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 The Quarterly Period Ended September 30, 2000 Commission File Number 000-19235 SUMMIT FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) SOUTH CAROLINA 57-0892056 (State or other jurisdiction (I.R.S. Employer of incorporation or Identification No.) organization) Post Office Box 1087 937 North Pleasantburg Drive Greenville, South Carolina 29602 (Address, including zip code, of principal executive offices) (864) 242-2265 (Registrant's telephone number, including area code) 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 (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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As of November 6, 2000, 3,422,331 shares of $1.00 par value common stock were outstanding. SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in Thousands) (Unaudited) September 30, December 31, 2000 1999 --------------- -------------- ASSETS Cash and due from banks $ 10,275 $ 3,952 Interest-bearing bank balances 4,592 4,399 Federal funds sold 20,300 1,470 Investments available for sale 30,414 26,466 Loans, net of unearned income and net of allowance for loan losses of $2,357 and $2,163 165,823 146,007 Premises and equipment, net 3,427 2,890 Accrued interest receivable 1,493 1,337 Other assets 5,194 4,708 --------------- -------------- $ 241,518 $ 191,229 =============== ============== LIABILITIES AND SHAREHOLDERS' EQUITY Deposits: Noninterest-bearing demand $ 25,133 $ 23,823 Interest-bearing demand 12,421 14,073 Savings and money market 71,607 50,845 Time deposits, $100,000 and over 40,912 28,459 Other time deposits 52,221 40,796 --------------- -------------- 202,294 157,996 Federal funds purchased - 4,000 Other short-term borrowings 500 500 FHLB advances 16,000 9,000 Accrued interest payable 1,367 1,132 Other liabilities 897 1,010 --------------- -------------- 221,058 173,638 --------------- -------------- Shareholders' equity: Common stock, $1.00 par value; 20,000,000 shares authorized; issued and outstanding 3,422,331 and 3,243,739 shares 3,422 3,244 Additional paid-in capital 15,213 14,730 Retained earnings 2,487 483 Accumulated other comprehensive loss, net of tax (299) (563) Nonvested resticted stock (363) (303) --------------- -------------- Total shareholders' equity 20,460 17,591 --------------- -------------- $ 241,518 $ 191,229 =============== ============== <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Dollars, except per share data, in Thousands) (Unaudited) For the Three Months Ended For the Nine Months Ended September 30, September 30, ------------------------ ------------------------ 2000 1999 2000 1999 ----------- ----------- ----------- ----------- Interest Income: Loans $ 4,339 $ 3,531 $ 12,186 $ 10,014 Taxable investment securities 313 231 827 700 Nontaxable investment securities 121 124 391 370 Federal funds sold 269 54 337 66 Other 98 51 178 96 ----------- ----------- ----------- ----------- 5,140 3,991 13,919 11,246 ----------- ----------- ----------- ----------- Interest Expense: Deposits 2,366 1,607 5,906 4,432 Other 268 130 664 409 ----------- ----------- ----------- ----------- 2,634 1,737 6,570 4,841 ----------- ----------- ----------- ----------- Net interest income 2,506 2,254 7,349 6,405 Provision for loan losses (119) (108) (317) (318) ----------- ----------- ----------- ----------- Net interest income after provision for loan losses 2,387 2,146 7,032 6,087 ----------- ----------- ----------- ----------- Noninterest Income: Service charges and fees on deposit accounts 81 52 271 158 Credit card service fees and income 86 84 273 243 Insurance commission fee income 66 64 212 186 Gain on sale of securities - - 10 22 Other income 197 169 499 544 ----------- ----------- ----------- ----------- 430 369 1,265 1,153 ----------- ----------- ----------- ----------- Noninterest Expenses: Salaries, wages and benefits 1,105 879 3,108 2,573 Occupancy 157 150 451 437 Furniture and equipment 158 176 491 487 Other expenses 404 456 1,329 1,277 ----------- ----------- ----------- ----------- 1,824 1,661 5,379 4,774 ----------- ----------- ----------- ----------- Income before income taxes 993 854 2,918 2,466 Income taxes (309) (237) (914) (700) ----------- ----------- ----------- ----------- Net income $ 684 $ 617 $ 2,004 $ 1,766 =========== =========== =========== =========== Net income per common share: Basic $ .20 $ .19 $ .60 $ .56 Diluted $ .19 $ .17 $ .54 $ .47 Average common shares outstanding: Basic 3,375,000 3,171,000 3,349,000 3,167,000 Diluted 3,672,000 3,722,000 3,682,000 3,741,000 <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (Dollars in Thousands) (Unaudited) Accumulated other Additional comprehensive Nonvested Common paid-in Retained (loss) restricted stock capital earnings income, net stock ------------ -------------- ---------- ------------- ----------- Balance at December 31, 1998 $ 3,039 $ 12,726 - $ 313 ($404) Net income for the nine months ended September 30, 1999 - - 1,766 - - Other comprehensive income: Unrealized gain on securities: Unrealized holding losses arising during the period, net of tax of ($441) - - - (704) - Less: reclassification adjustment for gains included in net income, net of tax of $6 - - - (16) - ------------- Other comprehensive loss - - - (720) - ------------- Comprehensive income - - - - - Employee stock options exercised 17 53 - - - Amortization of deferred compensation on restricted stock - - - - 76 ------------ -------------- ---------- ------------- ----------- Balance at September 30, 1999 $ 3,056 $ 12,779 $ 1,766 ($407) ($328) ============ ============== ========== ============= =========== Balance at December 31, 1999 $ 3,244 $ 14,730 $ 483 ($563) ($303) Net income for the nine months ended September 30, 2000 - - 2,004 - - Other comprehensive income: Unrealized gain on securities: Unrealized holding losses arising during the period, net of tax of $162 - - - 270 - Less: reclassification adjustment for gains included in net income, net of tax of $4 - - - (6) - ------------- Other comprehensive income - - - 264 - ------------- Comprehensive income - - - - - Employee stock options exercised 164 342 - - - Restricted stock issued 14 141 - - (155) Amortization of deferred compensation on restricted stock - - - - 95 ------------ -------------- ---------- ------------- ----------- Balance at September 30, 2000 $ 3,422 $ 15,213 $ 2,487 ($299) ($363) ============ ============== ========== ============= =========== Total shareholders' equity --------------- Balance at December 31, 1998 $ 15,674 Net income for the nine months ended September 30, 1999 1,766 Other comprehensive income: Unrealized gain on securities: Unrealized holding losses arising during the period, net of tax of ($441) - Less: reclassification adjustment for gains included in net income, net of tax of $6 - Other comprehensive loss (720) --------------- Comprehensive income 1,046 --------------- Employee stock options exercised 70 Amortization of deferred compensation on restricted stock 76 --------------- Balance at September 30, 1999 $ 16,866 =============== Balance at December 31, 1999 $ 17,591 Net income for the nine months ended September 30, 2000 2,004 Other comprehensive income: Unrealized gain on securities: Unrealized holding losses arising during the period, net of tax of $162 - Less: reclassification adjustment for gains included in net income, net of tax of $4 - Other comprehensive income 264 --------------- Comprehensive income 2,268 --------------- Employee stock options exercised 506 Restricted stock issued - Amortization of deferred compensation on restricted stock 95 --------------- Balance at September 30, 2000 $ 20,460 =============== <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) For the Nine Months Ended September 30, -------------------- 2000 1999 --------- --------- Cash flows from operating activities: Net income $ 2,004 $ 1,766 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 317 318 Depreciation and amortization 365 387 Gain on sale of equipment and vehicles - (26) Gain on sale securities available for sale (10) (22) Net amortization of net premium on investments 22 62 Amortization of deferred compensation on restricted stock 95 76 Increase in other assets (354) (255) Increase in other liabilities 122 572 --------- --------- Net cash provided by operating activities 2,561 2,878 --------- --------- Cash flows from investing activities: Purchases of securities available for sale (7,715) (3,889) Proceeds from maturities of securities available for sale 1,269 3,808 Proceeds from sales of securities available for sale 2,912 1,021 Purchases of investments in FHLB and other stock (450) (146) Purchases of company-owned life insurance - - Net increase in loans (20,133) (13,662) Purchases of premises and equipment (902) (294) Proceeds from sale of equipment and vehicles - 49 --------- --------- Net cash used in investing activities (25,019) (13,113) --------- --------- Cash flows from financing activities: Net increase in deposit accounts 44,298 17,889 Net decrease in federal funds purchased (4,000) (3,566) Repayment of other short-term borrowings - (320) Proceeds from FHLB advances 22,000 10,550 Repayments of FHLB advances (15,000) (9,550) Proceeds from employee stock options exercised 506 70 --------- --------- Net cash provided by financing activities 47,804 15,073 --------- --------- Net increase in cash and cash equivalents 25,346 4,838 Cash and cash equivalents, beginning of period 9,821 6,400 --------- --------- Cash and cash equivalents, end of period $ 35,167 $ 11,238 ========= ========= SUPPLEMENTAL INFORMATION: Cash paid during the period for interest $ 6,335 $ 4,938 Cash paid during the period for income taxes $ 1,094 $ 800 Change in fair market value of investment securities available for sale, net of income taxes $ 264 ($720) <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 NOTE 1 - BASIS OF PRESENTATION: Summit Financial Corporation (the Company), a South Carolina corporation, is the parent holding company for Summit National Bank (the Bank), a nationally chartered bank, and Freedom Finance, Inc. (the Finance Company), a consumer finance company. Through its bank subsidiary, which commenced operations in July 1990, the Company provides a full range of banking services, including the taking of demand and time deposits and the making of commercial and consumer loans. The Bank currently has three full service branch locations in Greenville, South Carolina and a Loan Production Office in Spartanburg, South Carolina. In 1997, the Bank incorporated Summit Investment Services, Inc. as a wholly-owned subsidiary to offer nondeposit products and financial management services. The Finance Company commenced operations in November 1994 and makes and services small installment loans to individuals from its eleven offices throughout South Carolina. The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited consolidated financial statements of the Company at September 30, 2000 and for the three month and nine month periods ended September 30, 2000 and 1999 were prepared in accordance with the instructions for Form 10-Q. In the opinion of management, all adjustments (consisting only of items of a normal recurring nature) necessary for a fair presentation of the financial position at September 30, 2000, and the results of operations and cash flows for the periods ended September 30, 2000 and 1999 have been included. The results for the three month or nine month periods ended September 30, 2000 are not necessarily indicative of the results that may be expected for the full year or any other interim period. The consolidated financial statements are prepared in conformity with generally accepted accounting principles ("GAAP") which requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements. In addition, the estimates affect the reported income and expense during the reporting period. Actual results could differ from these estimates and assumptions. These consolidated financial statements do not include all disclosures required by generally accepted accounting principles and should be read in conjunction with the Company's audited consolidated financial statements and related notes for the year ended December 31, 1999 included in the Company's 1999 Annual Report on Form 10-K. NOTE 2 - CASH FLOW INFORMATION: For the purposes of reporting cash flows, cash includes currency and coin, cash items in process of collection and due from banks. Included in cash and cash equivalents are federal funds sold and overnight investments. The Company considers the amounts included in the balance sheet line items, "Cash and due from banks", "Interest-bearing bank balances" and "Federal funds sold" to be cash and cash equivalents. These accounts totaled $35,167,000 and $11,238,000 at September 30, 2000 and 1999, respectively. NOTE 3 - PER SHARE INFORMATION: The following is a reconciliation of the denominators of the basic and diluted per share computations for net income for the three and the nine months ended September 30, 2000 and 1999. There is no required reconciliation of the numerator from the net income reported on the accompanying statements of income. All average share and per share data have been restated to reflect all stock dividends as of the earliest period presented. (All numbers, except per share data, in thousands). For the Three Months Ended September 30, 2000 2000 1999 1999 -------- ------ -------- ------ BASIC DILUTED BASIC DILUTED ------ -------- ------ -------- Net Income $ 684 $ 684 $ 617 $ 617 -------- ------ -------- ------ Weighted average shares outstanding 3,375 3,375 3,171 3,171 Effective of Dilutive Securities: Stock options - 250 - 518 Unvested restricted stock - 47 - 33 -------- ------ -------- ------ 3,375 3,672 3,171 3,722 -------- ------ -------- ------ Per-share amount $ 0.20 $ 0.19 $ 0.19 $ 0.17 ======== ====== ======== ====== For the Nine Months Ended September 30, 2000 2000 1999 1999 -------- ------ -------- ------ BASIC DILUTED BASIC DILUTED ------ -------- ------ -------- Net Income $ 2,004 $2,004 $ 1,766 $1,766 -------- ------ -------- ------ Weighted average shares outstanding 3,349 3,349 3,167 3,167 Effective of Dilutive Securities: Stock options - 286 - 541 Unvested restricted stock - 47 - 33 -------- ------ -------- ------ 3,349 3,682 3,167 3,741 -------- ------ -------- ------ Per-share amount $ 0.60 $ 0.54 $ 0.56 $ 0.47 ======== ====== ======== ====== NOTE 4 - SEGMENT INFORMATION: The Company reports information about its operating segments in accordance with SFAS 131, "Disclosures about Segments of an Enterprise and Related Information". Summit Financial Corporation is the parent holding company for Summit National Bank ("Bank"), a nationally chartered bank, and Freedom Finance, Inc. ("Finance"), a consumer finance company. The Company considers the Bank and the Finance Company separate business segments. Financial performance for each segment is detailed in the following tables. Included in the "Corporate" column are amounts for general corporate activities and eliminations of intersegment transactions. For the quarter ended At and for the nine months ended September 30, 2000 September 30, 2000 ------------------------------------------- ----------------------------------------- Bank Finance Corporate Total Bank Finance Corporate Total --------- --------- ----------- --------- -------- --------- ----------- -------- Interest income $ 4,745 $ 426 ($31) $ 5,140 $12,699 $ 1,301 ($81) $13,919 Interest expense (2,624) (90) 80 (2,634) (6,543) (249) 222 (6,570) --------- --------- ----------- --------- -------- --------- ----------- -------- Net interest income 2,121 336 49 2,506 6,156 1,052 141 7,349 Provision for loan losses (90) (29) - (119) (227) (90) - (317) Other income 363 79 (12) 430 1,052 249 (36) 1,265 Other expenses (1,448) (374) (2) (1,824) (4,230) (1,141) (8) (5,379) --------- --------- ----------- --------- -------- --------- ----------- -------- Income before taxes 946 12 35 993 2,751 70 97 2,918 Income taxes (291) (5) (13) (309) (849) (27) (38) (914) --------- --------- ----------- --------- -------- --------- ----------- -------- Net income $ 655 $ 7 $ 22 $ 684 $ 1,902 $ 43 $ 59 $ 2,004 ========= ========= =========== ========= ======== ========= =========== ======== Net loans $163,980 $ 3,128 ($1,285) $165,823 ========= ========= =========== ======== Total assets $238,988 $ 3,846 ($1,316) $241,518 ========= ========= =========== ======== For the quarter ended At and for the nine months ended September 30, 1999 September 30, 1999 ------------------------------------------- ----------------------------------------- Bank Finance Corporate Total Bank Finance Corporate Total --------- --------- ----------- --------- -------- --------- ----------- -------- Interest income $ 3,598 $ 420 ($27) $ 3,991 $10,047 $ 1,271 ($72) $11,246 Interest expense (1,729) (73) 65 (1,737) (4,815) (208) 182 (4,841) --------- --------- ----------- --------- -------- --------- ----------- -------- Net interest income 1,869 347 38 2,254 5,232 1,063 110 6,405 Provision for loan losses (60) (48) - (108) (200) (118) - (318) Other income 296 85 (12) 369 938 251 (36) 1,153 Other expenses (1,273) (386) (2) (1,661) (3,641) (1,126) (7) (4,774) --------- --------- ----------- --------- -------- --------- ----------- -------- Income before taxes 832 (2) 24 854 2,329 70 67 2,466 Income taxes (234) 7 (10) (237) (660) (18) (22) (700) --------- --------- ----------- --------- -------- --------- ----------- -------- Net income $ 598 $ 5 $ 14 $ 617 $ 1,669 $ 52 $ 45 $ 1,766 ========= ========= =========== ========= ======== ========= =========== ======== Net loans $140,710 $ 2,761 ($1,284) $142,187 ========= ========= =========== ======== Total assets $184,545 $ 3,593 ($1,327) $186,811 ========= ========= =========== ======== SUMMIT FINANCIAL CORPORATION PART I. FINANCIAL INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes and with the statistical information and financial data appearing in this report as well as the Annual Report of Summit Financial Corporation (the "Company") on Form 10K for the year ended December 31, 1999. Results of operations for the three month and nine month periods ended September 30, 2000 are not necessarily indicative of results to be attained for any other period. FORWARD-LOOKING STATEMENTS This report may contain certain "forward-looking statements", within the meaning of Section 27A of the Securities Exchange Act of l934, as amended, that represent the Company's expectations or beliefs concerning future events. Such forward-looking statements are about matters that are inherently subject to certain risks, uncertainties, and assumptions. Factors that could influence the matters discussed in certain forward-looking statements include the relative levels of market interest rates, loan prepayments and deposit decline rates, the timing and amount of revenues that may be recognized by the Company, continuation of current revenue, expense and charge-off trends, legal and regulatory changes, and general changes in the economy. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected or projected. These forward-looking statements speak only as of the date of the document. The Company assumes no obligation to update any forward-looking statements. Because of the risks and uncertainties inherent in forward-looking statements, readers are cautioned not to place undue reliance on them. OVERVIEW Summit Financial Corporation (the "Company") is a financial institution holding company headquartered in Greenville, South Carolina. The Company offers a broad range of financial services through its wholly-owned subsidiary, Summit National Bank (the "Bank," or "Summit"). The Bank is a nationally chartered commercial bank which operates principally in the Upstate of South Carolina. The Bank received its charter and commenced operations in July 1990. In 1997, the Bank incorporated Summit Investment Services, Inc. as a wholly-owned subsidiary to provide a wider range of investment products and financial planning services. The Bank currently has four full service offices in Greenville and Spartanburg, South Carolina. Summit provides a full range of banking services to individuals and businesses, including the taking of time and demand deposits, making loans, and offering nondeposit investment services. The Bank emphasizes close personal contact with its customers and strives to provide a consistently high level of service to both individual and corporate customers. Freedom Finance, Inc. (the "Finance Company" or "Freedom,") is a wholly-owned subsidiary of the Company which is operating as a consumer finance company headquartered in Greenville, South Carolina. The Finance Company primarily makes and services installment loans to individuals with loan principal amounts generally not exceeding $2,000 and with maturities ranging from three to eighteen months. Freedom operates eleven branches throughout South Carolina. During the quarter ended September 30, 2000, the Company's net income totaled $684,000 or $.19 per diluted share. This is compared to net income of $617,000 or $.17 per diluted share for the same quarterly period of 1999 or an increase of 11%. For the first nine months of 2000, the Company reported net income of $2,004,000 or $0.54 per diluted share, an improvement of approximately $239,000 or 13% from the net income for the first nine months of 1999 of $1,766,000 or $0.47 per diluted share. BALANCE SHEET ACTIVITY Total assets increased $50.3 million or 26.3% from December 31, 1999 to September 30, 2000. Deposits increased approximately $44.3 million or 28.0% during the period. A majority of the increase in deposits was in jumbo (greater than $100,000) certificates of deposit which accounted for $12.5 million of the increase and money market deposits which accounted for $20.8 million of the increase . The increase in deposits funded gross loan growth of $20.0 million (13.5%). The balance is reflected in the increase of $18.8 million in federal funds sold and the $3.9 million increase in investment securities. ALLOWANCE FOR LOAN LOSSES The amount charged to the provision for loan losses by the Bank and the Finance Company is based on management's judgment as to the amounts required to maintain an allowance adequate to provide for probable losses inherent in the loan portfolio. The level of this allowance is dependent upon growth in the loan portfolios; the total amount of past due loans; nonperforming loans; known loan deteriorations and/or concentrations of credit; trends in portfolio volume, maturity and composition; estimated collateral values; general economic conditions; and management's assessment of inherent losses based upon internal credit grading of the loans and periodic reviews and assessments of credit risk associated with particular loans. At September 30, 2000, the consolidated allowance for loan losses was $2.4 million or 1.40% of total loans net of unearned income. This compares to an allowance of $2.1 million or 1.43% of total loans net of unearned income at September 30, 1999. For the quarter ended September 30, 2000, the Company reported consolidated net charge-offs of $41,000 or 0.10% of average loans on an annualized basis. This is compared to consolidated net charge-offs of $93,000 or 0.26% (annualized) of average loans for the comparable quarter of 1999. For the nine months ended September 30, 2000, net charge-offs totaled $124,000 or 0.11% of average loans on an annualized basis. This is compared to consolidated net charge-offs of $80,000 or 0.08% (annualized) of average loans for the prior year. There were no loans on nonaccrual status at September 30, 1999 and loans on nonaccrual at September 30, 2000 totaled $388,000 or 0.23% of total loans. Loans past due 90 days and greater totaled $136,000 or 0.08% of gross loans at September 30, 2000 and $266,000 or 0.18% of gross loans at September 30, 1999. Generally loans of the Bank are placed on nonaccrual status at the earlier of when they are 90 days past due or when the collection of interest becomes doubtful. Loans of the Finance Company are not classified as nonaccrual, but are charged-off when they become 150 days contractually past due or earlier if the loan is deemed uncollectible. The allowance for loan losses at September 30, 2000 represents management's estimate of probable losses inherent in the loan portfolio at that date. EARNINGS REVIEW FOR THE QUARTER ENDED SEPTEMBER 30, 2000 AND 1999 GENERAL The Company reported consolidated net income for the quarter ended September 30, 2000 of $684,000, compared to net income of $617,000 for the quarter ended September 30, 1999, or an improvement of approximately $67,000 or 10.8%. The increase in consolidated earnings for the 2000 period is primarily attributable to the $252,000 or 11.2% increase in the Company's net interest income. The higher net interest income is directly related to the higher level of average earning assets which increased 20.8% in 2000 as compared to the prior year, offset by the lower net interest margin for the third quarter of 2000 which decreased 42 basis points from the prior year. Also contributing to the higher net income in the 16.5% increase in noninterest income, offset somewhat by the 9.8% increase in noninterest expense during the same period. NET INTEREST INCOME Net interest income, the difference between the interest earned and interest paid, is the largest component of the Company's earnings and changes in it have the greatest impact on net income. Variations in the volume and mix of assets and liabilities and their relative sensitivity to interest rate movements determine changes in net interest income. During the quarter ended September 30, 2000, the Company recorded consolidated net interest income of $2.5 million, an 11.2% increase from the net interest income of $2.3 million for the quarter ended September 30, 1999. The increase in this amount is directly related to the increase in the average earning asset and interest-bearing liability volume of the Company of 20.8% and 20.3% respectively, offset by the 42 basis point increase in the net interest margin for the Company. For the quarter ended September 30, 2000 and 1999, the Company's consolidated net interest margin was 4.81% and 5.23%, respectively. The net interest margin is calculated as annualized net interest income divided by year-to-date average earning assets. The decrease in consolidated net interest margin is related primarily to significant increase in the cost of funds in 2000 resulting from the increasing interest rate environment in the latter half of 1999 and into 2000 and the certificate of deposit promotion rates offered in the third quarter of 2000. During this period, the average rate on assets increased 60 basis points related to the prime rate increases during the period. This increase was more than offset by the 122 basis point increase in the average cost of liabilities. INTEREST INCOME For the quarter ended September 30, 2000, the Company's earning assets averaged $212.3 million and had an average yield of 9.75%. This compares to average earning assets of $175.8 million for the third quarter of 1999, yielding approximately 9.15%. Thus, the 20.8% increase in volume of average earning assets, combined with the 60 basis point increase in average yield, accounts for the $1.1 million (28.8%) increase in interest income between the third quarter of 1999 and 2000. Consolidated loans comprised approximately 76% of the Company's average earning assets for the third quarter of 2000 compared to 81% for the third quarter of 1999. The majority of the Company's loans are tied to the prime rate (approximately 64% of the Bank's portfolio is at floating rates at September 30, 2000), which averaged 9.50% and 8.10% for the quarters ended September 30, 2000 and 1999, respectively. During the third quarter of 2000, consolidated loans averaged $161.7 million, yielding an average of 10.68%, compared to $142.6 million, yielding an average of 9.82% for the third quarter of 1999. The 85 basis point increase in the average yield on loans is primarily related to the higher prime lending rate. The higher level of average loans (which increased 13.4%), combined with the increase in average rate, resulted in the higher consolidated interest income on loans of $808,000 or 22.9%. Investment securities averaged $28.6 million or 13.5% of average earning assets and yielded 6.89% (tax equivalent basis) during the third quarter of 2000, compared to average securities of $25.8 million yielding 6.44% (tax equivalent basis) for the quarter ended September 30, 1999. The increase in the average yield of the investment portfolio is related to the portfolio mix and the timing of security maturities and sales which were reinvested in higher market rate instruments. This increase in average rate, combined with the 10.8% increase in average securities, resulted in the increase of interest income on securities of $79,000. INTEREST EXPENSE The Company's interest expense for the quarter ended September 30, 2000 was $2.6 million. The increase of 51.6% from the comparable quarter in 1999 of $1.7 million was directly related to the 122 basis point increase in the average rate on liabilities, combined with the 20.3% increase in volume. Interest-bearing liabilities averaged $179.5 million for the third quarter of 2000 with an average rate of 5.84%. This is compared to average interest-bearing liabilities of $149.2 million with an average rate of 4.62% for the quarter ended September 30, 1999. The increase in average rate on liabilities is directly related to the increasing interest rate environment and the resulting higher cost of deposits. PROVISION FOR LOAN LOSSES The allowance for loan losses is established through charges in the form of a provision for loan losses. Loan losses and recoveries are charged or credited directly to the allowance. The amount charged to the provision for loan losses by the Bank and the Finance Company is based on management's judgment as to the amounts required to maintain an adequate allowance. The level of this allowance is dependent upon growth in the loan portfolios; the total amount of past due loans; nonperforming loans; and known loan deteriorations and/or concentrations of credit. Other factors affecting the allowance are trends in portfolio volume, maturity and composition; collateral values; and general economic conditions. Finally, management's assessment of probable losses based upon internal credit grading of the loans and periodic reviews and assessments of credit risk associated with particular loans is considered in establishing the allowance amount. Management maintains an allowance for loan losses which it believes is adequate to cover inherent losses in the loan portfolio. However, management's judgment is based upon a number of assumptions which are believed to be reasonable, but which may or may not prove valid. There are risks of future losses which cannot be quantified precisely or attributed to particular loans or classes of loans. Management uses the best information available to make evaluations, however, future adjustments to the allowance may be necessary if economic conditions differ substantially from the assumptions used in making evaluations. The Company is also subject to regulatory examinations and determinations as to the adequacy of the allowance, which may take into account such factors as the methodology used to calculate the allowance for loan losses and the size of the allowance in comparison to a group of peer companies identified by the regulatory agencies. Included in the net income for the quarter ended September 30, 2000 is a provision for loan losses of $119,000 compared to a provision of $108,000 for the third quarter of 1999. The difference in the provision is related to the timing and amount of net loan originations for the third quarter of 2000 as compared to 1999 and the amount of net charge-offs in the comparable quarter. NONINTEREST INCOME AND EXPENSES Noninterest income, which is primarily related to service charges on customers' deposit accounts; credit card interchange fees; merchant discount fees; commissions on nondeposit investment product sales and insurance product sales; and mortgage origination fees, was $430,000 for the quarter ended September 30, 2000 compared to $369,000 for the third quarter of 1999, or an increase of 16.5%. Increases in service charges on customer accounts and NSF fees and higher commission on nondeposit product sales are primarily related to the higher level of activity and transactions of the Bank generating other income in the normal course of business. For the quarter ended September 30, 2000, noninterest expenses were $1.8 million which is an increase of 9.8% over the amount incurred for the quarter ended September 30, 1999 of $1.7 million. The most significant item included in other expenses is salaries, wages and benefits which amounted to $1.1 million for the quarter ended September 30, 2000 as compared to $879,000 for the quarter ended September 30, 1999. The increase of $226,000 or 25.7% is a result of (1) normal annual raises, (2) replacement of staff due to turnover at higher salaries, (3) higher incentive bonus accruals related to new bonus plans put in place in 2000, and (4) the staff added at the Spartanburg branch office during the third quarter of 2000 totaling three management-level and 6 staff-level employees. Occupancy expenses increased 4.7% related to expenses associated with the startup of the Spartanburg branch. Furniture, fixtures, and equipment ("FFE") expenses decreased 10.2% between the third quarter of 2000 and 1999 related primarily to decreases in depreciation on fully depreciated assets. Included in the line item "other operating expenses", which decreased $52,000 or 11.4% from the comparable period of 1999, are charges for OCC assessments; property and bond insurance; ATM switch fees; credit card expenses; professional services; education and seminars; advertising and public relations; and other branch and customer related expenses. The decrease is primarily related to lower legal fees for loan collections and bankruptcies in the third quarter of 2000 as compared to the prior year. Advertising and marketing expenses were also less in 2000 given the timing and amount of advertising campaigns between the two periods. INCOME TAXES For the quarter ended September 30, 2000, the Company reported $309,000 in income tax expense, or an effective tax rate of 31.1%. This is compared to income tax expense of $237,000 for the same period of the prior year, or an effective tax rate of 27.8%. The increase in the effective rate is primarily related to the full utilization of state net operating loss carryforwards in early 2000 and adjustments to the TEFRA interest disallowance on tax-free municipal investments. RESULTS OF OPERATIONS - COMPARISON OF THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 GENERAL The Company reported consolidated net income for the nine months ended September 30, 2000 of $2,004,000, compared to net income of $1,766,000 for the nine months ended September 30, 1999, or an improvement of approximately $238,000 or 13.5%. The increase in consolidated earnings for the 2000 period is primarily attributable to the $944,000 or 14.7% increase in the Company's net interest income related to the higher level of earning assets in 2000 as compared to the prior year and the general rising interest rate environment. Partially offsetting the increase in net interest income and noninterest income is the increase in noninterest expenses of approximately 12.7%. NET INTEREST INCOME Net interest income, the difference between the interest earned and interest paid, is the largest component of the Company's earnings and changes in it have the greatest impact on net income. Variations in the volume and mix of assets and liabilities and their relative sensitivity to interest rate movements determine changes in net interest income. During the nine months ended September 30, 2000, the Company recorded consolidated net interest income of $7.3 million, a 14.7% increase from the net interest income of $6.4 million for the nine months ended September 30, 1999. The increase in this amount is directly related to the increase in the average earning asset and interest-bearing liability volume of the Company of 15.9% and 15.4% respectively, offset slightly by the 8 basis point decrease in the net interest margin of the Company for the two comparable periods. For the nine months ended September 30, 2000 and 1999, the Company's consolidated net interest margin was 5.21% and 5.29%, respectively. The net interest margin is calculated as annualized net interest income divided by year-to-date average earning assets. The decrease in consolidated net interest margin is related primarily to the higher cost of funds resulting from the general rising interest rate environment and promotions offers on certificates of deposit in the third quarter of 2000. INTEREST INCOME For the nine months ended September 30, 2000, the Company's earning assets averaged $193.4 million and had an average yield of 9.75%. This compares to average earning assets of $166.8 million for the first nine months of 1999, yielding approximately 9.17%. Thus, the 15.9% increase in volume of average earning assets, combined with the 58 basis point increase in average yield, accounts for the $2.7 million (23.8%) increase in interest income between 1999 and 2000. Consolidated loans averaged approximately 80% of the Company's average earning assets for the first nine months of 2000 compared to 82% for 1999. The majority of the Company's loans are tied to the prime rate (approximately 64% of the Bank's portfolio is at floating rates at September 30, 2000), which averaged 9.31% and 7.87% for the nine months ended September 30, 2000 and 1999, respectively. During the first nine months of 2000, consolidated loans averaged $155.1 million, yielding an average of 10.50%, compared to $136.9 million, yielding an average of 9.78% for the first nine months of 1999. The 72 basis point increase in the average yield on loans is primarily related to the higher prime lending rate in 2000. The higher level of average loans (which increased 13.2%), combined with the increase in average rate, resulted in an increase in consolidated interest income on loans of $2.2 million or 21.7%. Investment securities averaged $27.8 million or 14.4% of average earning assets and yielded 6.82% (tax equivalent basis) during the first nine months of 2000, compared to average securities of $26.0 million yielding 6.48% (tax equivalent basis) for the nine months ended September 30, 1999. The increase in the average yield of the investment portfolio is related to the portfolio mix and the timing of security maturities and sales which were reinvested in higher market rate instruments. The 6.9% increase in average volume, combined with the 34 basis point increase in yield on investment securities resulted in the increase in interest income on securities of $148,000. INTEREST EXPENSE The Company's interest expense for the nine months ended September 30, 2000 was $6.6 million. The increase of 35.7% from the comparable nine months in 1999 of $4.8 million was directly related to the 15.4% increase in the volume of average interest-bearing liabilities, combined with the 81 basis point increase in the average rate on liabilities. Interest-bearing liabilities averaged $161.6 million for the first nine months of 2000 with an average rate of 5.43%. This is compared to average interest-bearing liabilities of $140.0 million with an average rate of 4.62% for the nine months ended September 30, 1999. The increase in the average rate on liabilities is the result of maturities of certificates of deposit renewed at higher current market rates as the prime rate increased in the latter half of 1999 and through 2000, combined with promotional rates offered on CDs during the third quarter of 2000. PROVISION FOR LOAN LOSSES As previously discussed under the quarterly analysis, the amount charged to the provision for loan losses by the Bank and the Finance Company is based on management's judgment as to the amounts required to maintain an allowance adequate to provide for probable losses inherent in the loan portfolio. Included in the net income for the nine months ended September 30, 2000 is a provision for loan losses of $317,000 compared to a provision of $318,000 for the first nine months of 1999. NONINTEREST INCOME AND EXPENSES Noninterest income, which is primarily related to service charges on customers' deposit accounts; credit card interchange fees; merchant discount fees; commissions on nondeposit investment product sales and insurance product sales; and mortgage origination fees, was $1.3 million for the nine months ended September 30, 2000 compared to $1.2 million for the first nine months of 1999, or an increase of 9.7%. The increases was primarily related to higher service charges, credit card/merchant fees, and insurance commissions related to the higher level of activity and transactions of the Bank generating other income in the normal course of business. These increases were somewhat offset by reductions in gains on sales of investment securities and company vehicles. For the nine months ended September 30, 2000, total noninterest expenses were $5.4 million which is an increase of 12.7% over the amount incurred for the nine months ended September 30, 1999 of $4.8 million. The most significant item included in other expenses is salaries, wages and benefits which amounted to $3.1 million for the nine months ended September 30, 2000 as compared to $2.6 million for the nine months ended September 30, 1999. The increase of $535,000 or 20.8% is a result of (1) normal annual raises, (2) replacement of staff due to turnover at higher salaries, (3) higher incentive bonus accruals related to new bonus plans put in place in 2000, and (4) the staff added at the Spartanburg branch office during the second and third quarters of 2000 totaling three management-level and 6 staff-level employees. Occupancy and furniture, fixtures, and equipment ("FFE") expenses increased slightly (3.2% and 1%, respectively) between the first nine months of 2000 and 1999 related primarily to the expenses associated with the loan production office which commenced operations in April 2000, offset by lower depreciation expense for fully depreciated assets in 2000. Included in the line item "other operating expenses", which increased $52,000 or 4.1% from the comparable period of 1999, are charges for OCC assessments; property and bond insurance; ATM switch fees; credit card expenses; professional services; education and seminars; advertising and public relations; and other branch and customer related expenses. INCOME TAXES For the nine months ended September 30, 2000, the Company reported $914,000 in income tax expense, or an effective tax rate of 31.3%. This is compared to income tax expense of $700,000 for the same period of the prior year, or an effective tax rate of 28.4%. The increase in the effective rate is primarily related to the full utilization of state net operating loss carryforwards in early 2000 and adjustments to the TEFRA interest disallowance on tax-free municipal investments. LIQUIDITY Liquidity management involves meeting the cash flow requirements of the Company both at the holding company level as well as the subsidiary level. The Company's bank subsidiary must maintain an adequate liquidity position in order to respond to the short-term demand for funds caused by the withdrawals from deposit accounts, maturities of short-term borrowings, extensions of credit and for the payment of operating expenses. Maintaining an adequate level of liquidity is accomplished through a combination of liquid assets (those which can easily be converted into cash) and access to additional sources of funds. The Company's primary liquid assets are cash and due from banks, federal funds sold, unpledged investment securities available for sale, other short-term investments and maturing loans. These primary liquidity sources accounted for 14% and 12% of average assets for the nine month periods ended September 30, 2000 and 1999, respectively. In management's opinion, the Company maintains adequate levels of liquidity by retaining liquid assets and assets which can easily be converted into cash and by maintaining access to various sources of funds. The primary sources of funds available through the Bank include advances from the Federal Home Loan Bank, purchasing federal funds from other financial institutions, lines of credit through the Federal Reserve Bank, and increasing deposits by raising rates paid. At September 30, 2000, the Company had approximately $35 million in available credit under its FHLB and correspondent bank borrowing facilities. Summit Financial Corporation ("Summit Financial"), the parent holding company, has limited liquidity needs. Summit Financial requires liquidity to pay limited operating expenses, to service its debt, and to provide funding to its consumer finance subsidiary, Freedom Finance. Summit Financial has approximately $2.8 million in available liquidity remaining from its initial public offering and the retention of earnings. Approximately $1.8 million of this liquidity was advanced to the Finance Company to fund its operations as of September 30, 2000. In addition, Summit Financial has an available line of credit totaling $2.5 million with an unaffiliated financial institution, all of which was available at September 30, 2000. Additional sources of liquidity for Summit Financial include unsecured borrowings from individuals, and management fees and debt service which are paid by its subsidiaries. Liquidity needs of Freedom Finance, primarily for the funding of loan originations, acquisitions, and operating expenses, have been met to date through the initial capital investment of $500,000 made by Summit Financial, borrowings from an unrelated private investor, and line of credit facilities provided by Summit Financial and Summit National Bank, its sister company. The Company's management believes its liquidity sources are adequate to meet its operating needs and does not know of any trends, events or uncertainties that may result in a significant adverse affect on the Company's liquidity position. CAPITAL RESOURCES Total shareholders' equity at September 30, 2000 was $20.5 million or 8.5% of total assets. This is compared to $17.6 million or 9.2% of total assets at December 31, 1999. The $2.9 million increase in total shareholders' equity resulted principally from the retention of earnings and stock issued pursuant to the Company's incentive stock option plan. Book value per share at September 30, 2000 and 1999 was $5.98 and $5.26, respectively. Tangible book value per share at September 30, 2000 and 1999 was $5.87 and $5.09, respectively. Tangible book value was below book value as a result of the purchase premiums associated with branch acquisitions of Freedom Finance which were accounted for as purchases. To date, the capital needs of the Company have been met through the retention of net income and from the proceeds of its initial offering of common stock. In the normal course of business, during July 2000, the Company purchased land and entered into an agreement with an architect and contractor related to the construction of a bank branch facility in Spartanburg, South Carolina. The Company believes that its current available capital is adequate to fund this facility. The Company's management does not know of any trends, events or uncertainties that may result in the Company's capital resources materially increasing or decreasing. The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a material effect on the financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of the Company's and the Bank's assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company's and the Bank's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. The Company and the Bank are required to maintain minimum amounts and ratios of total risk-based capital, Tier 1 capital, and Tier 1 leverage capital as set forth in the table following. Management believes, as of September 30, 2000, that the Company and the Bank meet all capital adequacy requirements to which they are subject. At September 30, 2000 and 1999, the Bank was categorized as "well capitalized" under the regulatory framework for prompt corrective action. There are no current conditions or events that management believes would change the Company's or the Bank's category. The following table presents the Company's and the Bank's actual capital amounts (dollars in thousands) and ratios at September 30, 2000 and 1999 as well as the minimum calculated amounts for each regulatory defined category. RISK-BASED CAPITAL CALCULATION TO BE CATEGORIZED FOR CAPITAL "WELL- ACTUAL ADEQUACY PURPOSES CAPITALIZED" --------------- --------------- ---------------- AMOUNT RATIO AMOUNT RATIO AMOUNT RATIO ------- ------ ------- ------ ------- ------ AS OF SEPTEMBER 30, 2000 THE COMPANY Total capital to risk-weighted assets $23,043 12.52% $14,722 8.00% N.A. Tier 1 capital to risk-weighted assets $20,743 11.27% $ 7,361 4.00% N.A. Tier 1 capital to average assets $20,743 10.16% $ 8,165 4.00% N.A. THE BANK Total capital to risk-weighted assets $20,042 11.05% $14,509 8.00% $18,137 10.00% Tier 1 capital to risk-weighted assets $17,896 9.87% $ 7,255 4.00% $10,882 6.00% Tier 1 capital to average assets $17,896 8.88% $ 8,064 4.00% $10,080 5.00% AS OF SEPTEMBER 30, 1999 THE COMPANY Total capital to risk-weighted assets $18,996 12.30% $12,359 8.00% N.A. Tier 1 capital to risk-weighted assets $17,065 11.05% $ 6,180 4.00% N.A. Tier 1 capital to average assets $17,065 9.64% $ 7,082 4.00% N.A. THE BANK Total capital to risk-weighted assets $17,191 11.30% $12,166 8.00% $15,207 10.00% Tier 1 capital to risk-weighted assets $15,372 10.11% $ 6,083 4.00% $ 9,124 6.00% Tier 1 capital to average assets $15,372 8.79% $ 6,992 4.00% $ 8,740 5.00% ACCOUNTING, REPORTING AND REGULATORY MATTERS In September 1999, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS 133 changes the previous accounting definition of a derivative and discusses the appropriateness of hedge accounting for various forms of hedging activities. Under this standard, all derivatives are measured at fair value and recognized in the statement of financial position as assets or liabilities. This standard, as amended by SFAS 137, is effective for all fiscal quarters of years beginning after June 15, 2000, with earlier adoption permitted. SFAS 133 is further amended by SFAS 138 to address a limited number of issues causing implementation difficulties. Management does not expect that this standard will have a significant effect on the Company. EFFECT OF INFLATION AND CHANGING PRICES The consolidated financial statements have been prepared in accordance with generally accepted accounting principles which require the measurement of financial position and results of operations in terms of historical dollars, without consideration of changes in the relative purchasing power over time due to inflation. The yield on a majority of the Company's earning assets adjusts simultaneously with changes in the general level of interest rates. Given the Company's asset-sensitive balance sheet position, assets reprice faster than liabilities, which generally results in increases in net interest income during periods of rising interest rates, as experienced from mid-1999 through 2000. This may cause an increase in the net interest margin until the fixed rate deposits mature and are repriced at higher current market rates, thus narrowing the difference between what the Company earns on its assets and what it pays on its liabilities. The opposite effect (that is, a decrease in net interest income) is generally realized in a declining rate environment. The degree of interest rate sensitivity of the Company's assets and liabilities and the differences in timing of repricing assets and liabilities provides an indication of the extent to which the Company's net interest income may be affected by interest rate movements. INTEREST RATE SENSITIVITY Achieving consistent growth in net interest income, which is affected by fluctuations in interest rates, is the primary goal of the Company's asset/liability function. The Company attempts to control the mix and maturities of assets and liabilities to maintain a reasonable balance between exposure to interest rate fluctuations and earnings and to achieve consistent growth in net interest income, while maintaining adequate liquidity and capital. A sudden and substantial increase in interest rates may adversely impact the Company's earnings to the extent that the interest rates on interest-earning assets and interest-bearing liabilities do not change at the same speed, to the same extent or on the same basis. The Company's asset/liability mix is sufficiently balanced so that the effect of interest rates moving in either direction is not expected to be significant over time. The Company's Asset/Liability Committee ("ALCO") uses a simulation model, among other techniques, to assist in achieving consistent growth in net interest income while managing interest rate risk. The model takes into account, over a 12 month period or longer if necessary, interest rate changes as well as changes in the mix and volume of assets and liabilities. The model simulates the Company's balance sheet and income statement under several different rate scenarios and rate shocks. The model's inputs (such as interest rates and levels of loans and deposits) are updated as necessary throughout the year in order to maintain a current forecast as assumptions change. According to the model, the Company is presently positioned so that net interest income will increase slightly if interest rates rise in the near term and will decrease slightly if interest rates decline in the near term. The Company also uses interest rate sensitivity gap analysis to monitor the relationship between the maturity and repricing of its interest-earning assets and interest-bearing liabilities. Interest rate sensitivity gap is defined as the difference between the amount of interest-earning assets maturing or repricing within a specific time period and the amount of interest-bearing liabilities maturing or repricing within the same time period. The static interest sensitivity gap position, while not a complete measure of interest sensitivity, is also reviewed periodically to provide insights related to static repricing structure of assets and liabilities. At September 30, 2000, on a cumulative basis through 12 months, rate-sensitive liabilities exceed rate-sensitive assets, resulting in a 12 month period liability-sensitive position of $5.4 million. When the effective change ratio (the historical relative movement of each asset's and liability's rates in relation to a 100 basis point change in the prime rate) is applied to the interest gap position, the Company is actually in an asset-sensitive position over a 12 month period and the entire repricing lives of the assets and liabilities. This is primarily due to the fact that over 60% of the loan portfolio moves immediately on a one-to-one ratio with a change in the prime rate, while the deposit accounts do not increase or decrease as much relative to a prime rate movement. The Company's asset-sensitive position means that assets reprice faster than the liabilities, which generally results in increases in the net interest income during periods of rising rates and decreases in net interest income when market rates decline. The Company's net interest margin decreased between the first nine months of 1999 and 2000 primarily as a result of the higher cost of liabilities given the general rise in interest rates during the period. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market risk is the risk of loss from adverse changes in market prices and rates. The Company's market risk arises principally from interest rate risk inherent in its lending, deposit and borrowing activities. Management actively monitors and manages its interest rate risk exposure. Although the Company manages other risks, as in credit quality and liquidity risk, in the normal course of business, management considers interest rate risk to be its most significant market risk and it could potentially have the largest material effect on the Company's financial condition and results of operations. Other types of market risks, such as foreign currency exchange rate risk and commodity price risk, do not arise in the normal course of the Company's business activities. The Bank's ALCO monitors and considers methods of managing the rate and sensitivity repricing characteristics of the balance sheet components consistent with maintaining acceptable levels of changes in net portfolio value ("NPV") and net interest income. Net portfolio value represents the market value of portfolio equity and is equal to the market value of assets minus the market value of liabilities, with adjustments made for off-balance sheet items over a range of assumed changes in market interest rates. A primary purpose of the Company's asset and liability management is to manage interest rate risk to effectively invest the Company's capital and to preserve the value created by its core business operations. As such, certain management monitoring processes are designed to minimize the impact of sudden and sustained changes in interest rates on NPV and net interest income. The Company's exposure to interest rate risk is reviewed on a periodic basis by the Board of Directors and the ALCO which is charged with the responsibility to maintain the level of sensitivity of the Bank's net portfolio value within Board approved limits. Interest rate risk exposure is measured using interest rate sensitivity analysis by computing estimated changes in NPV of its cash flows from assets, liabilities, and off-balance sheet items in the event of a range of assumed changes in market interest rates. This analysis assesses the risk of loss in market risk sensitive instruments in the event of a sudden and sustained 100 - 300 basis points increase or decrease in the market interest rates. The Board of Directors has adopted an interest rate risk policy which establishes maximum allowable decreases in NPV in the event of a sudden and sustained increase or decrease in market interest rates. As of September 30, 2000, there was no substantial change from the interest rate sensitivity analysis or the market value of portfolio equity for various changes in interest rates calculated as of December 31, 1999. The foregoing disclosures related to the market risk of the Company should be read in conjunction with the Company's audited consolidated financial statements, related notes and management's discussion and analysis of financial condition and results of operations for the year ended December 31, 1999 included in the Company's 1999 Annual Report on Form 10-K. SUMMIT FINANCIAL CORPORATION PART II. OTHER INFORMATION Item 1. Legal Proceedings. The Corporation and its subsidiaries from time to time may be involved as plaintiff or defendant in various legal actions incident to its business. There are no material actions currently pending. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. No matters were submitted to the shareholders for a vote at any time during the quarter. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: 27.1 Financial Data Schedule (b) Reports on Form 8-K: None. SUMMIT FINANCIAL CORPORATION 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. SUMMIT FINANCIAL CORPORATION Dated: November 8, 2000 /s/ J. Randolph Potter - ------------------------- J. Randolph Potter, President and Chief Executive Officer Dated: November 8, 2000 /s/ Blaise B. Bettendorf - --------------------------- Blaise B. Bettendorf, Senior Vice President and Chief Financial Officer