnings distributed on October 24, 2001 99(b) Analyst package distributed on October 24, 2001 Exhibit 99(a) Press Release on Third Quarter 2001 Earnings NEWS RELEASE Contact: Michael B. High, CFO/Executive Vice President (610) 941-4804 Dorothy Jaworski, Director of Investor Relations (484) 322-4822 For immediate release: Progress Financial Corporation Announces Third Quarter Net Income of $933,000 or $.17 per share Blue Bell, PA, October 24, 2001 - Progress Financial Corporation (the "Company" - Nasdaq: PFNC) today reported third quarter 2001 earnings of $933,000, or diluted earnings per share of $.17. Operating earnings, which excludes gain from sale of securities, equity (loss) in unconsolidated entities, client warrant income (loss), additional loan loss provisions, income from discontinued operations and data processing conversion costs, net of tax, for the third quarter of 2001 were $1.0 million, or diluted earnings per share of $.18, compared to $1.6 million, or diluted earnings per share of $.26 in the third quarter of 2000. Operating earnings, net of tax, for the nine months ended September 30, 2001 were $3.3 million, or diluted earnings per share of $.57 compared to $3.9 million, or diluted earnings per share of $.65 for the nine months ended September 30, 2000. Net income for the three months ended September 30, 2001, was $933,000, or diluted earnings per share of $.17, compared to net income of $1.8 million, or diluted earnings per share of $.29 for the third quarter of 2000. Results for the three months ended September 30, 2001 included a gain on sale of securities of $1.1 million compared to a gain of $373,000 for the same period in 2000. During the third quarter of 2001, a gain on sale of loans and lease receivables of $438,000 was realized as compared to $90,000 for same quarter in 2000. The provision for loan and lease losses was $1.5 million for the three months ended September 30, 2001 compared to $517,000 in the same period in 2000. The increase was primarily due to the level of charge-offs, the movement of criticized loans to higher risk categories and continued economic concerns. For the nine months ended September 30, 2001, a net loss of $11,000 was recognized resulting in no diluted earnings per share, compared to net income of $5.9 million, or diluted earnings per share of $.98. For the nine months ended September 30, 2001, a gain on sale of securities of $2.3 million was realized as compared to a gain of $263,000 for the same period in 2000. Results for the nine months ended September 30, 2001 included losses of $2.0 million from client warrants, due to the permanent impairment of equity securities received from warrants, compared to gains of $3.5 million for the comparable period in 2000, which were primarily due to market appreciation on these same warrants recorded in accordance with FASB 133. The provision for loan and leases losses was $6.1 million for the nine months ended September 30, 2001 as compared to $2.8 million for the same period in 2000. The increase was undertaken primarily due to increases in criticized loans, the level of charge-offs, loan and lease growth and continued economic concerns. As of September 30, 2001, Progress Bank was in compliance with the terms of the directive issued by the Office of Thrift Supervision requiring Progress Bank to increase its capital ratios, increase its valuation allowance and implement improved credit review and monitoring programs. Commenting on the third quarter results, W. Kirk Wycoff, President and CEO, stated, "In the third quarter this year, our effort was focused on meeting the OTS Capital Directive requirements which we accomplished. We were also able to maintain our net interest income levels near prior quarters through aggressive Interest Rate Risk Management. Our credit quality was stable during the quarter with a reduction in non-performing assets and the additional reserves added are to further protect the Bank from economic deterioration. I am confident that our core community banking franchise, which expanded to 20 offices through acquisition, will continue to increase core deposits and produce satisfied customers." Average earning assets for the third quarter of 2001 were $862.1 million compared to $777.1 million for the same period in 2000. The growth in average assets relates primarily to purchases of mortgage-backed securities and higher commercial loan production funded by higher levels of deposits. Tax-equivalent interest income for the third quarter of 2001 decreased $811,000, or 5%, over the same period in 2000. Tax-equivalent net interest income remained level as compared to the third quarter of 2000. The net interest margin was 3.78% compared to 4.18% for the same period in 2000 and 3.79% for the second quarter of 2001. The margin has been depressed by an environment of unprecedented decreases in short-term rates this year of 350 basis points. Tax-equivalent interest income for the nine months ended September 30, 2001 increased $1.9 million, or 4%, over the same period in 2000. Tax-equivalent net interest income increased $690,000 for the nine months in 2001, or 3% over the comparable period in 2000. The net interest margin was 3.86% for the nine months ended September 30, 2001 compared to 4.24% for the same period in 2000. Loans and leases outstanding totaled $549.3 million at September 30, 2001 compared to $543.1 million at December 31, 2000. This increase was primarily due to increases in construction loans and commercial real estate partially offset by sales in lease receivables. The Company reported non-performing assets of $6.3 million at September 30, 2001 compared to $5.8 million at December 31, 2000 and $8.4 million at June 30, 2001. The increase in non-performing assets from December 31, 2001 is primarily the result of additional non-accrual loans primarily relating to commercial business loans to pre-profit companies partially offset by residential mortgage pay-offs. During the quarter, the Company's non-performing assets decreased by $2.1 million primarily as a result of the sale of other real estate owned. The Company's non-performing assets to total assets ratio at September 30, 2001 was .72% compared to .63% at December 31, 2000 and .90% at September 30, 2000. The non-performing loans to assets ratio was .55% at September 30, 2001 compared to .44% at December 31, 2000 and .50% at September 30, 2000. The ratio of the allowance for loan and lease losses to total loans and leases has increased to 1.92% at September 30, 2001 compared to 1.36% at December 31, 2000. Non-interest income for the three months ended September 30, 2001 amounted to $4.3 million compared to $4.2 million for the same period in 2000. The three months ended September 30, 2001 included a gain on sale of securities of $1.1 million compared to $373,000 for the same period in 2000. During the third quarter of 2001, a gain on sale of loans and lease receivables of $438,000 was realized as compared to $90,000 for same quarter in 2000. Fee income decreased $1.0 million primarily due to lower mutual fund, annuity and insurance commissions from the Company's subsidiary, Progress Financial Resources, Inc., and decreased loan, brokerage and advisory fees from the Company's subsidiary, Progress Realty Advisors, Inc., which was partially offset by increased consulting fees generated by the Company's subsidiary, KMR Management, Inc. Non-interest income for the nine months ended September 30, 2001 amounted to $10.6 million, compared to $13.0 million for the same period in 2000. The nine months ended September 30, 2001 included a gain on sale of securities of $2.3 million compared to a gain of $263,000 for the same period in 2000. The securities gain during 2001 included a $708,000 gain on the disposition of the Company's investment in NewSeasons Assisted Living Communities Series B and C stock. During the nine months ended September 30, 2001, a gain on the sale of loans and lease receivables of $735,000 was realized as compared to a gain of $249,000 for same period in 2000. The Company recognized a loss of $2.0 million from client warrants during the 2001 period compared with a gain of $3.5 million during the 2000 period. Loss in unconsolidated entities was $818,000 during the nine months ended September 30, 2001 compared with a loss of $2.0 million in 2000. The 2001 loss in the unconsolidated entities primarily relates to a loss on its investment in the venture capital fund and the 2000 loss primarily relates to a loss on its investment in the mezzanine debt fund. Fee income decreased $603,000 primarily due to lower mutual fund, annuity and insurance commissions from the Company's subsidiary, Progress Financial Resources, Inc., and decreased loan, brokerage and advisory fees from the Company's subsidiary, Progress Realty Advisors, Inc., which was partially offset by increased consulting fees generated by the Company's subsidiary, KMR Management, Inc. Total non-interest expense was $9.4 million for the quarter ended September 30, 2001 compared to $9.2 million for the quarter ended September 30, 2000. Excluding non-recurring expense of $7,000 in 2000 related to data processing conversion costs, non-interest expense increased $238,000. Professional services expenses increased $443,000 primarily due to the business activities of KMR Management, Inc. and legal expenses related to loans to pre-profit companies. Occupancy expense increased $71,000 mainly due to new banking offices. Other expenses increased $396,000 primarily due to a write-down of used asset inventory for Progress Leasing Company and real estate owned expenses related to a residential real estate development project classified as other real estate owned. Salaries and employee benefits decreased $678,000 mainly due to lower commission expense for Progress Financial Resources, Inc. Total non-interest expense was $28.8 million for the nine months ended September 30, 2001 compared to $27.5 million for the same period in 2000. Excluding non-recurring expense of $251,000 in 2000 related to data processing conversion costs, non-interest expense increased $1.5 million. Professional services expenses increased $1.0 million primarily due to the business activities of KMR Management, Inc. and legal expenses related to loans to pre-profit companies. Occupancy expense increased $209,000 mainly due to new banking offices. Capital securities expense increased $371,000 due to the issuance of $6.0 million of 11.445% capital securities in July 2000. Other expenses increased $294,000 primarily due to real estate owned expenses related to a residential real estate development project classified as other real estate owned. Salaries and employee benefits decreased $576,000 mainly due to lower commission expense for Progress Financial Resources, Inc. Total assets decreased to $875.8 million at September 30, 2001 from $914.2 million at December 31, 2000. Total deposits increased to $629.7 million at September 30, 2001 from $617.5 million at December 31, 2000. Progress Financial Corporation is a unitary thrift holding company headquartered in Blue Bell, Pennsylvania. The business of the Company consists primarily of the operation of Progress Bank, which serves businesses and consumers through twenty full service offices. The Company also offers a diversified array of financial services including equipment leasing through Progress Leasing Company, with offices in Blue Bell, Pennsylvania, and financial planning services and investments through Progress Financial Resources, Inc., headquartered in Philadelphia, Pennsylvania. In addition, the Company also conducts commercial mortgage banking and brokerage services through Progress Realty Advisors, Inc. with locations in Blue Bell, Pennsylvania, and Shrewsbury, New Jersey. The Company also receives fees for construction and development activities through Progress Development Corporation; fees for venture capital management services provided by Progress Capital Management, Inc.; and financial and operational management consulting services for commercial clients through KMR Management, Inc. located in Willow Grove, Pennsylvania. The Company's common stock is traded on The Nasdaq Stock Market under the Symbol "PFNC". FINANCIAL DATA ATTACHED Progress Financial Corporation Consolidated Statements of Financial Condition (Dollars in Thousands) September 30, December 31, 2001 2000 --------------- ------------- Assets: (Unaudited) (Audited) Cash and due from banks: Non-interest bearing $ 30,126 $ 25,360 Interest bearing 15,545 59,637 Investments and mortgage-backed securities Available for sale at fair value (amortized cost: $194,052 and $207,795) 196,931 205,166 Held to maturity at amortized cost (fair value: $38,077 and $40,225) 37,869 41,940 Loans and leases, net (net of reserve: $10,560 and $7,407) 538,741 535,712 Premises and equipment 20,338 18,343 Other assets 36,249 28,091 -------- -------- Total assets $875,799 $914,249 ======== ======== Liabilities, Capital Securities and Shareholders' Equity Liabilities: Deposits $629,735 $617,543 Short-term borrowings 10,647 79,360 Other liabilities 12,157 31,954 Long-term debt: Federal Home Loan Bank advances 127,000 102,000 Other debt 20,500 10,000 Subordinated debt 3,000 3,000 -------- -------- Total liabilities 803,039 843,857 ======== ======== Corporation-obligated mandatorily redeemable capital securities of subsidiary trust holding solely junior subordinated debentures of the 20,253 20,232 Corporation Commitments and contingencies -- -- Shareholders' equity: Serial preferred - $.01 par value; 1,000,000 shares authorized but unissued -- -- Junior participating preferred stock - $.01 par value; 1,010 shares -- -- authorized but unissued Common stock - $1 par value; 12,000,000 shares authorized; 5,857,000 and 5,814,000 shares issued, including treasury shares of 84,000 and 125,000 5,857 5,814 and unallocated shares held by the Employee Stock Ownership Plan of 189,000 and 0 Other common shareholders' equity, net 44,802 46,145 Net accumulated other comprehensive income (loss) 1,848 (1,799) -------- -------- Total shareholders' equity 52,507 50,160 -------- -------- Total liabilities, capital securities and shareholders' equity $875,799 $914,249 ======== ======== Progress Financial Corporation Consolidated Statements of Operations (Dollars in Thousands, except per share data) Three Months Ended Nine Months Ended September 30, September 30, 2001 2000 2001 2000 ----------------------------------------------------- (Unaudited) (Unaudited) (Unaudited) (Unaudited) Interest income: Loans and leases, including fees $11,821 $13,037 $36,704 $37,488 Mortgage-backed securities 3,647 2,810 10,759 7,336 Investment securities 639 1,015 2,268 2,994 Other 223 308 803 894 ------- ------- ------- ------- Total interest income 16,330 17,170 50,534 48,712 Interest expense: Deposits 5,715 6,318 18,515 17,159 Short-term borrowings 386 1,165 1,729 3,135 Long-term borrowings 2,134 1,608 6,082 4,812 ------- ------- ------- ------- Total interest expense 8,235 9,091 26,326 25,106 Net interest income 8,095 8,079 24,208 23,606 Provision for loan and lease losses 1,543 517 6,144 2,750 ------- ------- ------- ------- Net interest income after provision for loan and 6,552 7,562 18,064 20,856 lease losses Non-interest income: Service charges on deposits 640 493 1,848 1,722 Lease financing fees 231 372 750 1,036 Mutual fund, annuity and insurance commissions 313 1,056 2,094 2,895 Loan brokerage and advisory fees 158 591 746 1,653 Private equity fund management fees 614 615 1,843 1,621 Gain from sale of securities 1,073 373 2,310 263 Client warrant income (loss) 1 (103) (1,957) 3,482 Equity (loss) in unconsolidated entities (240) 8 (818) (1,989) Fees and other 1,462 788 3,779 2,314 ------- ------- ------- ------- Total non-interest income 4,252 4,193 10,595 12,997 ------- ------- ------- ------- Non-interest expense: Salaries and employee benefits 4,225 4,903 14,198 14,774 Occupancy 647 576 1,893 1,684 Data processing 230 239 721 875 Furniture, fixtures and equipment 528 556 1,646 1,584 Professional services 943 500 2,673 1,639 Capital securities expense 573 537 1,706 1,335 Other 2,262 1,866 5,916 5,622 ------- ------- ------- ------- Total non-interest expense 9,408 9,177 28,753 27,513 ------- ------- ------- ------- Income (loss) from continuing operations before income taxes 1,396 2,578 (94) 6,340 Income tax expense (benefit) 463 841 (83) 2,109 ------- ------- ------- ------- Income (loss) from continuing operations 933 1,737 (11) 4,231 Gain on sale of discontinued operations, net of tax -- 6 -- 1,519 Income from discontinued operations, net of tax -- 9 -- 123 ------- ------- ------- ------- Net income (loss) $933 $1,752 $(11) $5,873 ======= ======= ======= ======= Basic income from continuing operations per common share $.17 $.30 $.00 $.73 ==== ==== ==== ==== Diluted income from continuing operations per common share $.17 $.29 $.00 $.71 ==== ==== ==== ==== Basic net income per common share $.17 $.30 $.00 $1.01 ==== ==== ==== ==== Diluted net income per common share $.17 $.29 $.00 $.98 ==== ==== ==== ==== Dividends per common share $.00 $.05 $.12 $.15 ==== ==== ==== ==== Basic average common shares outstanding 5,584,133 5,801,653 5,617,516 5,814,405 ========= ========= ========= ========= Diluted average common shares outstanding 5,680,014 6,005,429 5,741,879 6,014,702 ========= ========= ========= ========= Progress Financial Corporation Supplemental Data Three Months Ended Nine Months Ended September 30, September 30, 2001 2000 2001 2000 --------------------------------------------------------- Profitability Measures: Return on average assets 0.41% 0.83% 0.00% 0.97% Return on average equity 7.25 14.33 (0.03) 16.48 Net interest spread (FTE) (1) 3.22 3.52 3.22 3.58 Net interest margin (FTE) (1) 3.78 4.18 3.86 4.24 Efficiency ratio 70.90 69.86 71.92 70.33 Diluted net income per common share $ .17 $ .29 $ .00 $ .98 Selected Loan Data: Non-performing assets $6,273 $7,884 $6,273 $7,884 Ratio of non-performing assets to total assets .72% .90% .72% .90% Ratio of allowance for loan and lease losses to total loans and leases receivable 1.92 1.16 1.92 1.16 Ratio of allowance for loan and lease losses to non-performing loans and leases receivable 221.15 149.79 221.15 149.79 Loan delinquency ratio 1.66 .78 1.66 .78 Ratio of loans and leases to deposits 87.23 95.34 87.23 95.34 Selected Equity Data: Book value per share $9.40 $8.37 $9.40 $8.37 Tangible book value per share 8.96 7.44 8.96 7.44 Dividends per common share .00 .05 .12 .15 Average equity to average assets 5.62% 5.79% 5.74% 5.86% Tier 1 risk-based capital ratio (Bank) 11.34 9.23 11.34 9.23 Total risk-based capital ratio (Bank) 12.59 10.32 12.59 10.32 Tier 1 leverage ratio (Bank) 7.58 6.42 7.58 6.42 Selected Average Balances: Loans, gross $562,551 $539,727 $555,936 $532,904 Earning assets 862,074 777,115 850,299 752,626 Total assets 908,895 840,487 899,969 812,830 Deposits 638,579 567,608 620,337 547,161 Equity 51,082 48,649 51,688 47,614 (1) FTE represents a fully tax equivalent basis. Progress Financial Corporation Supplemental Balances Period-End Balances At : September 30, 2001 December 31, 2000 % Change ---------------------------------------------------------------- Commercial business $164,696 $175,972 (6.4%) Commercial real estate 201,129 178,874 12.4 Construction, net of loans in process 72,007 60,172 19.7 Single family residential real estate 29,635 34,676 (14.5) Consumer 42,843 37,242 15.0 Leases receivable 38,991 56,183 (30.6) ------------------------------------------------------------------ Total loans and leases 549,301 543,119 1.1 Allowance for loan and lease losses (10,560) (7,407) 42.6 ------------------------------------------------------------------ Loans and leases, net $538,741 $535,712 0.6% ================================================================== Deposits: Non-interest bearing demand deposits $ 79,318 $ 88,356 (10.2)% NOW and SuperNow 113,328 104,047 8.9 Money Market 34,639 37,157 (6.8) Passbook and Statement Savings 29,640 27,337 8.4 Time deposits 372,810 360,646 3.4 ------------------------------------------------------------------ Total Deposits $629,735 $617,543 2.0% ================================================================== ### Exhibit 99(b) Analyst Package Distributed July 25, 2001 Three months ended Nine months ended September 30, September 30, --------------------------------- ---------------------------------- Percent Percent 2001 2000 change 2001 2000 change ------- ------- ------------ ------- ------- ----------- Per Common Share Data --------------------- Net income: Basic $0.17 $0.30 -43.33% $0.00 $1.01 -100.00% Diluted $0.17 $0.29 -41.38% 0.00 $0.98 -100.00% Cash dividends declared $0.00 $0.05 -100.00% 0.12 0.15 -20.00% Book value $9.40 $8.37 12.31% 9.40 8.37 12.31% Tangible book value $8.96 $7.44 20.43% 8.96 7.44 20.43% Average shares outstanding: Basic 5,584,133 5,801,653 -3.75% 5,617,516 5,814,405 -3.39% Diluted 5,680,014 6,005,429 -5.42% 5,741,879 6,014,702 -4.54% Financial Ratios ---------------- Return on average shareholders' equity 7.25% 14.33% -49.42% -0.03% 16.48% -100.17% Return on average total assets 0.41% 0.83% -50.89% 0.00% 0.97% -100.17% Average yield on earning assets 7.57% 8.83% -14.27% 8.00% 8.69% -7.94% Average rate on interest bearing liabilities 4.35% 5.31% -18.08% 4.78% 5.11% -6.46% Net interest spread 3.22% 3.52% -8.52% 3.22% 3.58% -10.06% Net interest margin (FTE) 3.78% 4.18% -9.57% 3.86% 4.24% -8.96% Efficiency ratio 70.90% 69.86% 1.49% 71.92% 70.33% 2.26% Risk-based capital - Tier 1 11.34% 9.23% 22.86% 11.34% 9.23% 22.86% - Total capital 12.59% 10.32% 22.00% 12.59% 10.32% 22.00% Tier 1 leverage ratio 7.58% 6.42% 17.91% 7.58% 6.42% 17.91% Average shareholders' equity/average total assets 5.62% 5.79% -2.90% 5.74% 5.86% -1.99% Asset Quality (dollars in thousands) ------------------------------------ Allowance for loan losses $ 10,560 $ 6,513 62.14% $ 10,560 $ 6,513 62.14% Allowance for loan losses/Loans 1.92% 1.16% 65.52% 1.92% 1.16% 65.52% Net charge-offs (recoveries) $ 1,292 $ 531 143.31% $ 2,991 $ 2,164 38.22% Net charge-offs/Average loans (annualized) 0.91% 0.39% 132.80% 0.72% 0.54% 32.61% Nonperforming assets $ 6,273 $ 7,884 -20.43% $ 6,273 $ 7,884 -20.43% Nonperforming assets/Total loans plus OREO 1.16% 1.41% -17.73% 1.16% 1.41% -17.73% Nonperforming assets/Total assets 0.72% 0.90% -20.00% 0.72% 0.90% -20.00% Allowance for loan losses/Nonperforming loans 221.15% 149.79% 47.64% 221.15% 149.79% 47.64% Average Balances (in thousands) ------------------------------- Loans and leases (gross of reserves) $ 562,551 $539,727 4.23% $555,936 $532,904 4.32% Earning assets 862,074 777,115 10.93% 850,299 752,626 12.98% Total assets 908,895 840,487 8.14% 899,969 812,830 10.72% Deposits 638,579 567,608 12.50% 620,337 547,161 13.37% Interest bearing liabilities 750,415 680,493 10.28% 735,634 656,707 12.02% Shareholders' equity 51,082 48,649 5.00% 51,688 47,614 8.56% Period End Balances (in thousands) Loans and leases (gross of reserves) $ 549,301 $562,143 -2.28% $549,301 $562,143 -2.28% Total assets 875,799 878,294 -0.28% 875,799 878,294 -0.28% Deposits 629,735 589,645 6.80% 629,735 589,645 6.80% Total liabilities 803,039 809,746 -0.83% 803,039 809,746 -0.83% Shareholders' equity 52,507 48,323 8.66% 52,507 48,323 8.66% Three months ended Three months ended Three months ended Nine months ended September 30, June 30, March 31, September 30, ---------------------- -------------------- -------------------- ------------------- Percent Percent Percent Percent 2001 2000 change 2001 2000 change 2001 2000 change 2001 2000 change ---------------------- -------------------- -------------------- ------------------- TAX EQUIVALENT INCOME STATEMENT ($ in thousands, except per share data) Net interest income(FTE) $8,210 $8,165 1% $ 8,112 $ 8,018 1% 8,235 $ 7,684 7% $24,557 $23,867 3% FTE adjustment (115) (86) -34% (118) (87) -36% (116) (88) -32% (349) (261) -34% -------------- ---- ---------------- ---- --------------- ---- --------------- ---- Net interest income 8,095 8,079 0% 7,994 7,931 1% 8,119 7,596 7% 24,208 23,606 3% Provision for losses on loans 1,543 517 198% 3,554 1,175 202% 1,047 1,058 -1% 6,144 2,750 123% Non-Interest Income: Service charges on deposits 640 493 30% 623 687 -9% 585 542 8% 1,848 1,722 7% Lease financing fees 231 372 -38% 242 374 -35% 277 290 -4% 750 1,036 -28% Mutual fund, annuity and insurance commissions 313 1,056 -70% 981 960 2% 800 879 -9% 2,094 2,895 -28% Loan brokerage and advisory fees 158 591 -73% 365 541 -33% 223 521 -57% 746 1,653 -55% Private equity fund management fees 614 615 0% 615 632 -3% 614 374 64% 1,843 1,621 14% Gain(loss) from sale of securities 1,073 373 188% (21) 2 -1150% 1,258 (112)1223% 2,310 263 778% Client warrant income (loss) 1 (103) 101% 1 985 -100% (1,959) 2,600 -175% (1,957) 3,482 -156% Equity (loss) in unconsolidated entities (240) 8-3100% (551) (1,042) 47% (27) (955) 97% (818) (1,989) 59% Fees and other income 1,462 788 86% 1,030 785 31% 1,287 741 74% 3,779 2,314 63% -------------- ---- ---------------- ---- --------------- ---- --------------- ---- Total non-interest income 4,252 4,193 1% 3,285 3,924 -16% 3,058 4,880 -37% 10,595 12,997 -18% Non-Interest Expenses: Salaries and employee benefits 4,225 4,903 -14% 4,983 5,087 -2% 4,990 4,784 4% 14,198 14,774 -4% Occupancy 647 576 12% 633 513 23% 613 595 3% 1,893 1,684 12% Data processing 230 239 -4% 276 231 19% 215 405 -47% 721 875 -18% Furniture, fixtures and equipment 528 556 -5% 572 560 2% 546 468 17% 1,646 1,584 4% Loan and real estate owned expenses, net 557 328 70% 151 270 -44% 284 231 23% 992 829 20% Professional services 943 500 89% 915 524 75% 815 615 33% 2,673 1,639 63% Capital securites expense 573 537 7% 572 399 43% 561 399 41% 1,706 1,335 28% Other 1,705 1,538 11% 1,723 1,558 11% 1,496 1,697 -12% 4,924 4,793 3% -------------- ---- ---------------- ---- --------------- ---- --------------- ---- Total non-interest expenses 9,408 9,177 3% 9,825 9,142 7% 9,520 9,194 4% 28,753 27,513 5% -------------- ---- ---------------- ---- --------------- ---- --------------- ---- Income from continuing operations before income taxes 1,396 2,578 -46% (2,100) 1,538 -237% 610 2,224 -73% (94) 6,340 -101% Provision for income tax expense 463 841 -45% (731) 529 -238% 185 739 -75% (83) 2,109 -104% -------------- ---- ---------------- ---- --------------- ---- --------------- ---- Income from Continuing Operations 933 1,737 -46% (1,369) 1,009 -236% 425 1,485 -71% (11) 4,231 -100% Gain on sale of discontinued operations, net of tax - 6 -100% - 1,513 -100% - - - - 1,519 -100% Income from discontinued operations, net of tax - 9 -100% - 61 -100% - 53 -100% - 123 -100% -------------- ---- ---------------- ---- --------------- ---- --------------- ---- Net income $ 933 $1,752 -47% $ (1,369)$ 2,583 -153% $ 425 $ 1,538 -72% $ (11) $5,873 -100% ============= ==== ================ ==== ============== ==== ============= ==== QUARTERLY INCOME STATEMENT (Unaudited) ($ in thousands, except per share) Fourth Third Second First Year- 2000 Quarter Quarter Quarter Quarter to-date ------ ------------- ----------- ----------- ------------ ------------ FTE interest income $18,449 $17,256 $16,418 $15,299 $67,422 Interest expense 10,069 9,091 8,400 7,615 35,175 ------------ ----------- ----------- ------------ ------------ FTE net interest income 8,380 8,165 8,018 7,684 32,247 Less: FTE adjustment (133) (86) (87) (88) (394) ------------ ----------- ----------- ------------ ------------ Net Interest Income 8,247 8,079 7,931 7,596 31,853 Provision for Losses on Loans 1,666 517 1,175 1,058 4,416 Non-Interest Income: -------------------- Service charges on deposits 514 493 687 542 2,236 Lease financing fees 397 372 374 290 1,433 Mutual fund, annuity and insurance commissions 1,710 1,056 960 879 4,605 Loan brokerage and advisory fees 540 591 541 521 2,193 Private equity fund management fees 614 615 632 374 2,235 Gain(loss) from sale of securities 270 373 2 (112) 533 Client warrant income (loss) 41 (103) 985 2,600 3,523 Equity (loss) in unconsolidated entities (802) 8 (1,042) (955) (2,791) Fees and other income 3,261 788 785 741 5,575 ------------ ----------- ----------- ------------ ------------ Total non-interest income 6,545 4,193 3,924 4,880 19,542 Non-Interest Expenses: ----------------------- Salaries and employee benefits 5,406 4,903 5,087 4,784 20,180 Occupancy 618 576 513 595 2,302 Data processing 223 239 231 405 1,098 Furniture, fixtures and equipment 563 556 560 468 2,147 Loan and real estate owned expenses, net 399 328 270 231 1,228 Professional services 827 500 524 615 2,466 Capital securites expense 572 537 399 399 1,907 Other 2,185 1,538 1,558 1,697 6,978 ------------ ----------- ----------- ------------ ------------ Total non-interest expenses 10,793 9,177 9,142 9,194 38,306 Income from Continuing Operations Before Income Taxes 2,333 2,578 1,538 2,224 8,673 Provision for income tax expense 907 841 529 739 3,016 ------------ ----------- ----------- ------------ ------------ Income from Continuing Operations 1,426 1,737 1,009 1,485 5,657 Gain on sale of discontinued operations, net of tax - 6 1,513 - 1,519 Income from discontinued operations, net of tax - 9 61 53 123 ------------ ----------- ----------- ------------ ------------ Net Income $1,426 $1,752 $2,583 $1,538 $7,299 ============ =========== =========== ============ ============ Other Data: ----------- EPS - Basic income from continuing operations $0.25 $0.30 $0.18 $0.25 $0.98 EPS - Diluted income from continuing operations $0.24 $0.29 $0.17 $0.25 $0.95 EPS - Basic $0.25 $0.30 $0.45 $0.26 $1.26 EPS - Diluted $0.24 $0.29 $0.43 $0.26 $1.22 ROA 0.63% 0.83% 1.27% 0.79% 0.88% ROE 11.41% 14.33% 22.69% 12.81% 15.16% Net interest margin (FTE) 3.99% 4.18% 4.25% 4.28% 4.17% Dividends declared on common stock $0.06 $0.05 $0.05 $0.05 $0.21 FTE employees 313 326 319 301 313 FTE employees -- Continued Operations 313 326 319 279 313 QUARTERLY INCOME STATEMENT (Unaudited) ($ in thousands, except per share) Third Second First Year- 2001 Quarter Quarter Quarter to-date ------------------------------------------------ ------------- FTE interest income $ 16,445 $ 17,024 $ 17,414 $ 50,883 Interest expense 8,235 8,912 9,179 26,326 ------------ -------------------------------- -------------- FTE net interest income 8,210 8,112 8,235 24,557 Less: FTE adjustment (115) (118) (116) (349) ------------ -------------------------------- -------------- Net Interest Income 8,095 7,994 8,119 24,208 Provision for Losses on Loans 1,543 3,554 1,047 6,144 Non-Interest Income: Service charges on deposits 640 623 585 1,848 Lease financing fees 231 242 277 750 Mutual fund, annuity and insurance commissions 313 981 800 2,094 Loan brokerage and advisory fees 158 365 223 746 Private equity fund management fees 614 615 614 1,843 Gain(loss) from sale of securities 1,073 (21) 1,258 2,310 Client warrant income 1 1 (1,959) (1,957) Equity (loss) in unconsolidated entities (240) (551) (27) (818) Fees and other income 1,462 1,030 1,287 3,779 ------------ -------------------------------- ------------- Total non-interest income 4,252 3,285 3,058 10,595 Non-Interest Expenses: Salaries and employee benefits 4,225 4,983 4,990 14,198 Occupancy 647 633 613 1,893 Data processing 230 276 215 721 Furniture, fixtures and equipment 528 572 546 1,646 Loan and real estate owned expenses, net 557 151 284 992 Professional services 943 915 815 2,673 Capital securites expense 573 572 561 1,706 Other 1,705 1,723 1,496 4,924 ------------ -------------------------------- ------------- Total non-interest expenses 9,408 9,825 9,520 28,753 Income from Continuing Operations Before Income Taxes 1,396 (2,100) 610 (94) Provision for income tax expense 463 (731) 185 (83) ------------ -------------------------------- ------------- Income from Continuing Operations 933 (1,369) 425 (11) Gain on sale of discontinued operations, net of tax - - - - Income from discontinued operations, net of tax - - - - ------------ --------------- -------------- ------------- Net Income $933 ($1,369) $425 ($11) ============ ================================ ============= Other Data: EPS - Basic income from continuing operations $0.17 ($0.24) $0.07 $0.00 EPS - Diluted income from continuing operations $0.17 ($0.24) $0.07 $0.00 EPS - Basic $0.17 ($0.24) $0.07 $0.00 EPS - Diluted $0.17 ($0.24) $0.07 $0.00 ROA 0.41% -0.61% 0.20% 0.00% ROE 7.25% -10.57% 3.31% -0.03% Net interest margin (FTE) 3.78% 3.79% 4.03% 3.86% Dividends declared on common stock $0.00 $0.06 $0.06 $0.12 FTE employees 302 318 298 302 FTE employees--Continued Operations 302 318 298 302 ASSET QUALITY (Unaudited) 2001 2000 ----------------------------------------- --------------------------------------------------- ($ in thousands) Year- Third Second First Year- Fourth Third Second First Allowance for Loan Losses to-date Quarter Quarter Quarter to-date Quarter Quarter Quarter Quarter ------------------------- ---------- --------- --------- ---------- --------- --------- --------- ---------- --------- Balance at beginning of period $ 7,407 $10,309 $ 7,708 $ 7,407 $ 5,927 $ 6,513 $ 6,527 $ 5,618 $ 5,927 Provision 6,144 1,543 3,554 1,047 4,416 1,666 517 1,175 1,058 Charge-offs 3,175 1,344 1,049 782 3,618 839 704 542 1,533 ------- ------- ------- ------- ------- ------- ------- ------- ------- Recoveries (184) (52) (96) (36) (682) (67) (173) (276) (166) ------- ------- ------- ------- ------- ------- ------- ------- ------- Net loan charge-offs 2,991 1,292 953 746 2,936 772 531 266 1,367 ------- ------- ------- ------- ------- ------- ------- ------- ------- Balance at end of period $10,560 $10,560 $10,309 $ 7,708 $ 7,407 $ 7,407 $ 6,513 $ 6,527 $ 5,618 ======= ======= ======= ======= ======= ======= ======= ======= ======= Allowance as percentage of loans 1.92% 1.92% 1.82% 1.39% 1.36% 1.36% 1.16% 1.20% 1.04% Net charge-offs/average loans 0.54% 0.23% 0.17% 0.14% 0.54% 0.14% 0.10% 0.05% 0.26% Allowance as percentage of non-performing loans 221.15% 221.15% 203.21% 128.42% 183.61% 183.61% 149.79% 162.08% 135.73% Non-performing assets Non-accrual loans and leases $ 4,775 $ 4,775 $ 5,073 $ 6,002 $ 4,034 $ 4,034 $ 4,348 $ 4,027 $ 4,139 Other real estate owned 1,498 1,498 3,340 1,356 1,750 1,750 3,536 5,692 - ------- ------- ------- ------- ------- ------- ------- ------- ------- Total non-performing assets $ 6,273 $ 6,273 $ 8,413 $ 7,358 $ 5,784 $ 5,784 $ 7,884 $ 9,719 $ 4,139 ======= ======= ======= ======= ======= ======= ======= ======= ======= Non-performing assets to: Loans and leases plus OREO 1.16% 1.16% 1.50% 1.34% 1.08% 1.08% 1.41% 1.80% 0.77% Total assets 0.72% 0.72% 0.92% 0.81% 0.63% 0.63% 0.90% 1.16% 0.50% Loans past due 90 days $2,540 $2,540 $2,473 $2,971 $4,502 $4,502 $2,015 $3,049 $4,569 Total under-performing assets $8,813 $8,813 $10,886 $10,329 $10,286 $10,286 $9,899 $12,768 $8,708 AVERAGE BALANCE SHEET DATA (Unaudited) 2001 2000 ------------------------------------- -------------------------------------------- ($ in thousands) Third Second First Year- Fourth Third Second First Year- Average balances Quarter Quarter Quarter to-date Quarter Quarter Quarter Quarter to-date ------- ------- ------- ------- ------- ------- ------- ------- ------- Cash and due from banks(Interest-earning) $ 26,971 $ 21,353 $ 26,385 $ 24,905 $ 27,595 $ 18,630 $ 22,015 $ 16,945 $ 21,244 Trading securities - - - - - - - 1,077 264 Loans,net of unearned discounts: Commercial business 182,187 186,230 177,260 181,911 164,230 149,579 140,605 130,946 146,332 Commercial mortgage 195,209 185,864 179,400 186,882 174,199 166,918 172,716 166,847 170,180 Residential real estate 30,887 32,436 33,870 32,387 35,568 38,866 41,205 40,686 39,078 Construction loans 68,694 70,094 64,141 67,660 58,052 48,936 50,959 59,720 54,435 Consumer 41,612 38,742 37,401 39,267 40,371 38,080 36,850 34,853 37,538 Lease financing 43,962 45,513 54,123 47,829 93,575 97,348 95,065 88,474 93,615 Loans held for sale - - - - - - - - - -------- -------- -------- -------- -------- -------- ------- ------- ------- Total loans 562,551 558,879 546,195 555,936 565,995 539,727 537,400 521,526 541,178 Investment securities(available for sale) 4,719 5,873 23,269 11,219 26,916 28,467 30,324 31,429 29,283 Investment securities(held to maturity) 37,675 37,381 38,261 37,770 40,460 35,205 34,874 34,418 36,246 Mortgage-backed securities 230,158 235,432 195,436 220,469 174,236 155,086 134,391 116,534 145,056 -------- -------- -------- -------- -------- -------- ------- ------- ------- Earning assets 862,074 858,918 829,546 850,299 835,202 777,115 759,004 721,929 773,271 Cash and due from banks(non-interest bearing) 16,663 16,206 16,612 16,494 18,125 17,270 15,146 16,426 16,762 Other non-earning assets 30,158 32,054 37,394 33,176 41,404 46,102 46,007 40,400 43,272 -------- -------- -------- -------- -------- -------- -------- -------- -------- Total assets $908,895 $907,178 $883,552 $899,969 $894,731 $840,487 $820,157 $778,755 $833,305 ======== ======== ======== ======== ======== ======== ======== ======== ======== Deposits: Demand $ 77,796 $ 69,629 $ 80,637 $ 76,010 $ 74,730 $ 70,700 $ 75,546 $ 69,559 $ 72,626 Interest bearing: NOW and Supernow accounts 116,900 113,218 104,396 111,550 96,067 95,516 93,225 83,141 91,975 Money Market Accounts 40,946 37,282 45,848 41,341 39,713 37,133 36,234 35,855 37,223 Passbook and Stmt Savings 29,086 28,614 27,804 28,506 27,704 29,148 30,699 31,452 29,752 Time deposits 373,851 362,414 352,287 362,930 366,107 335,111 312,146 306,189 329,874 -------- -------- -------- -------- -------- -------- -------- -------- -------- Total interest bearing deposits 560,783 541,528 530,335 544,327 529,591 496,908 472,304 456,637 488,824 Federal Home Loan Bank borrowings 127,000 126,999 121,366 125,143 112,693 100,500 98,658 88,126 100,010 Other borrowings 62,632 81,071 54,704 66,164 83,961 83,085 89,722 84,257 85,257 -------- -------- -------- -------- -------- -------- -------- -------- -------- Interest bearing liabilities 750,415 749,598 706,405 735,634 726,245 680,493 660,684 629,020 674,091 Non-interest bearing liabilities 9,352 15,747 24,248 16,395 23,805 18,636 23,689 17,425 20,652 Capital securities 20,250 20,241 20,235 20,242 20,228 22,009 14,458 14,453 17,795 Total shareholders' equity 51,082 51,963 52,027 51,688 49,723 48,649 45,780 48,298 48,141 -------- -------- -------- -------- -------- -------- -------- -------- -------- Total assets $908,895 $907,178 $883,552 $899,969 $894,731 $840,487 $820,157 $778,755 $833,305 ======== ======== ======== ======== ======== ======== ======== ======== ======== AVERAGE BALANCE SHEET DATA - continued (Unaudited) 2001 2000 -------------------------------------- --------------------------------------------------- Third Second First Year- Fourth Third Second First Year- Average yields and rates Quarter Quarter Quarter to-date Quarter Quarter Quarter Quarter to-date ------------------------ ------- -------- ------- ------- ------- ------- ------- ------- ------- Interest - earning assets Interest-earning deposits 3.28% 4.21% 5.47% 4.31% 6.14% 6.58% 6.34% 5.67% 6.21% Investment securities 6.90% 6.84% 7.17% 6.90% 7.08% 6.83% 6.75% 6.37% 6.76% Mortgage-backed securities 6.29% 6.53% 6.80% 6.52% 7.14% 7.21% 7.37% 7.12% 7.21% Single family residential loans 7.89% 8.36% 9.78% 8.70% 7.81% 7.78% 7.55% 7.50% 7.65% Commercial real estate loans 8.39% 8.60% 8.95% 8.64% 8.75% 8.91% 8.87% 8.68% 8.80% Construction loans 8.43% 9.20% 10.38% 9.31% 11.41% 11.60% 10.52% 10.23% 10.92% Commercial business loans 8.18% 8.61% 9.54% 8.77% 9.91% 9.62% 9.14% 8.90% 9.43% Lease financing 10.06% 10.73% 10.33% 10.37% 10.93% 11.08% 11.27% 11.35% 11.16% Consumer loans 7.31% 7.67% 7.86% 7.60% 8.30% 8.25% 8.08% 7.81% 8.12% ----- ----- ----- ----- ----- ----- ----- ----- ----- Total interest - earning assets 7.57% 7.95% 8.51% 8.00% 8.79% 8.83% 8.70% 8.52% 8.72% ----- ----- ----- ----- ----- ----- ----- ----- ----- Interest - bearing liabilities Interest - bearing deposits NOW and SuperNOW 2.27% 2.81% 3.41% 2.80% 3.53% 3.54% 3.34% 3.10% 3.39% Money Market 2.48% 2.63% 3.50% 2.90% 3.31% 3.16% 3.12% 2.98% 3.15% Passbook and Statement Savings 1.47% 1.60% 1.71% 1.59% 1.78% 1.77% 1.76% 1.78% 1.77% Time deposits 4.97% 5.52% 6.07% 5.50% 6.19% 5.99% 5.72% 5.47% 5.86% ----- ----- ----- ----- ----- ----- ----- ----- ----- Total interest - bearing deposits 4.04% 4.54% 5.10% 4.55% 5.26% 5.06% 4.80% 4.59% 4.94% FHLB borrowings 5.59% 5.49% 5.65% 5.61% 6.06% 5.98% 5.85% 5.50% 5.87% Other borrowings 4.68% 4.95% 5.93% 5.16% 6.40% 6.05% 5.97% 5.73% 6.03% ----- ----- ----- ----- ----- ----- ----- ----- ----- Total interest - bearing liabilities 4.35% 4.77% 5.27% 4.78% 5.52% 5.31% 5.11% 4.87% 5.22% Interest Rate Spread 3.22% 3.18% 3.24% 3.22% 3.27% 3.52% 3.59% 3.65% 3.50% Net Interest Margin 3.78% 3.79% 4.03% 3.86% 3.99% 4.18% 4.25% 4.28% 4.17% Avg Int-earning assets to int-bearing liabilities 114.88% 114.58% 117.43% 115.59% 115.00% 114.20% 114.88% 114.77% 114.71% PERIOD END BALANCE SHEET DATA (Unaudited) 2001 2000 ------------------------------- ------------------------------------------- Third Second First Fourth Third Second First ($ in thousands) Quarter Quarter Quarter Quarter Quarter Quarter Quarter ------- ------- ------- ------- ------- -------- ------- Assets Cash and due from bank(interest bearing) $ 15,545 $ 11,342 $ 16,548 $ 59,637 $ 16,380 $ 18,658 $ 19,668 Loans and lease(net) 538,741 555,981 548,749 535,712 555,630 535,354 535,084 Investment securities: Held-to-maturity: Book 37,869 37,570 37,278 41,940 35,382 35,103 34,578 Market 38,077 37,330 37,350 40,225 32,031 33,440 33,151 Available-for-sale 5,217 5,965 5,826 21,698 27,558 28,830 32,167 Mortgage-backed securities 191,714 239,829 241,431 183,468 175,960 152,779 135,162 -------- -------- -------- -------- -------- -------- -------- Earning assets 789,086 850,687 849,832 842,455 810,910 770,724 756,659 Cash and due from bank(non-interest bearing) 30,126 16,631 14,009 25,360 18,076 16,926 18,687 Other non-earning assets 56,587 47,052 41,066 46,434 49,308 51,659 46,101 Net assets of discontinued operations - - - - - - 1,164 -------- -------- -------- -------- -------- -------- -------- Total assets $875,799 $914,370 $904,907 $914,249 $878,294 $839,309 $822,611 ======== ======== ======== ======== ======== ======== ======== Liabilities and shareholders' equity Deposits: Demand $ 79,318 $ 76,588 $ 67,105 $ 88,356 $ 77,558 $ 79,213 $ 80,230 Interest bearing 550,417 556,283 528,067 529,187 512,087 491,120 467,410 -------- -------- -------- -------- -------- -------- -------- Total deposits 629,735 632,871 595,172 617,543 589,645 570,333 547,640 Federal Home Loan Bank borrowings 127,000 127,000 127,000 127,000 100,500 100,500 88,000 Other borrowings 34,147 72,549 89,738 67,360 91,689 90,630 91,111 -------- -------- -------- -------- -------- -------- -------- Interest bearing liabilities 790,882 832,420 811,910 811,903 781,834 761,463 726,751 Other Liabilities 12,157 12,073 20,695 31,954 27,912 16,590 35,011 -------- -------- -------- -------- -------- -------- -------- Total liabilities 803,039 844,493 832,605 843,857 809,746 778,053 761,762 Capital Securities 20,253 20,246 20,239 20,232 20,225 14,461 14,456 Total shareholders' equity 52,507 49,631 52,063 50,160 48,323 46,795 46,39 -------- -------- -------- -------- -------- -------- -------- Total Liabilities, cap sec, and equity $875,799 $914,370 $904,907 $914,249 $878,294 $839,309 $822,611 ======== ======== ======== ======== ======== ======== ======== Other selected balances Intangible assets -- Goodwill 2,478 2,541 2,605 3,042 5,377 5,499 5,832 Amount included in shareholders' equity for net unrealized gains on investments available-for-sale 1,848 48 130 (1,799) (3,330) (3,749) (2,023) Capital Data (Unaudited) 2001 2000 ----------------------------------------- ------------------------------------------------------ Third Second First Year- Fourth Third Second First Year- Quarter Quarter Quarter to-date Quarter Quarter Quarter Quarter to-date ------- ------- ------- ------- ------- ------- ------- ------- ------- Per common share ---------------- Shares outstanding: Average-basic 5,584,133 5,584,582 5,684,940 5,617,516 5,731,664 5,801,653 5,795,006 5,846,695 5,793,607 Average-diluted 5,680,014 5,715,918 5,829,134 5,741,879 5,889,374 6,005,429 5,991,080 6,048,070 5,984,594 Period-end 5,584,361 5,563,378 5,648,895 5,584,361 5,688,594 5,773,706 5,798,495 5,813,995 5,688,594 Book value $9.40 $8.92 $9.22 $9.40 $8.82 $8.37 $8.07 $7.98 $8.82 Tangible Book Value $8.96 $8.46 $8.76 $8.96 $8.28 $7.44 $7.12 $6.98 $8.28 Price: High 7 47/50 8 2/5 9 5/8 9 5/8 10 3/4 12 79/128 11 27/32 12 67/256 12 79/128 Low 5 3/5 6 7/8 7 1/16 5 3/5 7 1/8 11 3/16 10 15/128 10 107/256 7 1/8 Close 6 2/5 7 19/20 7 3/8 6 2/5 7 1/8 11 1/4 11 201/256 10 107/256 7 1/8 Capital ratios -------------- ($ in thousands) Risk-based capital: Tier 1 capital $65,343 $61,449 $61,935 $65,343 $57,921 $55,182 $53,125 $50,282 $55,182 % risk adjusted assets 11.34% 10.32% 10.61% 11.34% 9.79% 9.23% 9.24% 9.05% 9.23% Total capital $72,583 $68,929 $69,236 $72,583 $65,311 $61,678 $59,633 $55,873 $61,678 % risk adjusted assets 12.59% 11.57% 11.86% 12.59% 11.04% 10.32% 10.37% 10.06% 10.32% Tier 1 leverage ratio 7.58% 6.83% 6.95% 7.58% 6.46% 6.42% 6.42% 6.22% 6.42% Average shareholders' equity to total average assets 5.62% 5.73% 5.89% 5.74% 5.56% 5.79% 5.58% 6.20% 5.78%