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 March 31, 2002 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 April 30, 2002, 3,799,133 shares of $1.00 par value common stock were outstanding. SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in Thousands) (Unaudited) March 31, December 31, 2002 2001 ----------- -------------- ASSETS Cash and due from banks. . . . . . . . . . . . . . . . . . $ 7,609 $ 8,579 Interest-bearing bank balances . . . . . . . . . . . . . . 4,292 945 Federal funds sold . . . . . . . . . . . . . . . . . . . . 10,260 925 Investments available for sale . . . . . . . . . . . . . . 46,755 47,400 Investment in Federal Home Loan Bank and other stock . . . 2,083 1,733 Loans, net of unearned income and net of allowance for loan losses of $2,994 and $2,937. . . . . . 206,300 204,104 Premises and equipment, net. . . . . . . . . . . . . . . . 4,339 4,447 Accrued interest receivable. . . . . . . . . . . . . . . . 1,352 1,393 Other assets . . . . . . . . . . . . . . . . . . . . . . . 3,975 3,571 ----------- -------------- $ 286,965 $ 273,097 =========== ============== LIABILITIES AND SHAREHOLDERS' EQUITY Deposits: Noninterest-bearing demand. . . . . . . . . . . . . . . . $ 30,537 $ 29,372 Interest-bearing demand . . . . . . . . . . . . . . . . . 21,636 21,807 Savings and money market. . . . . . . . . . . . . . . . . 80,739 85,388 Time deposits, $100,000 and over. . . . . . . . . . . . . 48,778 41,798 Other time deposits . . . . . . . . . . . . . . . . . . . 46,370 40,413 ----------- -------------- 228,060 218,778 Short-term borrowings. . . . . . . . . . . . . . . . . . . 500 500 Federal Home Loan Bank advances. . . . . . . . . . . . . . 30,900 26,900 Accrued interest payable . . . . . . . . . . . . . . . . . 920 1,194 Other liabilities. . . . . . . . . . . . . . . . . . . . . 1,657 1,124 ----------- -------------- 262,037 248,496 ----------- -------------- Shareholders' equity: Common stock, $1.00 par value; 20,000,000 shares authorized; issued and outstanding 3,796,395 and 3,793,032 shares . . . . . . . 3,796 3,793 Additional paid-in capital. . . . . . . . . . . . . . . . 18,425 18,409 Retained earnings . . . . . . . . . . . . . . . . . . . . 3,152 2,379 Accumulated other comprehensive (loss) income, net of tax (294) 203 Nonvested resticted stock . . . . . . . . . . . . . . . . (151) (183) ----------- -------------- Total shareholders' equity. . . . . . . . . . . . . . 24,928 24,601 ----------- -------------- $ 286,965 $ 273,097 =========== ============== <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 March 31, ----------------------- 2002 2001 ----------- ---------- Interest Income: Loans. . . . . . . . . . . . . . . . . . . . $ 3,768 $ 4,599 Taxable investment securities. . . . . . . . 462 400 Nontaxable investment securities . . . . . . 174 131 Federal funds sold . . . . . . . . . . . . . 21 153 Other. . . . . . . . . . . . . . . . . . . . 40 95 ---------- ---------- 4,465 5,378 ---------- ---------- Interest Expense: Deposits . . . . . . . . . . . . . . . . . . 1,210 2,508 Federal Home Loan Bank advances. . . . . . . 392 252 Other borrowings . . . . . . . . . . . . . . 9 8 ---------- ---------- 1,611 2,768 ---------- ---------- Net interest income. . . . . . . . . . . 2,854 2,610 Provision for loan losses . . . . . . . . . . 125 128 ---------- ---------- Net interest income after provision for loan losses . . . . . . . 2,729 2,482 ---------- ---------- Noninterest Income: Service charges and fees on deposit accounts 127 99 Credit card service fees and income. . . . . 112 105 Insurance commission fee income. . . . . . . 219 120 Gain on sale of investment securities. . . . 16 12 Other income . . . . . . . . . . . . . . . . 208 247 ---------- ---------- 682 583 ---------- ---------- Noninterest Expenses: Salaries, wages and benefits . . . . . . . . 1,367 1,225 Occupancy. . . . . . . . . . . . . . . . . . 160 169 Furniture, fixtures and equipment. . . . . . 182 168 Other operating expenses . . . . . . . . . . 564 517 ---------- ---------- 2,273 2,079 ---------- ---------- Income before income taxes. . . . . . . . . . 1,138 986 Income taxes. . . . . . . . . . . . . . . . . 365 324 ---------- ---------- Net income. . . . . . . . . . . . . . . . . . $ 773 $ 662 ========== ========== Net income per share: Basic. . . . . . . . . . . . . . . . . . . $ .20 $ .18 Diluted. . . . . . . . . . . . . . . . . . $ .18 $ .16 Average shares outstanding: Basic. . . . . . . . . . . . . . . . . . . 3,775,370 3,742,795 Diluted. . . . . . . . . . . . . . . . . . 4,199,312 4,104,999 <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001 (Dollars in Thousands) (Unaudited) Accumulated other Additional comprehensive Nonvested Total Common paid-in Retained (loss) restricted shareholders' stock capital earnings income, net stock equity -------- ------------ --------- --------------- ----------- --------------- Balance at December 31, 2000. . . . . . . . . $ 3,598 $ 16,803 $ 1,425 $ 32 ($330) $ 21,528 Net income for the three months ended March 31, 2001 . . . . . . . . . . . . - - 662 - - 662 Other comprehensive income: Unrealized holding gains arising during the period, net of tax of $134. . . . . . . - - - 221 - - Less: reclassification adjustment for gains included in net income, net of tax of ($4). - - - (8) - - --------------- Other comprehensive income . . . . . . . . . - - - 213 - 213 --------------- --------------- Comprehensive income. . . . . . . . . . . . . - - - - - 875 --------------- Forfeiture of common stock issued pursuant to restricted stock plan . . . . . . . . . . (2) (19) - - 21 - Amortization of deferred compensation on restricted stock . . . . . . - - - - 30 30 -------- ------------ --------- --------------- ----------- --------------- Balance at March 31, 2001 . . . . . . . . . . $ 3,596 $ 16,784 $ 2,087 $ 245 ($279) $ 22,433 ======== ============ ========= =============== =========== =============== Balance at December 31, 2001. . . . . . . . . $ 3,793 $ 18,409 $ 2,379 $ 203 ($183) $ 24,601 Net income for the three months ended March 31, 2002 . . . . . . . . . . . . - - 773 - - 773 Other comprehensive loss: Unrealized holding losses arising during the period, net of tax of ($299). . . . . . - - - (487) - - Less: reclassification adjustment for gains included in net income, net of tax of ($6). - - - (10) - - --------------- Other comprehensive loss . . . . . . . . . . - - - (497) - (497) --------------- --------------- Comprehensive income. . . . . . . . . . . . . - - - - - 276 --------------- Stock options exercised . . . . . . . . . . . 3 16 - - - 19 Amortization of deferred compensation on restricted stock . . . . . . - - - - 32 32 -------- ------------ --------- --------------- ----------- --------------- Balance at March 31, 2002 . . . . . . . . . . $ 3,796 $ 18,425 $ 3,152 ($294) ($151) $ 24,928 ======== ============ ========= =============== =========== =============== <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) For the Three Months Ended March 31, ------------------ 2002 2001 -------- -------- Cash flows from operating activities: Net income . . . . . . . . . . . . . . . . . . . . . . . . . $ 773 $ 662 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses . . . . . . . . . . . . . . . . 125 128 Depreciation and amortization . . . . . . . . . . . . . . 135 117 Gain on sale of equipment and vehicles. . . . . . . . . . - (13) Gain on sale of investments available for sale. . . . . . (16) (12) Net amortization of net premium on investments. . . . . . 51 11 Amortization of deferred compensation on restricted stock 32 30 Decrease (increase) in other assets . . . . . . . . . . . 15 (197) Increase in other liabilities . . . . . . . . . . . . . . 259 431 Deferred income taxes . . . . . . . . . . . . . . . . . . (73) (70) -------- -------- Net cash provided by operating activities . . . . . . . . . . 1,301 1,087 -------- -------- Cash flows from investing activities: Purchases of securities available for sale. . . . . . . . . (5,057) (7,936) Proceeds from maturities of securities available for sale . . . . . . . . . . . . . . . . . . . . 2,376 2,449 Proceeds from sales of securities available for sale. . . . 2,489 508 Purchases of investments in FHLB and other stock. . . . . . (350) - Net increase in loans . . . . . . . . . . . . . . . . . . . (2,321) (3,895) Purchases of premises and equipment . . . . . . . . . . . . (27) (507) Proceeds from sale of equipment and vehicles. . . . . . . . - 25 -------- -------- Net cash used in investing activities . . . . . . . . . . . . (2,890) (9,356) -------- -------- Cash flows from financing activities: Net increase in deposit accounts. . . . . . . . . . . . . . 9,282 7,338 Proceeds from FHLB advances . . . . . . . . . . . . . . . . 4,000 - Proceeds from employee stock options exercised. . . . . . . 19 - -------- -------- Net cash provided by financing activities . . . . . . . . . . 13,301 7,338 -------- -------- Net increase (decrease) in cash and cash equivalents. . . . . 11,712 (931) Cash and cash equivalents, beginning of period. . . . . . . . 10,449 29,395 -------- -------- Cash and cash equivalents, end of period. . . . . . . . . . . $22,161 $28,464 ======== ======== SUPPLEMENTAL INFORMATION: Cash paid during the period for interest. . . . . . . . . . . $ 1,885 $ 2,714 Cash paid during the period for income taxes. . . . . . . . . $ 37 $ 30 Change in market value of investment securities available for sale, net of income taxes. . . . . . . . . . . ($497) $ 213 <FN> SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SUMMIT FINANCIAL CORPORATION CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2002 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 four full service branch locations in Greenville and 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 March 31, 2002 and for the three month periods ended March 31, 2002 and 2001 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 March 31, 2002, and the results of operations and cash flows for the periods ended March 31, 2002 and 2001 have been included. The results for the three month period ended March 31, 2002 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 accounting principles generally accepted in the United States of America ("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 GAAP and should be read in conjunction with the Company's audited consolidated financial statements and related notes for the year ended December 31, 2001 included in the Company's 2001 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 $22,161,000 and $28,464,000 at March 31, 2002 and 2001, respectively. NOTE 3 - NONPERFORMING ASSETS: Loans past due in excess of 90 days and still accruing interest amounted to approximately $116,000 and $136,000 at March 31, 2002 and 2001, respectively. There were no non-accrual or impaired loans at March 31, 2002. At March 31, 2001 the Company had $1.2 million in non-accrual loans which were considered to be impaired under Statement of Financial Accounting Standards 114. The average balance of impaired loans was $1,245,000 for the three month period ended March 31, 2001 and there was no impairment allowance required at that date. Interest income recognized on impaired loans during the first quarter of 2001 was approximately $27,000. Other real estate owned ("OREO") at March 31, 2001 totaled $243,000, while there was no OREO at March 31, 2002. NOTE 4 - 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 months ended March 31, 2002 and 2001. 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. Three Months Ended March 31, ---------------------------------------------- 2002 2002 2001 2001 ---------- ---------- ---------- ---------- BASIC DILUTED BASIC DILUTED ---------- ---------- ---------- ---------- Net Income . . . . . . . . . . $ 773,000 $ 773,000 $ 662,000 $ 662,000 ---------- ---------- ---------- ---------- Average shares outstanding . . 3,775,370 3,775,370 3,742,795 3,742,795 Effect of Dilutive Securities: Stock options. . . . . . . - 403,752 - 327,115 Unvested restricted stock. - 20,190 - 35,089 ---------- ---------- ---------- ---------- 3,775,370 4,199,312 3,742,795 4,104,999 ---------- ---------- ---------- ---------- Per-share amount . . . . . . . $ 0.20 $ 0.18 $ 0.18 $ 0.16 NOTE 5 - 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. At and for the three months ended March 31, 2002 Bank Finance Corporate Total -------- -------- ----------- -------- Interest income . . . . . $ 3,950 $ 520 ($5) $ 4,465 Interest expense. . . . . 1,606 45 (40) 1,611 -------- -------- ----------- -------- Net interest income . . . 2,344 475 35 2,854 Provision for loan losses 50 75 0 125 Other income. . . . . . . 606 91 (15) 682 Other expenses. . . . . . 1,902 369 2 2,273 -------- -------- ----------- -------- Income before taxes . . . 998 122 18 1,138 Income taxes. . . . . . . 313 45 7 365 -------- -------- ----------- -------- Net income. . . . . . . . $ 685 $ 77 $ 11 $ 773 ======== ======== =========== ======== Net loans . . . . . . . . $203,750 $ 3,056 ($506) $206,300 ======== ======== =========== ======== Total assets. . . . . . . $283,237 $ 3,627 $ 101 $286,965 ======== ======== =========== ======== At and for the three months ended March 31, 2001 Bank Finance Corporate Total -------- -------- ----------- -------- Interest income . . . . . $ 4,921 $ 477 ($20) $ 5,378 Interest expense. . . . . 2,759 79 (70) 2,768 -------- -------- ----------- -------- Net interest income . . . 2,162 398 50 2,610 Provision for loan losses 95 33 0 128 Other income. . . . . . . 505 90 (12) 583 Other expenses. . . . . . 1,704 371 4 2,079 -------- -------- ----------- -------- Income before taxes . . . 868 84 34 986 Income taxes. . . . . . . 277 34 13 324 -------- -------- ----------- -------- Net income. . . . . . . . $ 591 $ 50 $ 21 $ 662 ======== ======== =========== ======== Net loans . . . . . . . . $179,367 $ 3,018 ($657) $181,728 ======== ======== =========== ======== Total assets. . . . . . . $255,541 $ 3,667 ($719) $258,489 ======== ======== =========== ======== 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, 2001. Results of operations for the three month period ended March 31, 2002 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 March 31, 2002, the Company's net income totaled $773,000 or $.18 per diluted share. This is compared to net income of $662,000 or $.16 per diluted share for the same quarterly period of 2001 or an increase of 17%. BALANCE SHEET ACTIVITY Total assets increased $13.9 million or 5.1% from December 31, 2001 to March 31, 2002 to total $287.0 million. Deposits increased approximately $9.3 million or 4.2% during the period totaling $228.1 million. A majority of the increase in deposits was in the time deposit categories which increased $12.9 million, offset somewhat by the $4.6 million decrease in money market accounts during the first quarter of 2002. The increase in deposits, combined with $4 million in new Federal Home Loan Bank advances, funded gross loan growth of $2.2 million, and the $12.7 million increase in federal funds sold and interest-bearing deposits during the same period. ALLOWANCE FOR LOAN LOSSES AND NON-PERFORMING ASSETS The allowance for loan losses is established through charges in the form of a provision for loan losses based on management's periodic evaluation of the loan portfolio. Loan losses and recoveries are charged or credited directly to the allowance. The amount of the allowance reflects management's opinion of an adequate level to absorb probable losses inherent in the loan portfolio at March 31, 2002. The amount charged to the provision and the level of the allowance is based on management's judgment and is dependent upon growth in the loan portfolio, the total amount of past due loans and nonperforming loans, known loan deteriorations, and 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. The Company considers its policies regarding the allowance for loan losses to be its most critical accounting policy due to the significant degree of management judgment involved. Management maintains an allowance for loan losses which it believes adequate to cover probable losses in the loan portfolio. It must be emphasized, however, that the determination of the allowance for loan losses using the Company's procedures and methods rests upon various judgments and assumptions about future economic conditions, events, and other factors affecting loans which are believed to be reasonable, but which may or may not prove valid. While it is the Company's policy to provide for the loan losses in the current period in which a loss is considered probable, there are additional risks of future losses which cannot be quantified precisely or attributed to particular loans or classes of loans. Because these risks include the state of the economy, industry trends, and conditions affecting individual borrowers, management's judgment of the allowance is necessarily approximate and imprecise. No assurance can be given that the Company will not in any particular period sustain loan losses which would be sizable in relationship to the amount reserved or that subsequent evaluation of the loan portfolio, in light of conditions and factors then prevailing, will not require significant changes in the allowance for loan losses or future charges to earnings. The allowance for loan losses is also subject to review by various regulatory agencies through their periodic examinations of the Company's subsidiaries. Such examination could result in required changes to the allowance for loan losses. No adjustment in the allowance or significant adjustments to the Bank's internal classified loans were made as a result of the Bank's most recent examination performed by the Office of the Comptroller of the Currency. The allowance for loan losses totaled $3.0 million, or 1.43% of total loans, at March 31, 2002. This is compared to an allowance of $2.9 million, or 1.42% of total loans, at December 31, 2001. For the quarter ended March 31, 2002, the Company reported net charge-offs of $67,000, or 0.13% (annualized) of average loans. This is compared to net charge-offs of $50,000, or 0.11% (annualized) of average loans, for the comparable quarter of 2001. The Company's nonperforming assets consist of loans on nonaccrual basis, loans which are contractually past due 90 days or more on which interest is still being accrued, and other real estate owned ("OREO"). Loans past due 90 days and greater totaled $116,000, or 0.06% of gross loans, at March 31, 2002 compared to $136,000, or 0.07% of gross loans, at March 31, 2001. Loans on non-accrual totaled $1.2 million at March 31, 2001. There were no loans on nonaccrual at the 2002 first quarter end. Generally, loans of the Bank are placed on non-accrual status at the earlier of when they are 90 days past due or when the collection of the loan becomes doubtful. Loans of the Finance Company are not classified as non-accrual, but are charged-off when such become 150 days contractually past due or earlier if the loan is deemed uncollectible. There were no loans considered to be impaired under Statement of Financial Accounting Standards 114 and no other real estate owned acquired in partial or total satisfaction of problem loans ("OREO") at March 31, 2002. Impaired loans, which were on non-accrual status, at March 31, 2001, totaled $1.2 million. OREO at March 31, 2001 totaled $243,000. EARNINGS REVIEW FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001 GENERAL The Company reported consolidated net income for the three months ended March 31, 2002 of $773,000, compared to net income of $662,000 for the three months ended March 31, 2001, or an improvement of approximately $111,000 or 17%. Contributors to increased earnings for the first quarter of 2002 were the 13% growth in average earning assets, the 42% reduction in interest expense due to lower cost of funds, and the 17% increase in noninterest income which was primarily in the area of nondeposit product sales. The increases in income were somewhat offset by the 9% increase in overhead associated with the greater number of accounts and higher level of activity at the Bank. 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 three months ended March 31, 2002, the Company recorded net interest income of $2.9 million, a 9.3% increase from the net interest income of $2.6 million for the three months ended March 31, 2001. 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 13.2% and 13.4% respectively, offset by the 13 basis point decrease in the net interest margin for the Company. For the three months ended March 31, 2002 and 2001, the Company's net interest margin was 4.52% and 4.65%, respectively. The net interest margin is calculated as annualized net interest income divided by year-to-date average earning assets. The decrease in net interest margin is related primarily to the 246 basis point reduction in the average yield on assets related to the decreasing interest rate environment throughout 2002. The lower yields were offset somewhat by the 277 basis point reduction in the average cost of funds related to maturity of higher priced promotional time deposits which renewed at lower current market rates. During the period between the first quarter of 2001 and 2002, the average prime rate decreased 388 basis points resulting in an average prime rate of 4.75% for the first quarter of 2002 compared to 8.63% for the first quarter of the prior year. INTEREST INCOME For the three months ended March 31, 2002, the Company's earning assets averaged $264.4 million and had an average yield of 6.99%. This compares to average earning assets of $233.6 million for the first three months of 2001, yielding approximately 9.45%. Thus, the 13.2% increase in volume of average earning assets, offset by the 246 basis point decrease in average yield, accounts for the $913,000 (17.0%) decrease in interest income between the first quarters of 2001 and 2002. Gross loans comprised approximately 78% of the Company's average earning assets for the first three months of 2002 and 2001. The majority of the Company's loans are tied to the prime rate (over 60% of the Bank's portfolio is at floating rates at March 31, 2002), which averaged 4.75% and 8.63% for the three months ended March 31, 2002 and 2001, respectively. During the first three months of 2002, loans averaged $207.5 million, yielding an average of 7.37%, compared to $181.8 million, yielding an average of 10.26% for the first three months of 2001. The 289 basis point decrease in the average yield on loans is directly related to the drastic reductions in the general interest rate environment and lower prime lending rate during 2001. The higher level of average loans (which increased 14.1%), was more than offset by the lower average yields and resulted in the reduction in interest income on loans of $831,000 or 18.1%. Investment securities averaged $47.0 million or 17.8% of average earning assets and yielded 6.25% (tax equivalent basis) during the first three months of 2002, compared to average securities of $34.2 million yielding 7.09% (tax equivalent basis) for the three months ended March 31, 2001. The decrease in the average yield of the investment portfolio is related to the general declines in market interest rates during 2001, the portfolio mix, and the timing of security calls and maturities which were reinvested in significantly lower current market rate instruments. The 37.6% increase in average securities, offset somewhat by the decrease in yield, resulted in the increase of interest income on securities of $105,000 or 19.7%. INTEREST EXPENSE The Company's interest expense for the three months ended March 31, 2002 was $1.6 million. The decrease in interest expense of $1.2 million, or 41.8%, from the comparable three months in 2001 of $2.8 million was related to the 13.4% increase in the level of average interest-bearing liabilities being more than offset by the 277 basis point decrease in the average rate on liabilities. Interest-bearing liabilities averaged $223.7 million for the first three months of 2002 with an average rate of 2.92%. This is compared to average interest-bearing liabilities of $197.3 million with an average rate of 5.69% for the three months ended March 31, 2001. The decrease in average rate on liabilities is directly related to the general reductions in market interest rates and the maturities of promotional rate deposits which were renewed or repriced at lower current market rates. PROVISION FOR LOAN LOSSES The provision for loan losses was $125,000 for the first quarter of 2002, compared to $128,000 for the comparable period of 2001. Changes in the provision each year are related to the level of net originations in each period as follows: $2.3 million for the quarter ended March 31, 2002 and $3.9 million for the 2001 quarter. As discussed further under the "Allowance for Loan Losses" section above, other factors influencing the amount charged to the provision each year include (1) trends in and the total amount of past due, classified and nonperforming loans and net chargeoffs, (2) concentrations of credit risk in the loan portfolio, (3) local and national economic conditions and anticipated trends, and (4) the total outstanding loans and charge-off activity of the Finance Company which have higher inherent risk than do loans of the Bank. Although the net originations were lower in the first quarter of 2002, contributing to the higher provision in 2002 was the net charge-off activity of the Finance Company which increased $39,000 or 81.7% between the two quarterly periods. Estimates charged to the provision for loan losses are based on management's judgment as to the amount required to cover probable losses in the loan portfolio and are adjusted as necessary. NONINTEREST INCOME AND EXPENSES Noninterest income, which is primarily related to service charges on customers' deposit accounts; credit card merchant discount fees; commissions on nondeposit investment product sales and insurance product sales; and mortgage origination fees, was $682,000 for the three months ended March 31, 2002 compared to $583,000 for the first three months of 2001, or an increase of 17.0%. The increase is primarily related to higher insurance commission and other nondeposit income and higher service charge on deposit accounts. The increases 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 three months ended March 31, 2002, noninterest expenses were $2.3 million which is an increase of 9.3% over the amount incurred for the three months ended March 31, 2001 of $2.1 million. The most significant item included in other expenses is salaries, wages and benefits which totaled $1.4 million for the three months ended March 31, 2002 as compared to $1.2 million for the three months ended March 31, 2001. The increase of $142,000 or 11.6% is a result of normal annual raises, higher commission on the increased nondeposit product sales, increased payroll taxes related to the amount and timing of year end bonus payments, group health plan premium rate increases, and four additional support staff added throughout 2001. Occupancy and furniture, fixtures, and equipment ("FFE") expenses were up a total of $5,000 or 1.5% between the first three months of 2001 and 2002. There were no significant changes in or additions to property and premises between the two quarterly periods. Included in the line item "other operating expenses", which increased $47,000 or 9.1% from the comparable period of 2001, 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 increase is primarily related to higher legal and loan collection expenses ($31,000) related to the nonperforming loans collected in the first quarter of 2002 and increases in advertising expenses ($15,000) related to new marketing campaigns. Other fluctuations related to deposit related expenses which increase in relation to higher levels of accounts. INCOME TAXES For the three months ended March 31, 2002, the Company reported $365,000 in income tax expense, or an effective tax rate of 32.1%. This is compared to income tax expense of $324,000 for the same period of the prior year, or an effective tax rate of 32.9%. 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, assets which can be easily 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 (exclusive of cash flow on loans) accounted for 16% of average assets for both the three month periods ended March 31, 2002 and 2001, 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 March 31, 2002, the Company had approximately $27.1 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 $3.2 million in available liquidity remaining from its initial public offering and the retention of earnings. A total of $2.2 million of this liquidity was advanced to the Finance Company in the form of an intercompany loan to fund its operations as of March 31, 2002. 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 March 31, 2002. Additional sources of liquidity for Summit Financial include borrowing funds from unrelated correspondent banks, 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. OFF-BALANCE SHEET COMMITMENTS The Company is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit and involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheet. The Company's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amounts of those instruments. The Company uses the same credit and collateral policies in making commitments and conditional obligations as it does for on-balance sheet instruments. The Company evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained if deemed necessary by the Company upon extension of credit is based on management's credit evaluation. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. As of March 31, 2002, there was no substantial change from the Company's commitments reported as of December 31, 2001. The foregoing disclosures 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, 2001 included in the Company's 2001 Annual Report on Form 10-K. EFFECT OF INFLATION AND CHANGING PRICES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America 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. Unlike most industries, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates generally have a more significant effect in the financial institution's performance than does the effect of 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 decreases in net interest income during periods of declining interest rates, as experienced in 2001. This may cause a decrease in the net interest margin until the fixed rate deposits mature and are repriced at lower 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, an increase in net interest income) is generally realized in a rising 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 in the short-term if interest rates rise and will decrease in the short-term if interest rates decline. 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 March 31, 2002, on a cumulative basis through 12 months, rate-sensitive liabilities exceed rate-sensitive assets, resulting in a 12 month period liability sensitive position of $23.7 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 short-term increases in the net interest income during periods of rising rates and short-term decreases in net interest income when market rates decline. CAPITAL RESOURCES Total shareholders' equity at March 31, 2002 was $24.9 million or 8.7% of total assets. This is compared to $24.6 million or 9.0% of total assets at December 31, 2001. The $327,000 increase in total shareholders' equity resulted principally from the retention of earnings and stock issued pursuant to the Company's incentive stock option plan, offset partially by the increases in unrealized loss on investments available for sale. Book value per share at March 31, 2002 and December 31, 2001 was $6.57 and $6.49, respectively. Tangible book value per share at March 31, 2002 and December 31, 2001 was $6.52 and $6.44, respectively. Tangible book value was less than book value as a result of the purchase premiums associated with branch acquisitions of Freedom Finance. 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. The Company has no commitments or immediate plans for any significant capital expenditures outside the normal course of business. 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 March 31, 2002, that the Company and the Bank meet all capital adequacy requirements to which they are subject. At March 31, 2002 and 2001, 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 March 31, 2002 and 2001 as well as the minimum calculated amounts for each regulatory defined category. RISK-BASED CAPITAL CALCULATION TO BE FOR CAPITAL CATEGORIZED ADEQUACY "WELL- ACTUAL PURPOSES CAPITALIZED" --------------- -------------- --------------- AMOUNT RATIO AMOUNT RATIO AMOUNT RATIO ------- ------ ------- ------ ------- ------ AS OF MARCH 31, 2002 THE COMPANY Total capital to risk-weighted assets. $27,986 12.51% $17,895 8.00% N.A. Tier 1 capital to risk-weighted assets $25,190 11.26% $ 8,947 4.00% N.A. Tier 1 capital to average assets . . . $25,190 9.02% $11,171 4.00% N.A. THE BANK Total capital to risk-weighted assets. $24,473 11.10% $17,637 8.00% $22,046 10.00% Tier 1 capital to risk-weighted assets $21,717 9.85% $ 8,818 4.00% $13,227 6.00% Tier 1 capital to average assets . . . $21,717 7.88% $11,025 4.00% $13,782 5.00% AS OF MARCH 31, 2001 THE COMPANY Total capital to risk-weighted assets. $24,698 12.19% $16,205 8.00% N.A. Tier 1 capital to risk-weighted assets $22,166 10.94% $ 8,102 4.00% N.A. Tier 1 capital to average assets . . . $22,166 8.96% $ 9,891 4.00% N.A. THE BANK Total capital to risk-weighted assets. $21,506 10.78% $15,954 8.00% $19,942 10.00% Tier 1 capital to risk-weighted assets $19,082 9.57% $ 7,977 4.00% $11,965 6.00% Tier 1 capital to average assets . . . $19,082 7.80% $ 9,781 4.00% $12,227 5.00% ACCOUNTING, REPORTING AND REGULATORY MATTERS In July 2001, SFAS 141, "Business Combinations" and SFAS 142, "Goodwill and Other Intangible Assets" were issued. SFAS 141 requires that the purchase method of accounting be used for all business combinations initiated after June 30, 2001. SFAS 141 also specifies criteria which intangible assets acquired in a purchase method business combination must meet to be recognized and reported apart from goodwill. SFAS 142 requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead be tested for impairment at least annually in accordance with the provisions of SFAS 142. SFAS 142 also requires that intangible assets with estimable useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment in accordance with SFAS 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of". The Company was required to adopt the provisions of SFAS 141 immediately and has adopted SFAS 142 effective January 1, 2002. SFAS 141 requires that upon adoption of SFAS 142, the Company evaluate its existing intangible assets and goodwill that were acquired in any prior purchase business combination and make any necessary reclassifications in order to conform with the new criteria in SFAS 141 for recognition apart from goodwill. Upon adoption of SFAS 142, the Company was required to reassess the useful lives and residual values of all intangible assets acquired, and make any necessary amortization period adjustments by the end of the first interim period after adoption. In addition, to the extent an intangible asset is identified as having an indefinite useful life, the Company will be required to test the intangible asset for impairment in accordance with the provisions of SFAS 142 within the first interim period. Any impairment loss will be measured as of the date of adoption and recognized as the cumulative effect of a change in accounting principles in the first interim period. In connection with SFAS 142's transitional goodwill impairment evaluation, the statement requires the Company to perform an assessment of whether there is an indication that goodwill is impaired as of the date of adoption. To accomplish this, the Company must identify its reporting units and determine the carrying value and the fair value of each reporting unit by assigning the assets and liabilities, including the existing goodwill and intangible assets, to those reporting units as of the date of adoption. To the extent a reporting unit's carrying amount exceeds its fair value, an indication exists that the reporting unit's goodwill may be impaired and the Company must perform the second step of the transitional impairment test. In the second step, the Company must compare the implied fair value of the reporting unit's goodwill to its carrying amount, both of which would be measured as of the date of adoption. This second step is required to be completed as soon as possible, but no later than the end of the year of adoption. Any transitional impairment loss will be recognized as the cumulative effect of a change in accounting principle in the Company's statement of operations. The Company adopted SFAS No. 142 effective January 1, 2002. The adoption of SFAS 142 did not have a material effect on results of operations during the first quarter. As of the date of adoption, the Company's gross carrying amount for goodwill associated with its previous acquisitions totaled $184,000, net of accumulated amortization. For the year ended December 31, 2001, the amortization of goodwill was $157,000 and for the quarter ended March 31, 2001, amortization totaled $39,000. The amortization of goodwill ceased effective January 1, 2002. Information regarding the effect of amortization expense and net income of the Company for the quarters ended March 31, 2002 and March 31, 2001 follows: For the Quarters Ended March 31, 2002 2001 ----- ----- Net income as reported. . . . . . . . . $ 773 $ 662 Goodwill amortization, net of taxes . . - 26 ----- ----- Adjusted net income . . . . . . . . . . $ 773 $ 688 ===== ===== Basic earnings per share, as reported . $0.20 $0.18 Goodwill amortization, net of taxes . . - - ----- ----- Adjusted basic earnings per share . . . $0.20 $0.18 ===== ===== Diluted earnings per share, as reported $0.18 $0.16 Goodwill amortization, net of taxes . . - 0.01 ----- ----- Adjusted diluted earnings per share . . $0.18 $0.17 ===== ===== In August 2001, SFAS 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" was issued which addresses the financial accounting and reporting for the impairment or disposal of long-lived assets. While SFAS 144 supercedes SFAS 121, "Accounting for the Impaiment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of", it retains many of the fundamental provisions of SFAS 121. The provisions of SFAS 144 are effective for financial statements issued for fiscal years beginning after December 15, 2001, and interim periods within those fiscal years. The Company adopted SFAS 144 on January 1, 2002 with no material effect on the Company. 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 March 31, 2002, 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, 2001. 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, 2001 included in the Company's 2001 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: None (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: May 7, 2002 /s/ J. Randolph Potter - ------------------------- J. Randolph Potter, President and Chief Executive Officer Dated: May 7, 2002 /s/ Blaise B. Bettendorf - --------------------------- Blaise B. Bettendorf, Senior Vice President and Chief Financial Officer