SECURITIES & EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q __X__ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2001 _____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to _________ COMMISSION FILE NUMBER 33-10149 SVB&T Corporation 1500 Main Street Jasper, IN 47546 Telephone (812) 634-1010 State of Incorporation - Indiana I.R.S. Employer Identification No. 35-1539978 NOT APPLICABLE Former name,former address and fiscal year, if changed since last report. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to the filing requirements for at least the past 90 days. Yes _X__ No ____ Indicate the number of shares outstanding of each of the issuer's classes of common stock. The Registrant has one class of common stock (no par value) with approximately 747,100 shares outstanding at August 6, 2001. The Registrant holds 52,900 shares in the form of Treasury Stock. SVB&T CORPORATION FORM 10-Q INDEX PART I. FINANCIAL INFORMATION Item 1. Financial Statements Page No. Consolidated Balance Sheet June 30, 2001 and 2000 and December 31, 2000................ 3 Consolidated Statement of Income Three and six months ended June 30, 2001 and 2000........... 4 Consolidated Statement of Cash Flows Six months ended June 30, 2001 and 2000..................... 5 Consolidated Statement of Changes in Shareholders' Equity Six months ended June 30, 2001 and 2000..................... 6 Notes to Consolidated Financial Statements................... 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations................................... 8-10 PART II. OTHER INFORMATION............................................ 11 SIGNATURES............................................................ 12 SVB&T CORPORATION CONSOLIDATED BALANCE SHEET June 30, June 30, December 31, (unaudited) 2001 2000 2000 ASSETS: Cash and due from banks 7,311 6,600 5,824 Federal funds sold 866 2,015 0 Interest bearing deposits in other banks 611 51 49 Total cash and cash equivalents 8,788 8,666 5,873 Investment securities, available for sale (carried at market value) 20,554 26,622 28,592 Loans Loans, net of unearned interest 214,935 191,181 204,672 Allowance for loan losses (1,729) (1,636) (1,671) Net loans 213,206 189,545 203,001 Buildings and equipment 4,531 4,540 4,607 Other real estate 302 40 0 Interest receivable 1,707 1,833 1,886 Deferred income taxes 0 190 0 Other assets 2,991 1,818 3,268 Total Assets 252,133 235,074 247,227 LIABILITIES: Deposits Non-interest bearing demand 15,596 12,229 13,800 Interest bearing 181,577 163,816 172,560 Total Deposits 197,173 176,045 186,360 Federal Funds Purchased 0 0 2,765 Other Short Term Borrowings 0 5,000 2,500 Interest payable 1,324 814 964 Deferred income taxes 267 0 134 Other liabilities 869 911 935 Long-Term Borrowings 29,100 31,100 31,100 Total Liabilities 228,787 213,870 224,758 SHAREHOLDERS' EQUITY: Common stock 200 200 200 Capital surplus 6,263 6,211 6,211 Retained earnings 17,617 16,350 17,048 Net unrealized gain (loss) on investment securities 210 (582) (15) Treasury stock at cost (53,867 shares ) (944) (975) (975) Total Shareholders' Equity 23,346 21,204 22,469 Total Liabilities and Shareholders' Equity 252,133 235,074 247,227 The accompanying notes are an integral part of this statement. SVB&T CORPORATION CONSOLIDATED STATEMENT OF INCOME Three Months Six Months Ended June 30, Ended June 30, (unaudited) 2001 2000 2001 2000 ________________________________________________________________________ INTEREST INCOME: Loans and fees on loans 4,493 4,082 8,973 8,028 Investment securities: Taxable 103 292 266 563 Non-taxable 197 125 380 242 Federal funds sold and securities purchased under agreements to resell 11 21 53 23 Deposits with banks 2 2 3 2 Other Interst Income 36 0 72 0 Total Interest Income 4,842 4,522 9,747 8,858 INTEREST EXPENSE: Deposits 2,132 1,908 4,402 3,792 Other Short term Funds Borrowed 6 100 8 246 Long-term Borrowings 455 390 926 534 Total interest expense 2,593 2,398 5,336 4,572 Net interest income 2,249 2,124 4,411 4,286 Provision for loan losses 130 75 310 150 Net interest income after provision for loan losses 2,119 2,049 4,101 4,136 NON-INTEREST INCOME: Trust fees 122 172 295 345 Service charges on deposit accounts 140 136 268 259 Securities gains (losses), net 0 (8) 0 (4) Other Income 121 112 184 193 Total Non-interest Income 383 412 747 793 NON-INTEREST EXPENSE: Salaries and employee benefits 973 962 1,997 1,887 Premise and equipment expense 265 175 531 523 FDIC Deposit expense 15 9 20 18 Other expenses 541 452 1,056 879 Total non-interest expense 1,794 1,598 3,604 3,307 Income before income taxes 708 863 1,244 1,622 Provision for income tax 239 265 406 549 Net Income 469 598 838 1,073 NET INCOME PER COMMON SHARE: Primary .63 .80 1.12 1.44 Weighted average common shares outstanding 747,100 745,028 747,100 745,028 DIVIDENDS DECLARED: Cash dividends 0.18 0.15 0.36 0.30 The accompanying notes are an integral part of this statement. SVB&T CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS Six Months Ended June 30, (unaudited) 2001 2000 ___________________________________________________________________________ CASH FLOWS FROM OPERATING ACTIVITIES: Net income 838 1,073 ADJUSTMENTS TO RECONCILE NET INCOME TO CASH PROVIDED FROM OPERATING ACTIVITIES: Deferred Income Tax (14) 0 Depreciation 218 120 Net premium amortization (discount accretion) of investment securities 12 18 Provision of loan losses 310 150 Decrease(increase) in interest receivable 179 (369) (Increase) decrease in other assets 277 (951) Increase (decrease) in accrued expenses and other liabilities 294 76 Net cash flows provided by operating activities 2,114 117 CASH FLOWS FROM INVESTING ACTIVITIES: Net increase of interest bearing deposits in other banks 0 (33) Purchase investment held to maturity 0 (600) Purchase of investment securities available for sale (1,959) (3,367) Proceeds from maturities and paydowns of investment securities available for sale 10,357 1,563 Proceeds Sale of Loans 722 0 Net (increase) decrease in loans (11,539) (16,243) Purchase of premises and equipment (142) (138) Net cash flows used in investing activities (2,501) (18,818) CASH FLOWS FROM FINANCING ACTIVITIES: Net increase (decrease) in deposits and short-term borrowings and Fed Funds Purchased Non-interest bearing demand 1,796 (9,873) Total interest-bearing deposits 9,017 4,642 Other Short-Term Borrowings and Fed Funds Purchased (5,266) 0 Long-Term Borrowings (2,000) 22,000 Cash dividends paid (267) (268) Treasury Stock Sold 82 138 Treasure Stock Purchased 0 (70) Net cash flows provided by (used in) financing activities 3,362 16,569 Net increase in cash equivalents 2,915 (2,132) Cash and cash equivalents at beginning of period 5,873 10,747 Cash and cash equivalents at end of period 8,788 8,615 Total interest paid 4,976 4,542 Total taxes paid 539 850 The accompanying notes are an integral part of this statement. SVB&T CORPORATION CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY Six Months Ended June 30, (unaudited) 2001 2000 ______________________________________________________________________________ Balance, beginning of period 22,469 20,369 Net income 838 1,073 Cash dividends (267) (268) Net unrealized gain (loss) on investment securities 224 (38) Sale of Treasury Stock 82 138 Purchase of Treasury stock 0 (70) Balance, end of period 23,346 21,204 The accompanying notes are an integral part of this statement. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Principles of Consolidation - The consolidated financial statements include the accounts of SVB&T Corporation and its wholly owned subsidiary, Springs Valley Bank & Trust Company. All significant intercompany balances and transactions have been eliminated. All adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the periods reported, consisting only of normal adjustments, have been included in the accompanying unaudited consolidated condensed financial statements. The results of operations for six month period ended June 30, 2001 is not necessarily indicative of those expected for the remainder of the year. June 30,2001 June 30, 2000 Dec. 31, 2000 ______________________________________________________________________________ INVESTMENT SECURITIES: U.S. treasury securities 0 0 0 U.S. Government corporations & agencies 5,072 14,460 14,923 States and political subdivisions 14,535 11,251 12,742 Mortgage - backed securities 73 79 75 Other domestic securities 874 832 852 Equity Securities 50 1,805 0 Total Investment Securities 20,604 28,427 28,592 June 30, 2001 June 30, 2000 Dec. 31, 2000 ______________________________________________________________________________ LOANS: Commercial and industrial loans 43,583 37,367 40,868 Real estate loans 111,970 94,803 103,100 Construction loans 17,220 15,990 17,173 Agricultural production financing and other loans to farmers 2,559 2,220 1,751 Individual loans for household and other personal expense 38,474 40,209 41,319 Economic development revenue bonds 258 0 0 Lease Financing Receivable 692 334 585 Other Loans Excluding Consumer 282 397 0 Less: Unearned income on loans (103) (139) (124) Total Loans 214,935 191,181 204,672 PART I ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SUMMARY OF OPERATING RESULTS EARNINGS ANALYSIS Net income for the first six months of $838,000 represents a decrease of $235,000 or 22% from the $1,073,000 reported for the same period last year. The second quarter earnings of $469,000 represents a decrease of $129,000 from the $598,000 reported for the second quarter of 2000. The reduced income in 2001 is a direct result of Reserve for Bad Debts allocations to covered charge-offs and future considerations. As well as, increased overhead expenses for personnel expenses for additional staffing. NET INTEREST INCOME Springs Valley Bank & Trust Company is a slightly liability sensitive bank. Interest bearing deposits reprice faster than interest bearing loans and investments. In a rising environment, the bank's income increased because of a widening interest spread. Thus, our interest spreads have become larger and income has returned to a more acceptable position. The interest spread is improving. This subject is reviewed in greater detail in the following management comments. SVB&T Corporation's primary source of earnings is net interest income, which is the difference between interest earned on loans and other investments and the interest incurred for deposits. In the first six months of 2001, net interest income increased by $125,000 or 3% for the same period in 2000. The second quarter net interest income for 2001 increased by $125,000 or 6% compared to the second quarter of 2000. The improvement in the net interest income is due to assets being deployed into higher yielding loans rather than investments. OTHER INCOME Other income of $747,000 for the first two quarters of 2001 is $46,000 or 6% less than the same period for 2000. The decrease is due to the reduction of trust income due to the loss of a large trust account. Other non-interest income is an important part of the profitability of the bank and all avenues of additional income are reviewed. NON-INTEREST EXPENSES For the first six months of 2001 other expenses increased by $297,000 or 9% compared to the same period of 2000. The three months ended June 30, 2001 total other expense increase was $196,000 or 12% over that same period for 2000. This increase is due to additional staffing of departments and upgrades in electronic banking services. ANALYSIS OF FINANCIAL CONDITION ALLOWANCE FOR POSSIBLE LOAN LOSSES The Corporation's allowance for loan losses was $1,729,000 at June 30, 2001 compared to $1,636,000 at June 30, 2000 and $1,671,000 as of December 31, 2000. At June 30, 2001 the allowance for possible loan losses was .81% of total loans, net for unearned interest. This compares to an allowance of .88% at June 30, 2000. Net charge offs for the first six months of 2001 were $252,000 compared to $142,000 for the same period last year. Management reviews the loan portfolio and assess the risk and believes that the allowance of $1,729,000 is adequate. LIQUIDITY AND ASSET/LIABILITY MANAGEMENT The Corporation's objective in liquidity management is to manage the assets and liabilities to meet the needs of borrowers while allowing for the possibility of deposit withdrawals. The primary purpose of asset/liability management is to minimize the effect on net income of changes in interest rates and to maintain a prudent match within specified time periods of rate-sensitive assets and rate-sensitive liabilities. As of June 30, 2000 the rate-sensitive assets were 60% of rate-sensitive of liabilities in the 1-180 day maturity category and 76% in the 181-365 day range. These positions are within acceptable ranges as determined by funds management policy. The Corporation's Funds Management Committee meets weekly to monitor and effect changes necessary in the liquidity and rate-sensitivity positions. CAPITAL Total shareholders' equity as of June 30, 2001 was $23,346,000 compared to $21,204,000 for the same period last year. The shareholder's equity has increased by $2,142,000 or 10% from June 30, 2000 to June 30, 2001. This increase is attributed to profits and securities appreciation. (ANALYSIS OF FINANCIAL CONDITIONS CONTINUED) As of June 30, 2001 the bank's leverage capital ratio was 9.31% which compared to 8.37% at June 30, 2000. As of June 30, 2001 the bank's total risk-based capital ratio was 13.17% compared to 12.01% at June 30, 2000. These ratios are in excess of regulatory requirements of 3% for leverage capital and 8% for tier II risk-based capital. PART II OTHER INFORMATION Item 1 - LEGAL PROCEEDINGS None Item 2 - CHANGES IN SECURITIES None Item 3 - DEFAULTS UPON SENIOR SECURITIES None Item 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (a) The annual meeting of shareholders of the corporation was held on May 15, 2001. (b) The following were elected directors of the corporation for a term of one year and until their successors are elected and qualified: Brian K. Habig, Douglas A. Habig, John B. Habig Thomas L. Habig, Hilbert Lindsey, Ronald G. Seals, R.J. Sermersheim, Ronald J. Thyen, James C. Tucker, and Gary P Critser. (c) The shareholders unanimously approved the action of the directors and officers since the 2000 annual meeting of shareholders. A total of 251,502 shares were voted in person and 366,351 shares voted by proxy. This totals 617,853 shares voted in approval of the 747,100 shares outstanding. Item 5 - OTHER INFORMATION The company has agreed to purchase approximately 19% of its outstanding common stock from a related party shareholder at $40 per share (total price approximately 5,960,000. The decision to purchase this stock is contingent on the approval of various regulatory agencies. The purchase of the stock will not result in capital ratios which are less than well capitalized. Item 6 - EXHIBITS AND REPORTS OF FORM 8-K None 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. SVB&T Corporation (Registrant) By: Ronald G. Seals President and Chief Executive Officer By: David Rees Principal Financial Officer Date: August 8, 2001