Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter ended March 31, 1997 Commission File Number: 0-19212 ---------- JEFFERSONVILLE BANCORP (Exact name of Registrant as specified in its charter) New York 22-2385448 -------- ---------- (State or other jurisdiction of (I.R.S. Employer identification No.) incorporation or organization) P. O. Box 398, Jeffersonville, New York 12748 ------------------------------ -------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (914) 482-4000 -------------- 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 proceeding 12 months (or for such shorter period that the Registrant was required to file such report(s), 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: Number of Shares Outstanding Class of Common Stock as of April 17, 1997 - --------------------- -------------------- $0.50 par value 1,182,727 INDEX TO FORM 10-Q Page Part 1 Item 1 Consolidated Interim Financial Statements (Unaudited) Consolidated Balance Sheets at March 31, 1997 and December 31, 1996 1 Consolidated Statements of Income for the Three Months ended March 31, 1997 and 1996 2 Consolidated Statements of Cash Flows for the Three Months ended March 31, 1997 and 1996 3-4 Notes to Consolidated Interim Financial Statements 5 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 6-8 Part 2 Item 1 Legal Proceedings NONE Item 2 Changes in Securities NONE Item 3 Defaults upon Senior Securities NONE Item 4 Submission of Matters to a Vote of Security Holders NONE Item 5 Other Information NONE Item 6 Exhibits and Reports on Form 8-K NONE Signatures 9 Jeffersonville Bancorp Consolidated Balance Sheets March 31, December 31, 1997 1996 --------------- ------------- (Unaudited) ASSETS Cash and due from banks $ 6,342,000 $ 4,723,000 Federal funds sold 0 1,300,000 ----------------- ----------------- CASH AND CASH EQUIVALENTS 6,342,000 6,023,000 ----------------- ----------------- Securities available for sale, at fair value 71,868,000 64,842,000 Investment securities, estimated fair value of $3,518,000 in 1997 and $3,518,000 in 1996 3,603,000 3,401,000 Loans, less allowance for loan losses of $1,700,000 in 1997 and $1,711,000 in 1996 119,525,000 115,605,000 Accrued interest receivable 1,455,000 1,168,000 Federal Home Loan Bank stock 753,000 717,000 Premises and equipment 2,597,000 2,602,000 Other real estate owned 893,000 831,000 Other assets 1,259,000 924,000 ----------------- ----------------- ----------------- ----------------- TOTAL ASSETS $ 208,295,000 $ 196,113,000 ----------------- ------------------- ----------------- ------------------- LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits: Demand deposits (non-interest bearing) $ 23,006,000 $ 22,044,000 Now and super now deposits 27,216,000 26,541,000 Savings and insured money market deposits 50,584,000 53,665,000 Time deposits 76,445,000 70,680,000 ----------------- ----------------- -------------------- ------------------- TOTAL DEPOSITS 177,251,000 172,930,000 -------------------- ------------------- Short- term debt 3,438,000 529,000 Federal Home Loan Bank advance 5,000,000 0 Accrued expenses and other liabilities 1,553,000 1,679,000 -------------------- ------------------- TOTAL LIABILITIES 187,242,000 175,138,000 -------------------- ------------------- Stockholders' equity: Series A preferred stock: no par value: 2,000,000 shares authorized, none issued: - Common stock; $.50 par value; 2,225,000 shares authorized; 1,234,711 shares issued and 1,182,727 shares outstanding 617,000 617,000 Paid-in capital 447,000 447,000 Treasury stock, 51,984 shares (206,000) (206,000) Undivided profits 20,296,000 19,795,000 Net unrealized gain (loss) on securities available for sale, net of tax (101,000) 322,000 ----------------- ----------------- --- -- TOTAL STOCKHOLDERS' EQUITY 21,053,000 20,975,000 -------------------- ------------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 208,295,000 $ 196,113,000 -------------------- ------------------- -------------------- ------------------- -------------------- ------------------- See accompanying notes to consolidated interim financial statements Jeffersonville Bancorp Consolidated Statements of Income For the Three Months Ended March 31, 1997 1996 ----------------- ------------------ (Unaudited) (Unaudited) INTEREST INCOME Loan interest and fees $ 2,683,000 $ 2,558,000 Federal funds sold 28,000 53,000 Investment securities and securities available for sale Taxable 640,000 658,000 Non-taxable 398,000 388,000 ------------------- ------------------ TOTAL INTEREST INCOME 3,749,000 3,657,000 ------------------- ------------------ INTEREST EXPENSE Deposits 1,581,000 1,510,000 Federal funds purchased and other short-term debt 6,000 3,000 Federal Home Loan Bank advance 23,000 23,000 ------------------- ------------------ TOTAL INTEREST EXPENSE 1,610,000 1,536,000 ------------------- ------------------ NET INTEREST INCOME 2,139,000 2,121,000 Provision for loan losses (90,000) 0 ------------------- ------------------ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 2,049,000 2,121,000 ------------------- ------------------ OPERATING INCOME Service charges 171,000 163,000 Other non-interest income 94,000 57,000 265,000 220,000 ------------------- ------------------ Salaries and wages 676,000 658,000 Employee benefits 197,000 190,000 Occupancy and equipment expenses 291,000 223,000 Other real estate owned expense, net 103,000 54,000 Other operating expense 425,000 393,000 ------------------- ------------------ 1,692,000 1,518,000 ------------------- ------------------ Income before income taxes 622,000 823,000 Income taxes (121,000) (201,000) ------------------- ------------------ NET INCOME $ 501,000 $ 622,000 ------------------ ------------------ ------------------- ------------------ Net income per share 0.42 $ 0.51 -------------------- ------------------ -------------------- ------------------ Shares outstanding 1,182,746 1,226,441 -------------------- ------------------ See accompanying notes to consolidated interim financial statements Jeffersonville Bancorp Statements of Cash Flows Three months ending March 31 1997 1996 OPERATING ACTIVITIES (Unaudited) (Unaudited) Net income $ 501,000 $ 622,000 Adjustments to reconcile net income to net cash provided by operating activities: Write down of other real estate owned 54,000 12,000 Provision for loan losses 90,000 - Depreciation and amortization 88,000 75,000 Loss on sale of securities available for sale , net 4,000 - Increase in accrued interest receivable (287,000) (279,000) Decrease in other assets (44,000) (12,000) Increase (decrease) in accrued expenses and other liabilities (126,000) 224,000 ------------- ------------ TOTAL ADJUSTMENTS (221,000) 20,000 NET CASH PROVIDED BY OPERATING ACTIVITIES 280,000 642,000 ------------- ------------ INVESTING ACTIVITIES Proceeds from maturity and calls of securities available for sale 1,836,000 5,323,000 Proceeds from sales of securities available for sale - - Purchase of securities available for sale (9,580,000) (16,421,000) Purchase of Federal Home Loan Bank stock (36,000) Proceeds from maturity and calls of investment securities 197,000 180,000 Purchase of investment securities (399,000) (173,000) Net increase in loans (4,126,000) (1,206,000) Purchases of premises and equipment (83,000) (75,000) Cash proceeds from sale of other real estate owned 0 94,000 ------------- ------------ ------------- ------------ NET CASH USED BY INVESTING ACTIVITIES (12,191,000) (12,278,000) ------------- ------------ FINANCING ACTIVITIES Net increase in deposits accounts 4,321,000 3,696,000 Increase in short-term debt 2,909,000 3,776,000 Purchase and retirement of common stock 0 (427,000) Increase in long-term debt 5,000,000 23,000 ------------- ------------ NET CASH PROVIDED BY FINANCING ACTIVITIES 12,230,000 7,068,000 ------------- ------------ NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 319,000 (4,568,000) Cash and cash equivalents at beginning of period 6,023,000 10,038,000 ------------- ------------ Cash and cash equivalents at end of period $ 6,342,000 $ 5,470,000 ============= ============ Supplemental disclosure of cash flow information-cash paid during the year for: Interest $ 1,605,000 $ 1,427,000 =========== =========== Taxes $ 99,000 $ 18,000 =========== =========== Transfer of loans to other real estate owned $ 116,000 $ 142,000 =========== =========== Supplemental schedule of noncash investing activities: Change in net unrealized (gain) loss on securities available for sale,net of tax $ (423,000) $ 2,107,000 Change in deferred tax (benefit) on unrealized gain (loss) on securities available for sale $ (291,000) $ 865,000 See accompanying notes to consolidated interim financial statements JEFFERSONVILLE BANCORP NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS March 31, 1997 (Unaudited) A. Financial Statement Presentation In the opinion of Management of Jeffersonville Bancorp, the accompanying unaudited interim Consolidated Financial Statements contain all adjustments necessary to present the financial position as of March 31, 1997 and December 31, 1996, the Results of Operations for three month periods ended March 31, 1997 and 1996, and Cash Flows for the three month periods ended March 31, 1997 and 1996. All adjustments are normal and recurring. The accompanying unaudited consolidated interim financial statements should be read in conjunction with Jeffersonville Bancorp's consolidated year-end financial statements, including notes thereto, which are included in Jeffersonville Bancorp's 1996 Annual Report. B. Earnings per share Earnings per share was calculated for the three month periods ended March 31, 1997 and 1996 based on weighted average shares outstanding of 1,182,746 and 1,226,441, respectively. Item 2: Management's discussion and analysis of Financial Conditions and Results of Operations A. Overview - Financial Conditions During the period from December 31, 1996 to March 31, 1997, total assets increased $12,182,000 or 6.21%. Investment securities available for sale increased $7,026,000 or 10.84%. This increase was the result of increased funds available after loan demand was satisfied, and a $5,000,000 deployment of funds borrowed and invested in U.S. Government Agency Securities. The balance of the increase in funds was invested in tax exempt securities as well as short to intermediate term taxable securities. Federal funds sold, a short term investment, was reduced from $1,300,000 to zero as part of the funds redeployment. Net loans increased from $115,605,000 at year end 1996 to $119,525,000 at March 31, 1997, an increase of $3,920,000 or 3.39%. The new Home Equity Loan product which was successfully launched during the first quarter of 1996 now stands at $5,139,000, an increase of $809,000 from December 31,1996 Deposits increased from $172,930,000 at December 31, 1996 to $177,251,000 at March 31, 1997, an increase of $4,321,000 or 2.50%. Growth in deposits occurred in Time Deposits as funds flowed from savings accounts to benefit from higher rates. The 18 month Escalator, an account that allows one rate modification during its term, was a popular option. Deposit growth was also favorably affected by the opening of two new supermarket branches in the summer of 1996 and one new supermarket branch in February 1997. Total shareholders' equity of $20,975,000 at December 31, 1996 and $21,053,000 at March 31, 1997 increased $78,000 or .37%. This increase was the result of net current earnings of $501,000 and a decrease in net unrealized gain/loss on securities available for sale, net of tax, of $423,000 from a $322,000 gain at December 31, 1996 to a $101,000 loss at March 31, 1997. In January, the board of directors allocated $1,000,000 for the repurchase and retirement of common stock on the open market. No shares have been repurchased as of March 31, 1997 from this allocation. B. Results of Operations Net income for the first three months of 1997 was $501,000 compared to $622,000 for the same period in 1996, a decrease of 19.45%. The Company's annualized return on average assets was .99% compared to 1.28% in the same period last year. The return on average shareholders' equity was 9.51% and 11.73% for the first three months of 1997 and 1996, respectively. Net Interest Income Tax equivalent interest income was increased $85,000 or 2.20% in the first three months of 1997 compared to the same period in 1996. The yield on investment securities decreased 24 basis points from 7.28% in 1996 to 7.04% in 1997. Commercial loan and installment loan rates declined and real estate mortgages loans, the major portion of the loan portfolio also declined 20 basis points to 8.46% from 8.66% for the three month period. The overall yield on interest earning assets was down 21 basis points from 8.43% for the three months ended March 31, 1996 to 8.22% for the same period in 1997. The decline in the yield on interest earning assets was offset by an increase in average earning assets. The average balance for earning assets was $191,873,000 for the three month period ended March 31, 1997 compared to $182,990,000 for the same three month period in 1996. The yield on interest bearing liabilities held steady at 4.12. The overall net interest margin decreased 21 basis points from 5.07% in 1996 to 4.86% in 1997. Provision for Loan Losses The provision for loan losses reflects management's assessment of the risk inherent in the loan portfolio, the general state of the economy and past loan experience. The provision for loan losses was $90,000 for the three months ended March 31, 1997 (none in 1996). The net charge off for the 1997 three month period was $101,000 compared to $12,000 the same period the prior year. Delinquency rates are increasing in the face of a difficult local economy as evidenced by an increase in nonaccrual loans from 1.88% of total loans at December 31, 1996 to 2.60% at March 31, 1997. However , based on management analysis of the loan portfolio, management believes the current level of the allowance is adequate. Operating Income and Expense Operating income for the first three months of 1997 increased $45,000 or 20.45% compared to the same period in 1996. ATM transaction fees instituted in November 1996 accounted for 22,000 of the increase. Operating expenses were at $1,692,000 for the first three months of 1997 compared to 1,518,000 for the same period in 1996, an increase of $174,000 or 11.46%. This increase was the result of increased occupancy expense at the three new branch facilities, a new computer main frame and increased other real estate owned expense to maintain and liquidate foreclosed properties. Other operating expense increased 8.14% to reach $425,000 for the three months ended March 31, 1997. This increase is spread over many types of expense that increased as the result of growth and expansion. 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. JEFFERSONVILLE BANCORP Date: 4/22/97 K. Dwayne Rhodes Treasurer and Chief Accounting Officer