Exhibit 13 CASCADE FINANCIAL CORPORATION 12/31/01 ANNUAL REPORT Financial Highlights......................................1 Letter to Shareholders....................................2 Cascade Bank Management Team..............................14 Board of Directors........................................16 Common Stock Information..................................16 Independent Auditors' Report..............................17 FINANCIAL HIGHLIGHTS Information other than amounts at December 31, 2001 is unaudited. Dollars in thousands except for per share and financial ratios. For the year ended December 31 2001 2000 1999 1998 1997 --------- ------- ------- ------- ------- Net interest income $ 21,403 18,738 17,911 14,907 12,597. Other income 3,322 2,399 2,711 2,630 2,033. Net income 5,617 3,821 4,152 4,048 2,736* Earnings per share (diluted) 0.87 0.59 0.65 0.63 0.43* At December 31 2001 2000 1999 1998 1997 --------- ------- ------- ------- ------- Assets $ 762,013 716,129 616,958 489,807 422,530 Loans, net 576,226 548,722 511,735 413,698 359,068 Deposits 419,980 395,976 438,935 335,529 300,095 Stockholders' equity 47,677 41,240 35,371 33,612 29,304 Book value per share 7.70 6.70 5.91 5.64 5.02 Financial ratios 2001 2000 1999 1998 1997 --------- ------- ------- ------- ------- Return on assets 0.77% 0.57 0.75 0.82 0.64* Return on average equity 12.63 10.16 12.04 12.87 9.85* Net interest margin 3.01 2.86 3.32 3.47 3.10 % Nonperforming loans 0.34 0.42 0.10 0.27 0.24 Efficiency ratio 60.13 68.62 67.18 64.00 69.16 Amounts for 1997 have been restated to reflect the acquisition of AmFirst Bancorporation. *The 1997 SAIF special assessment of $1.2 million is excluded. IN 2001, FOLLOWING CASCADE BANK'S CONVERSION FROM A THRIFT INSTITUTION TO A COMMERCIAL BANK, CASCADE FINANCIAL CORPORATION ("CASCADE") CHANGED ITS FISCAL YEAR-END FROM JUNE 30 TO DECEMBER 31 TO ALIGN ITS REPORTING PERIODS WITH THOSE OF ITS COMMERCIAL BANK PEERS. CASCADE'S CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTH PERIOD ENDED DECEMBER 31, 2001, AND ITS FINANCIAL STATEMENTS FOR THE THREE ANNUAL PERIODS ENDING JUNE 30, 2001, WERE AUDITED BY KPMG LLP. CASCADE'S FINANCIAL INFORMATION, PREPARED BY MANAGEMENT FOR THE CALENDAR YEARS ENDED DECEMBER 31, IS UNAUDITED. DEAR SHAREHOLDERS, CUSTOMERS, AND EMPLOYEES -- The calendar year 2001 was one of dynamic change and outstanding performance for Cascade Financial Corporation. New leadership and the change to a commercial bank charter served to accelerate our success. We are proud to report a record-breaking year with profits up 47% over the previous year. Just six months ago, in our last annual report, we set five year financial targets for ourselves. Due to our employees' dedicated hard work, we have made excellent progress toward these targets. Disciplined focus on building the business, real estate construction, and commercial real estate segments of our loan portfolio is the primary driver of our increased profitability. Additionally, the declining interest rate environment significantly reduced our cost of funds, as we continued to build deposit relationships with our customers. While celebrating our success, we also are conscious of the current environment. The Puget Sound economy has been significantly affected by a wide variety of factors. Operating efficiently while increasing market share in an economy in recession requires both discipline and skill. It also means an attentive relationship with our customers to help them weather a more difficult time in the business cycle. At Cascade, we have bolstered our Credit Administration resources to manage through this time. Not everyone has been adversely affected by the economy. Many of our customers are thriving. Helping business customers like Pacific Topsoils, Inc., profiled on page 7, is the primary way Cascade will continue to grow. Sandy and Dave Forman's company is representative of the many diverse and healthy businesses that make up this region's community. We are committed to meeting their needs, with competitive products and, most importantly, with personal service that exceeds their expectations. IN CLOSING, WE WOULD LIKE TO EXPRESS OUR SINCERE APPRECIATION TO ALL THE STAKEHOLDERS OF CASCADE'S SUCCESS. WE ARE GRATEFUL TO EVERY EMPLOYEE WHO MAKES OUR VISION A REALITY. A SPECIAL THANKS IS ALSO DUE OUR CUSTOMERS AND SHAREHOLDERS FOR CHOOSING CASCADE FROM AMONG THE MANY ALTERNATIVES AVAILABLE. Carol K. Nelson President and Chief Executive Officer Cascade Bank Frank M. McCord Chairman and Chief Executive Officer Cascade Financial Corporation "WE WILL BE THE PREFERRED COMMUNITY BANK WHOSE EMPLOYEES BUILD RELATIONSHIPS TO DELIVER FINANCIAL SOLUTIONS WITH EXCEPTIONAL SERVICE." Financial targets 2005 Target 2001 Performance (unaudited) Return on average equity greater than 15% 12.6% Annual growth in earnings per share 10 to 15% 45% Ratio of nonperforming loans to total loans less than 1.00% 0.34% EFFICIENCY RATIO less than 60% 60% PERFORMANCE HIGHLIGHTS: 12 months ended December 31, 2001 versus 2000, unaudited o Net income increased 47% to $5.6 million, or $0.87 per diluted share, compared to $3.8 million, or $0.60 per diluted share. o Net interest income increased 14% to $21.4 million, from $18.7 million. o Net interest margin grew to 3.01% from 2.86%. o Other income grew 38% to $3.3 million, compared to $2.4 million. o Efficiency ratio improved to 60%, compared to 69%. We realized a 12.63% return on average equity in calendar 2001 from 10.16% in calendar 2000, and a 0.77% return on average assets in 2001 compared to 0.57% the prior year. POSITIONED TO FLOURISH IN CHALLENGING TIMES Maintaining good credit quality is critical to the success of any financial institution. The professional commercial lending experience Cascade Bank has assembled is reflected in our continued healthy credit quality. Cascade's nonperforming loans were just $2.0 million, or 0.34% of total loans at December 31, 2001. That ratio remains superior at September 2001 to that of commercial banks with assets of $500 million to $1 billion throughout the United States. Revenue (in millions of dollars, unaudited) Net interest income Other income Net Income (in millions of dollars, unaudited) Nonperforming Loans/Total Loans Comparison Dec. 31, 2001 Sept. 30, 2001 Dec. 30, 2000 Cascade 0.34% 0.29 0.42 National Peers -- 0.96 0.77 Washington State Peers -- 0.91 0.74 Most recent peer data available is September 30, 2001. Source: www.fdic.gov Also critical to our success is a strong capital base. Cascade's capital ratios continue to be above the well-capitalized guidelines established by regulatory agencies. The bank's Capital/Asset Ratio (including trust preferred securities) at December 31, 2001 was 7.54% compared to 7.15% at December 31, 2000. Record-breaking results notwithstanding, Cascade is well aware of the possible impact the economic environment may have on our customers. Between the contraction in the technology sector, Boeing layoffs, and the shaken travel industry, the Puget Sound region has and will continue to feel the impact of the recession. Given this environment, Cascade has shifted additional resources to managing credit quality -- and increased its reserve for loan loss by $1.0 million to 1.08% of total loans at December 31, 2001, as compared to December 31, 2000. Cascade's seasoned Business Bankers are working closely with business customers to foster their financial well-being. STRATEGIES TO BUILD PROFITABILITY Serving local businesses and their owners, families, and employees well, remains Cascade's primary goal. Through personalized, attentive service and a wide range of products, we meet the diverse needs of our customers. GROWING DEPOSITS ONE CUSTOMER AT A TIME Developing deposit relationships with our business banking customers is a fundamental part of our strategy. Cascade has achieved 6% growth in deposits in the last year by offering competitive products delivered with exceptional service. Building these relationship accounts is key to lowering Cascade's funding costs and improving profitability. Progress has been made over recent years to shift the deposit mix to checking accounts versus certificates of deposit. At December 31, 2001, checking accounts made up 11% of deposits as compared with 5% at the end of 1997. Deposits While Cascade's deposits are still centered in time deposits, declining interest rates over the last year have substantially reduced our cost of funds. Checking Deposits (in millions of dollars, information other than 2001 is unaudited.) Checking account balances remained level at December 31, 2001, and remain a significant challenge for Cascade Bank. With innovative services like online banking and deposit courier service, we compete against the vast delivery systems of larger banks for business transaction accounts such as checking and money market accounts. Cascade's 14 locations in Snohomish and East King Counties also focus on building checking relationships in their local communities. Saturday banking at our six grocery store locations, as well as online banking, meet the banking needs of today's busy families, who, now more than ever, appreciate personal service from a local bank. FINANCING THE LOCAL BUSINESS COMMUNITY Assets grew 6% to $762 million at December 31, 2001 from $716 million a year ago. Cascade's net loans grew 5% to $576 million at December 31, 2001. Growth was fueled by increases in business, real estate construction, and commercial real estate loans. The exceptional growth in these business segments continues to improve the diversification of our loan portfolio overall. At December 31, 2001, business, real estate construction, and commercial real estate loans made up 45% of the loan portfolio, as compared with 24% in 1997. PACIFIC TOPSOILS INC. Dave and Sandy Forman have been in the business of delivering landscaping materials since 1978. Starting out by delivering sod to contractors, they now ship a variety of materials from nine sites located in Snohomish and King Counties. Recently the Formans moved their corporate headquarters to South Everett with help from Cascade Bank. At that location, they also have maintenance facilities to keep the company's 160 pieces of heavy equipment in good working order. Cascade helps Pacific Topsoils, Inc. grow their business with equipment financing, an operating line, as well as recently completing financing on their new corporate headquarters in South Everett. "Bob Miller made a point of understanding our business," said Dave. "He helped us figure out how to put together the best financing for the situation, and, he did it quickly." Sandy, who manages the administrative side of the business, also appreciates Cascade's online banking. "We can keep track of our accounts online." Staying on top of things is important when dispatching upwards of 250 loads of material on a busy day. Pacific Topsoils, Inc. is just one of the many local businesses that keep this community thriving. Cascade is proud to be their bank. Total Loans Business Loans (in millions of dollars, information other than 2001 is unaudited) Business loans increased 29% to $125.3 million from $97.0 million at December 31, 2000. Experienced Business Bankers, local decision-making, and exceptional service make Cascade an ideal choice for small to mid-size businesses in the Snohomish and east King County markets. Real Estate Construction Loans (in millions of dollars, information other than 2001 is unaudited) The real estate construction niche continues to be important to Cascade's growth. Loans outstanding in this category increased 48% to $75.9 million from December 31, 2000 to December 31, 2001. Cascade serves the needs of the region's premier builders in both single and multifamily residential construction. Due to low interest rates, the housing market has been one of the bright spots in the current economy. Demand for moderately priced homes, the type that Cascade's customers specialize in building, has not subsided and is expected to help stabilize the Puget Sound economy until other sectors of the economy rebound. CULTIVATING EFFECTIVENESS A clear vision and focused goals, as outlined in the letter to shareholders, are key to Cascade's effectiveness. But, this cannot be achieved without dedicated employees. Our talented team continues to ensure the industry's best practices are implemented for the maximum benefit of customers and the bank. Cascade Bank provides financing for many of the top builders in the Puget Sound region. Our competitive pricing, flexible product line, and responsive service help our customers focus on building quality homes. Our people are what set Cascade Bank apart. Our mission is to empower well-trained, knowledgeable employees to deliver the best financial solutions and exceed customer service expectations. Efficiency Ratio (unaudited) A standard measurement of a bank's performance today is its efficiency ratio. The efficiency ratio is calculated by dividing non-interest expense by total revenue, which indicates how much an institution spends to generate a dollar of revenue. The ratio can be lowered (which is better) by reducing expenses and/or increasing revenues. At Cascade we are not focusing on solely cutting expenses because we believe that will result in a loss of customer relationships, which will ultimately result in an erosion of revenues and profitability. Our plan is to improve our efficiency ratio by both controlling expenses and improving revenues. Cascade's efficiency ratio improved significantly in calendar 2001, and we are now nearing our stated target of less than 60%. We will strive to reach this goal by continuing to control costs and improve revenues while maintaining high standards of service. EXCEPTIONAL SERVICE Becoming the preferred community bank in our market requires a concerted effort on the part of every Cascade team member. Toward that end, customer service standards have been instituted across business lines to ensure we exceed our customers' expectations. Additionally, customer service surveys collect customer feedback to help improve Cascade's delivery. Our ongoing commitment to the community has also shown record results this year. Cascade employees increased pledges to United Way by 185% over the previous year, winning the Silver Award among companies our size. We also continue to maintain our Community Reinvestment Act rating of "Outstanding." This is the highest possible rating and recognizes our involvement in the community combined with progressive lending practices that reach out to low and moderate income home buyers. FORWARD LOOKING STATEMENTS This document contains forward looking statements that have been prepared on the basis of Cascade's best judgments and currently available information. These forward looking statements are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of Cascade. In addition, these forward looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to changes. Factors that could affect actual results include interest rate trends, the general economic climate in Cascade's market area and the country as a whole, the ability of Cascade to control costs and expenses, competitive products and pricing, loan delinquency rates and changes in federal and state regulation. Accordingly, there can be no assurance that these strategies will be implemented, or if implemented, will achieve the results described or within the time periods currently estimated. CASCADE BANK MANAGEMENT TEAM 1. Carol K. Nelson President and CEO 2. Robert Disotell EVP, Chief Credit Officer 3. Steven R. Erickson EVP, Real Estate Lending 4. LeAnne Frank EVP, Quality of Service and Technology 5. Lars Johnson EVP, Chief Financial Officer 6. David R. Little EVP, Business Banking 7. Debbie McLeod EVP, Retail Banking 8. Vera E. Wildauer EVP, Marketing BOARD OF DIRECTORS Frank M. McCord Chairman of the Board (1) David W. Duce Vice Chairman Attorney Duce, Bastian, Peterson and Zielke (3) Janice Halladay Retired Bank Executive (3) Dwayne Lane President Dwayne Lane Auto Centers (3) Dennis R. Murphy, Ph.D. Vice Chairman Dean, College of Business and Economics Professor of Economics Western Washington University (2) Carol K. Nelson President and CEO Cascade Bank (1) David R. O'Connor Co-Owner Mobile Country Club (1, 3) Henry M. Robinett General Partner Boyden, Robinett & Associates L.P. (1, 2) Craig Skotdal President Skotdal Real Estate (2) Ronald E. Thompson President Windermere Commercial and Property Management of Snohomish County (1, 2) G. Brandt Westover Vice President Paine Webber, Inc. (1, 3) 1. Executive Committee 2. Audit and Finance Committee 3. Compensation and Personnel Commit The common stock of Cascade Financial Corporation is traded on the NASDAQ SmallCap Market under the symbol CASB. As of December 31, 2001, there were approximately 2,500 stockholders of record. The following table sets forth market price information for the Corporation's common stock. 2000 High Low 3/31/00 $ 10.91 6.08 6/30/00 7.73 5.51 9/30/00 6.59 5.45 12/31/00 7.73 6.25 2001 High Low 3/31/01 $ 7.62 6.65 6/30/01 8.18 6.39 9/30/01 9.09 7.04 12/31/01 9.09 7.60 Independent Auditor's Report The Board of Directors Cascade Financial Corporation: We have audited the accompanying consolidated balance sheets of Cascade Financial Corporation and subsidiaries (Corporation) as of December 31, 2001 and June 30, 2001, and the related consolidated statements of operations, stockholders' equity and comprehensive income, and cash flows for the six month period ended December 31, 2001, and for each of the years in the three-year period ended June 30, 2001. These consolidated financial statements are the responsibility of the Corporation's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Cascade Financial Corporation and subsidiaries as of December 31, 2001 and June 30, 2001, and the results of their operations and their cash flows for the six month period ended December 31, 2001, and for each of the years in the three-year period ended June 30, 2001 in conformity with accounting principles generally accepted in the United States of America. KPMG Seattle, Washington March 1, 2002 CONSOLIDATED BALANCE SHEETS Dollars in thousands December 31, 2001 June 30, 2001 ASSETS: ----------------- ------------- Cash on hand and in banks $ 8,535 8,025 Interest-bearing deposits in other financial institutions 3,087 5,855 Securities available-for-sale 150,338 129,213 Securities held-to-maturity 5,989 6,592 Loans 582,530 570,556 Allowance for loan losses (6,304) (5,687) -------------------------------- Loans, net 576,226 564,869 Premises and equipment, net 8,620 8,977 Accrued interest receivable and other assets 9,218 9,536 -------------------------------- Total assets $ 762,013 733,067 ================================ LIABILITIES AND STOCKHOLDERS' EQUITY: Deposits $ 419,980 401,915 Federal Home Loan Bank (FHLB) advances 226,500 232,124 Securities sold under agreements to repurchase 49,792 36,920 Advance payments by borrowers for taxes and insurance 1,574 1,739 Accrued interest payable, expenses and other liabilities 5,213 4,295 Deferred Federal income taxes 1,277 1,477 -------------------------------- Total liabilities 704,336 678,470 -------------------------------- Trust preferred securities 10,000 10,000 Stockholders' equity: Preferred stock, $.01 par value. Authorized 500,000 shares; no shares issued or outstanding -- -- Common stock, $.01 par value. Authorized 8,000,000 shares; issued and outstanding 6,333,007 shares at December 31, 2001 and 5,694,195 shares at June 30, 2001 63 57 Additional paid-in capital 10,421 5,484 Treasury stock, 132,092 shares at December 31, 2001 and 100,935 shares at June 30, 2001, at cost (972) (723) Retained earnings, substantially restricted 38,012 39,426 Accumulated other comprehensive Income 153 353 --------------------------------- Total stockholders' equity 47,677 44,597 --------------------------------- Total liabilities and stockholders' equity $ 762,013 733,067 ================================= See accompanying notes to consolidated financial statements CONSOLIDATED STATEMENT OF OPERATIONS Dollars in thousands, except share amounts Six months ended December 31, Years ended June 30, -------------------------- ------------------------------------- 2001 2000 2001 2000 1999 -------------------------- ------------------------------------- INTEREST INCOME: (unaudited) Loans $ 23,209 23,706 47,897 43,155 34,751 Securities held-to-maturity 187 382 421 306 141 Securities available-for-sale 3,474 3,617 7,288 4,306 2,598 FHLB stock dividends 451 373 787 622 445 Interest-bearing deposits 153 201 296 193 270 ----------------------------------------------------------------------------- Total interest income 27,474 28,279 56,689 48,582 38,205 ----------------------------------------------------------------------------- INTEREST EXPENSE: Deposits 8,035 10,501 20,105 19,801 16,425 FHLB advances 7,047 6,800 13,843 9,093 5,280 Securities sold under agreements to repurchase 609 1,025 2,014 565 251 Trust preferred securities 581 593 1,166 388 -- ----------------------------------------------------------------------------- Total interest expense 16,272 18,919 37,128 29,847 21,956 ----------------------------------------------------------------------------- Net interest income 11,202 9,360 19,561 18,735 16,249 PROVISION FOR LOAN LOSSES 810 420 980 770 427 ----------------------------------------------------------------------------- Net interest income after provision for loan losses 10,392 8,940 18,581 17,965 15,822 ----------------------------------------------------------------------------- OTHER INCOME: Gain on sale of loans held-for-sale 335 107 336 427 623 Gain on sale of mortgage- backed securities -- -- -- -- 37 Gain on sale of servicing 22 -- -- -- 633 Gain on sale of securities available-for-sale, net 294 76 212 -- 17 Service charges 908 854 1,839 1,591 1,244 Other 258 101 256 258 283 ----------------------------------------------------------------------------- Total other income 1,817 1,138 2,643 2,276 2,837 ----------------------------------------------------------------------------- OTHER EXPENSES: Salaries and employee benefits 3,847 3,623 7,702 7,914 6,541 Occupancy 1,216 1,453 2,719 2,889 2,211 Data processing 133 146 249 234 370 Marketing 187 273 454 509 510 Other 2,078 1,402 3,177 3,071 2,806 ----------------------------------------------------------------------------- Total other expenses 7,461 6,897 14,301 14,617 12,438 ----------------------------------------------------------------------------- INCOME BEFORE FEDERAL INCOME TAXES 4,748 3,181 6,923 5,624 6,221 Federal income taxes 1,598 1,082 2,357 1,912 2,117 ----------------------------------------------------------------------------- Net income $ 3,150 2,099 4,566 3,712 4,104 ============================================================================= Net income per common share, basic $ 0.51 0.35 0.75 0.61 0.69 Weighted average number of shares outstanding, basic 6,172,489 6,065,332 6,081,969 6,042,084 5,962,315 Net income per diluted share $ 0.49 0.33 0.71 0.57 0.63 Weighted average number of shares outstanding, diluted 6,465,467 6,411,499 6,427,574 6,523,426 6,552,197 See accompanying notes to consolidated financial statements CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME Dollars in thousands, except share amounts Accumulated Total Additional other stock- Common paid-in Treasury Retained comprehensive holders' Shares stock capital stock earnings income (loss) equity Balances at June 30, 1998 5,356,153 $ 54 4,418 -- 27,044 (104) 31,412 Options exercised 98,149 1 374 -- -- -- 375 Net income -- -- -- -- 4,104 -- 4,104 Other comprehensive l Loss net of tax benefit of $(814) -- -- -- -- -- (1,652) (1,652) -------------------------------------------------------------------------------------------- Balances at June 30, 1999 5,454,302 55 4,792 -- 31,148 (1,756) 34,239 Options exercised 77,575 -- 248 -- -- -- 248 Net income -- -- -- -- 3,712 -- 3,712 Other comprehensive loss, net of tax benefit of $(486) -- -- -- -- -- (943) (943) -------------------------------------------------------------------------------------------- Balances at June 30, 2000 5,531,877 55 5,040 -- 34,860 (2,699) 37,256 Options exercised 162,318 2 444 -- -- -- 446 Net income -- -- -- -- 4,566 -- 4,566 Shares repurchased (100,935) -- -- (723) -- -- (723) Other comprehensive income, net of tax benefit of $1,466 -- -- -- -- -- 3,052 3,052 -------------------------------------------------------------------------------------------- Balances at June 30, 2001 5,593,260 57 5,484 (723) 39,426 353 44,597 Stock dividends 572,989 6 4,651 (93) (4,564) -- -- Options exercised 54,429 -- 286 -- -- -- 286 Net income -- -- -- -- 3,150 -- 3,150 Shares repurchased (19,763) -- -- (156) -- -- (156) Other comprehensive loss, net of tax benefit of $(103) -- -- -- -- -- (200) (200) -------------------------------------------------------------------------------------------- Balances at December 31, 2001 6,200,915 $ 63 10,421 (972) 38,012 153 47,677 ============================================================================================ COMPREHENSIVE INCOME Six months ended December 31, Years ended June 30, ---------------------------- -------------------------------------- 2001 2000 2001 2000 1999 ---------------------------- -------------------------------------- (unaudited) Net Income $ 3,150 2,099 4,566 3,712 4,104 Increase in unrealized gains (losses) on securities available-for-sale, net of tax expense (benefit) of $(3), 1,084, 1,538, (486), and (808). (6) 2,312 3,192 (943) (1,641) Less reclassification adjustment for gains included in net income, net of tax (benefit) of $(100), (26), (72), 0, and (6). (194) (50) (140) -- (11) ------------------------------------------------------------------------ Comprehensive Income $ 2,950 4,361 7,618 2,769 2,452 ======================================================================== See accompanying notes to consolidated financial statements CONSOLIDATED STATEMENTS OF CASH FLOWS Dollars in thousands Six months ended Years ended December 31, June 30, --------------------- ----------------------------------- 2001 2000 2001 2000 1999 --------------------- ----------------------------------- CASH FLOWS FROM OPERATING ACTIVITIES: (unaudited) Net income $ 3,150 2,099 4,566 3,712 4,104 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 655 698 1,302 1,405 938 Amortization of retained servicing rights 135 130 268 257 384 Provision (recovery) for losses on: Loans 810 420 980 770 427 Mortgage servicing rights 30 -- -- (137) 187 Deferred Federal income taxes (98) 49 469 (486) (136) Additions to mortgage servicing rights (4) (24) (27) (204) (1,042) Deferred loan fees, net of amortization (201) 215 (16) 348 25 Net gain on sales of securities available-for-sale (294) (76) (212) -- (17) Gain on sales of mortgage loan servicing rights (22) -- -- -- (633) Gain on sales of REO (18) -- -- -- -- Gain on sales of premises and equipment (170) -- -- -- -- FHLB stock dividend (451) (373) (787) (622) (445) Net change in accrued interest receivable and other assets over accrued interest payable, expenses and other liabilities 1,320 (1,004) (2,386) (3,581) (91) -------------------------------------------------------------------- Net cash provided by operating activities 4,842 2,134 4,157 1,462 3,701 -------------------------------------------------------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Loans originated, net of principal repayments (12,177) (9,619) (27,007) (86,546) (71,987) Purchases of securities held-to-maturity -- -- -- (9,820) (291) Principal repayments on securities held-to-maturity 603 652 1,259 707 3,278 Principal repayments on securities available-for-sale 15,412 3,091 22,652 4,435 7,994 Purchases of securities available-for-sale (96,593) (45,631) (131,635) (25,968) (62,252) Proceeds from sales of securities available-for-sale 60,498 21,052 81,730 -- 7,016 Purchases of premises and equipment (348) (433) (1,147) (1,104) (1,608) Proceeds from sales of premises and equipment 227 -- -- -- -- Proceeds from sales of mortgage servicing rights -- -- -- -- 1,579 -------------------------------------------------------------------- Net cash used in investing activities (32,378) (30,888) (54,148) (118,296) (116,271) -------------------------------------------------------------------- Subtotal, carried forward $(27,536) (28,754) (49,991) (116,834) (112,570) -------------------------------------------------------------------- See accompanying notes to consolidated financial statements Dollars in thousands Six months ended Years ended December 31, June 30, -------------------------- ------------------------------------ 2001 2000 2001 2000 1999 -------------------------- ------------------------------------ (unaudited) Subtotal, brought forward $ (27,536) (28,754) (49,991) (116,834) (112,570) ------------------------------------------------------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from exercise of stock options 286 210 446 248 375 Repurchase of common stock (156) (584) (723) -- -- Net (decrease) increase in deposits 18,065 (2,531) 3,408 36,721 49,268 Net increase (decrease) in FHLB advances (5,624) 7,321 16,468 73,660 68,560 Proceeds from trust preferred offering, net of issuance costs -- -- -- 9,234 -- Net increase (decrease) in securities sold under agreements to repurchase 12,872 31,478 31,133 164 (7,440) Net increase (decrease) in advance payments by borrowers for taxes and insurance (165) (240) (221) 13 (6) --------------------------------------------------------------------- Net cash provided by financing activities 25,278 35,654 50,511 120,040 110,757 -------------------------------------------------------------------- Net (decrease) increase in cash and cash equivalents (2,258) 6,900 520 3,206 (1,813) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 13,880 13,360 13,360 10,154 11,967 -------------------------------------------------------------------- CASH AND CASH EQUIVALENTS AT END OF YEAR $ 11,622 20,260 13,880 13,360 10,154 ==================================================================== Supplemental disclosures of cash flow information Cash paid during the year for: Interest $ 15,655 17,674 35,309 28,709 21,848 Federal income taxes 1,100 825 2,075 1,809 2,438 SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING ACTIVITIES: Mortgage loans securitized into FHLMC participation certificates, held-for-trading and sold $ -- -- -- 8,814 20,137 Net mortgage loans transferred to real estate owned 211 234 1,147 1,192 534 See accompanying notes to consolidated financial statements Dollars in thousands, except share amounts (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting and financial reporting policies of Cascade Financial Corporation and subsidiaries (the "Corporation") conform to accounting principles generally accepted in the United States of America and to general practice within the financial institutions industry, where applicable. In preparing the consolidated financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expense. Actual results could differ from those estimates. The following is a description of the more significant policies, which the Corporation follows in preparing and presenting its consolidated financial statements. (a) BASIS OF PRESENTATION The consolidated financial statements include the accounts of the Corporation, its subsidiaries, Cascade Bank (the "Bank"), Cascade Capital Trust I (the "Trust"), and the Bank's subsidiary, Cascade Investment Services, Inc. All significant intercompany balances and transactions have been eliminated in the consolidation. On November 27, 2001, the Corporation's Board of Directors voted to change the Corporation's fiscal year ending June 30 to a calendar year beginning January 1st and ending December 31st. (b) CASH EQUIVALENTS The Corporation considers all interest-bearing deposits and short-term highly liquid investment securities with an original maturity of three months or less to be cash equivalents. (c) LOANS All of the Corporation's loans are located in the Puget Sound region. At December 31, 2001, the Corporation's loans are principally secured by one-to-four-family residences (26%), multifamily residences (19%), real estate construction (13%), business (21%), consumer assets (10%) and commercial real estate properties (11%). Accordingly, the ultimate collectibility of the Corporation's loan portfolio is susceptible to changes in the economic and real estate market conditions in the Puget Sound region. Most of the commercial loans are secured, and the security includes commercial property, business inventories, commercial equipment and personal property of the borrowers and/or guarantors. At December 31, 2001, $9.4 million in commercial loans were unsecured. Home equity loans and lines of credit account for the majority of the installment loan portfolio. Real estate loans originated by the Corporation are generally secured by no less than 80% of the lesser of the appraised value or purchase price of the underlying property. The Corporation currently requires first mortgage, residential customers to obtain private mortgage insurance on all loans above an 80% loan-to-value ratio. Interest Income Loans are stated at principal amounts outstanding, net of deferred loan fees and costs. Interest is accrued only if deemed collectible. Accrual of interest income is generally discontinued when a loan becomes 90 days past due and accrued interest amounts are reversed. Once interest has been paid to date or management considers the loan to be fully collectible, it is returned to accrual status. Loan origination fees and certain direct origination costs are deferred and amortized as an adjustment of the loans' yields over their contractual lives using the effective interest method. In the event loans are sold, the remaining net deferred loan origination fees or costs are recognized as a component of the gains or losses on the sales of loans. When portfolio loans pay off before their contractual maturity, the remaining deferred fees or costs are recognized as interest income or expense. Loan commitment fees are deferred until loans are funded, at which time they are amortized into interest income using the effective interest method. If the commitment period expires, the fees are recognized as service charges. Impairment of Loans and Allowance for Loan Losses An allowance for loan losses is maintained at a level sufficient to provide for losses based on management's evaluation of known and inherent risks in the loan portfolio. This evaluation includes analyses of the fair value of the financial condition of the borrower, collateral securing selected loans, consideration of historical loss experience and management's projection of trends affecting credit quality. Interest income is normally recognized on the accrual basis; however, if a loan is impaired then interest income is recorded upon the receipt of cash. The difference between interest income recognized on the accrual basis and cash basis is not significant. The Corporation reviews all single family loans, all consumer loans and multifamily and commercial real estate loans with outstanding principal balances under $1.0 million for impairment as smaller balance homogeneous loan groups. The Corporation considers a loan to be impaired when it becomes nonaccrual; if it is a multifamily or commercial real estate loan less than 90 days delinquent and management believes that the borrower may be experiencing financial difficulty based on indicators such as an inconsistent payment pattern, low debt coverage ratio, high loan-to-value ratio; or if it is a restructured debt. The Corporation bases the measurement of loan impairment for all loans on the fair value of the loan's underlying collateral. If the recorded investment in a loan exceeds the measure of impairment, the Corporation recognizes the impairment by creating a valuation allowance with a corresponding charge to the provision for loan losses. Management believes the allowances for losses on loans and real estate owned are adequate. While management uses available information to recognize losses on these assets, future additions to the allowances may be necessary based on changes in economic conditions, particularly in the western Washington region. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Corporation's allowances for losses on loans. Such agencies may require the Corporation to recognize additions to the allowances, or change valuations, based on their judgments about information available to them at the time of their examinations. (d) SALES OF LOANS Loans Held-for-Sale Any loan that management determines will not be held-to-maturity is classified as held-for-sale at the time of origination. Loans held-for-sale are carried at lower of cost or market value, determined on an aggregate basis. Unrealized losses on such loans are included in gain on sale for loans held-for-sale. All loans are sold without recourse. Mortgage Loan Servicing Rights The Corporation acquires mortgage servicing rights (MSR) through the origination of mortgage loans and the sale of those loans with servicing rights retained. The total cost of the mortgage loans sold is allocated to the MSR and the loans based on their relative fair values. The Corporation assesses its MSR for impairment based on the fair value of those rights. The carrying value of the MSR is evaluated on a quarterly basis and any impairment is recognized through a valuation allowance for each impaired stratum. For purposes of measuring impairment, the Corporation stratifies its MSR by various risk characteristics such as loan type, investor type, interest rate and origination date with appropriate prepayment assumptions for the various MSR pools. Reversal of the allowance is based upon the recovery of the fair market value of the amortized asset. The MSR are included in other assets and are amortized as an offset to service charges in proportion to, and over, the period of estimated net servicing income. Loan servicing generally consists of collecting mortgage payments and certain charges from borrowers, such as late payment fees, maintaining escrow accounts, and disbursing payments to investors. Loan servicing income is recognized when earned and is recorded to service charges. Loan servicing costs are charged to expense as incurred. The Corporation sells loan servicing rights. Gains and losses from sales of loan servicing rights are calculated using the specific identification of the related carrying value. (e) SECURITIES Debt and equity securities, including mortgage-backed securities (MBS), are classified as either trading, available-for-sale, or held-to-maturity. Securities classified as trading are carried at fair value with unrealized gains and losses reported in earnings. Securities available-for-sale are carried at fair value, with unrealized gains and losses reported as a component of other comprehensive income. Realized gains and losses on sales are computed using the specific identification methods. Investment securities held-to-maturity are carried at amortized cost or principal balance, adjusted for amortization of premiums and accretion of discounts. Amortization of premiums and accretion of discounts are calculated using a method that approximates the level yield method. The Corporation has the ability, and it is management's intention, to hold such securities until maturity. (f) REAL ESTATE OWNED Real estate owned includes real estate acquired in settlement of loans. Real estate owned is recorded at the lower of cost or fair value, based upon the most recent appraisal, less estimated costs to sell. Any loss recorded at the time a foreclosure occurs is classified as a charge-off against the allowance for loan losses. Losses that result from the ongoing periodic valuation of these properties are charged to operations in the period in which they are identified. Real estate owned at December 31, 2001 and June 30, 2001 was $430 and $787, respectively, which is included in other assets. (g) PREMISES AND EQUIPMENT Premises and equipment are stated at cost less accumulated depreciation. Straight-line depreciation is provided over the estimated useful lives of the respective assets. Leasehold improvements are amortized over the estimated useful lives of the improvements, or terms of the related leases, whichever is shorter. (h) FEDERAL INCOME TAXES Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. (i) STOCK-BASED COMPENSATION The Corporation measures its employee stock-based compensation arrangements using the provisions outlined in Accounting Principles Board (APB) Opinion No. 25, "Accounting for Stock Issued to Employees", which is an intrinsic value-based method of recognizing compensation costs. The Corporation has adopted the disclosure-only provisions of SFAS No. 123, "Accounting for Stock-Based Compansation". As none of the Corporation's stock options have an intrinsic value at grant date, no compensation cost has been recognized for its stock option plans. (j) RECENTLY ISSUED ACCOUNTING STANDARDS SFAS No. 141, "Business Combinations", was issued in June 2001. SFAS No. 141 requires that all business combinations after June 30, 2001 be accounted for using the purchase method. It also defines certain criteria for intangible assets that are acquired in a business combination, in order to be recognized and reported separately from goodwill. SFAS No. 141 supersedes Accounting Principles Board Opinion No. 16 (APB 16), "Business Combinations" and Financial Accounting Standards Board Statement No. 38 (SFAS 38), "Accounting for Preacquisition Contingencies of Purchased Enterprises". SFAS No. 142, "Goodwill and Other Intangible Assets", was issued in June 2001. SFAS No. 142 establishes accounting and reporting standards for intangible assets. It requires that goodwill and intangible assets with indefinite useful lives be tested for impairment annually rather than amortized. SFAS No. 142 supersedes Accounting Principles Bulletin No. 17 (APB 17), "Intangible Assets". The Corporation does not expect the application of these statements will have any material effect on the consolidated financial statements. (k) RECLASSIFICATIONS Certain June 30, 2000 balances have been reclassfied to conform to the 2001 presentation. (2) SECURITIES A summary of securities at December 31, 2001 and June 30, 2001 follows: December 31, 2001 June 30, 2001 ----------------------------------------------- ---------------------------------------- Gross Gross Gross Gross Amor- unreal- unreal- Amor- unreal- unreal- tized ized ized Fair tized ized ized Fair cost gain loss value cost gain loss value ----------------------------------------------- ---------------------------------------- Securities available-for-sale: Agency MBS $ 56,696 -- 185 56,511 76,492 340 -- 76,832 Agency notes 76,266 433 -- 76,699 35,315 177 -- 35,492 FHLB stock 13,119 -- -- 13,119 12,668 -- -- 12,668 Other 4,025 -- 16 4,009 4,203 18 -- 4,221 ---------------------------------------------------------------------------------------------- $ 150,106 433 201 150,338 128,678 535 -- 129,213 ============================================================================================== Securities held-to-maturity: Agency MBS $ 5,989 -- 106 5,883 6,592 -- 136 6,456 ---------------------------------------------------------------------------------------------- $ 5,989 -- 106 5,883 6,592 -- 136 6,456 ============================================================================================== As of December 31, 2001 and June 30, 2001, the Corporation was required to maintain 113,250 and 116,062 shares, respectively, of $100 par value FHLB stock. Accrued interest receivable on securities and interest-bearing deposits was $1,710 and $1,130 at December 31, 2001 and June 30, 2001, respectively. Proceeds from the sale of securities available-for-sale and gross realized gains and losses are summarized as follows for the six months ended December 31, 2001 and for the years ended June 30, 2001 and June 30, 1999. There were no sales of securities available-for-sale for the year ended June 30, 2000. During the year ended June 30, 2001, a $3.0 million security previously classified as held-to-maturity was reclassified to available-for-sale as provided in FAS 115 due to the deterioration of the issuer's creditworthiness. A $30 gain was recognized when the security was sold. Six months ended December 31, 2001 ----------------------------------- Proceeds Gain Loss -------- ---- ---- Agency MBS $ 40,998 266 1 Agency notes 19,500 29 -- -------- --- --- Total $ 60,498 295 1 ======== === === Six months ended December 31, 2000 (unaudited) ----------------------------------- Proceeds Gain Loss -------- ---- ---- Agency MBS $ 21,052 76 -- -------- --- --- Total $ 21,052 76 -- ======== === === Year ended June 30, 2001 ----------------------------------- Proceeds Gain Loss -------- ---- ---- Agency MBS $ 36,798 107 86 Agency notes 25,194 12 25 Other 19,738 204 -- -------- --- --- Total $ 81,730 323 111 ======== === === Year ended June 30, 1999 ----------------------------------- Proceeds Gain Loss -------- ---- ---- Agency notes $ 7,016 17 -- -------- --- --- Total $ 7,016 17 -- ======== === === The following table shows the contractual maturities of the Corporation's securities available-for-sale at December 31, 2001: Within one over one to over five to over ten Year five years ten years years total ---------- ----------- ------------ --------- ---------- Amortized Cost Agency MBS $ -- -- 1,743 54,953 56,696 Agency notes 80 -- 43,736 32,450 76,266 FHLB stock 13,119 -- -- -- 13,119 Other -- -- -- 4,025 4,025 ---------- --------- -------- --------- ---------- Total amortized cost $ 13,119 -- 45,479 91,428 150,106 ========== ========= ========= ========= ========== Fair Value Agency MBS $ -- -- 1,796 54,715 56,511 Agency notes 80 -- 44,121 32,498 76,699 FHLB stock 13,119 -- -- -- 13,119 Other -- -- -- 4,009 4,009 ---------- --------- -------- --------- ---------- Total fair value $ 13,199 -- 45,917 91,222 150,338 ========== ========= ========= ========= ========== The contractual maturities of the Corporations' securities held-to-maturity at December 31, 2001 were all greater than five years. U.S. Government agency securities are classified based upon contractual maturity dates. Actual maturities may differ from contractual maturities because the borrowers have the right to prepay their obligations. Available-for-sale securities pledged as collateral to secure public deposits were $1,356 at December 31, 2001 and $1,476 at June 30, 2001. (3) LOANS AND ALLOWANCE FOR LOAN LOSSES A summary of loans at December 31, 2001 and June 30, 2001 follows: December 31, June 30, 2001 2001 ------------ --------- Residential real estate $ 152,727 165,003 Multifamily real estate 109,733 107,360 Commercial real estate 62,938 56,913 Real estate construction 104,131 103,206 Business 125,342 113,708 Consumer 58,381 60,406 --------- --------- Total loans 613,252 606,596 Loans in process (28,220) (33,337) Deferred loan fees, net (2,502) (2,703) --------- --------- Loans $ 582,530 570,556 ========= ========= Loans serviced for others $ 78,114 92,510 Accrued interest on loans was $3,267 and $3,502 at December 31, 2001 and June 30, 2001, respectively. At December 31, 2001, the composition of the loan portfolio including loans in process was as follows: Adjustable Fixed rate rate ---------- ---------- Term to maturity Less than one year $ 25,321 233,681 1-3 years 33,092 111,231 3-5 years 26,663 107,132 5-10 years 21,475 17,416 10-20 years 7,204 70 Over 20 years 1,747 -- ---------- -------- Total $ 115,502 469,530 ========== ======== Non-accrual loans totaled $1,999 and $1,315, respectively, at December 31, 2001 and June 30, 2001. If interest on these loans had been recognized, such income would have been $87 and $74 respectively, for the periods ended December 31, 2001 and June 30, 2001. At December 31, 2001 and June 30, 2001 and 2000, loans totaling $16,669, $5,625 and $4,174, were impaired, of which $1,512, $574 and $194 had allocated allowances of $480, $105 and $28, respectively. The remaining $15,157, $5,051 and $3,980 had no allowances allocated to them because the value of the underlying collateral of the impaired loans was equal to or exceeded the recorded investment. Of the $16,669, $5,625 and $4,174 of impaired loans, $1,401, $1,121 and $572 were under foreclosure. The average balance of impaired loans during the six months ended December 31, 2001 and the years ended June 30, 2001 and 2000, respectively, was $8,853, $6,065 and $3,243 and the Corporation recognized $944, $746 and $406 of related interest income on such loans during the time such loans were impaired. At December 31, 2001, the Corporation had outstanding commitments of $6,828 to fund loans with fixed interest rates and $3,848 for loans with adjustable rates. The Corporation had forward commitments totaling $6,602 and $3,032 to sell loans into the secondary market at December 31, 2001 and June 30, 2001, respectively. A summary of the activity in the allowance for losses on loans follows: Six months ended December 31, years ended june 30, --------------------- ----------------------------------- 2001 2000 2001 2000 1999 ------- ------- ------- ------- ------- (unaudited) Balances at beginning of year $ 5,687 5,004 5,004 4,254 4,143 Provision for losses 810 420 980 770 427 Recoveries 13 19 32 126 7 Charge-offs (206) (101) (329) (146) (323) ------- ------- ------- ------- ------- Balances at end of year $ 6,304 5,342 5,687 5,004 4,254 ======= ======= ======= ======= ======= (4) PREMISES AND EQUIPMENT A summary of premises and equipment follows: Estimated December 31, June 30, useful lives 2001 2001 ------------ ------------ ---------- Land $ 1,239 1,239 Buildings 40 years 7,660 7,619 Leasehold improvements Lease term 1,435 1,544 Furniture and equipment 2-10 years 8,973 8,797 ----------- ---------- 19,307 19,199 Accumulated depreciation and amortization (10,687) (10,222) ----------- ---------- $ 8,620 8,977 =========== ========== (5) DEPOSITS Deposits are summarized as follows: December 31, June 30, 2001 2000 ------------ -------- Non-interest bearing checking accounts $ 23,028 22,072 Interest bearing checking accounts 22,538 24,428 Money market deposit accounts 96,909 88,717 Savings accounts 12,043 11,209 Certificates of deposit 265,462 255,489 ----------- ------- $ 419,980 401,915 =========== ======= Time deposit accounts in amounts of $100 thousand or more totaled $129.5 million and $93.1 million at December 31, 2001 and June 30, 2001, respectively. Weighted Deposit average accounts with Accrued interest balances in interest rate on excess of payable on deposits $100,000 deposits --------- ------------- ---------- December 31, 2001 3.12% $ 183,578 712 June 30, 2001 4.60% 160,888 518 A summary of interest expense on deposits follows: Six months ended Years ended December 31, June 30, -------------------- --------------------------------- 2001 2000 2001 2000 1999 ------- ------- ------- ------- ------- (unaudited) Checking and money market accounts $ 1,540 2,752 4,724 6,359 3,642 Savings accounts and time deposits 6,495 7,749 15,381 13,442 12,783 ------- ------- ------- ------- ------- $ 8,035 10,501 20,105 19,801 16,425 ======= ======= ======= ======= ======= Maturities of time deposits at December 31, 2001 are as follows: Year ended December 31, ----------------------- 2002 $ 241,327 2003 11,176 2004 3,898 2005 4,049 2006 4,985 Thereafter 27 ----------- $ 265,462 =========== (6) TRUST PREFERRED SECURITIES On March 1, 2000, $10 million of 11% Capital Securities due March 1, 2030 were issued by a business Trust whose common equity is 100% owned by Cascade Financial Corporation. Interest on the Trust Preferred Securities is paid semi-annually on March and September 1. The Corporation is using the proceeds for general corporate purposes including stock repurchases and investment in its subsidiary bank. The Trust preferred securities are included as a separate line item in the consolidated balance sheet and distributions payable are treated as interest expense in the consolidated statements of operations. The Trust preferred securities qualify as Tier I capital under regulatory capital guidelines. (7) FHLB ADVANCES FHLB advances are summarized as follows: December 31, 2001 June 30, 2001 ---------------------------- --------------------------- Weighted Weighted Date of average interest average interest maturity Amount Rate Amount Rate ---------- -------- ---------------- ------- ---------------- 2002 $ 24,000 3.73% 82,009 5.58% 2003 42,500 6.28 33,958 6.15 2004 25,000 6.45 40,500 6.63 2005 45,000 6.27 20,000 6.50 2006 21,000 4.77 15,000 6.67 2007 20,000 6.37 20,000 6.37 Thereafter 49,000 5.80 20,657 5.64 -------- ---- ------- ---- $226,500 5.79% 232,124 6.07% ======== ==== ======= ==== Six months ended Year ended December 31, June 30, 2001 2001 ---------------- ---------- Maximum amount of outstanding FHLB advances at any month-end $ 235,322 236,712 Average amount of outstanding FHLB advances during the year 229,314 221,075 FHLB advances are collateralized by otherwise unencumbered permanent residential mortgages and investment grade securities. The Corporation has $125 million in fixed rate advances as of December 31, 2001 where the FHLB has the option to convert these advances to variable rate advances after a specified period. At December 31, 2001, the Bank had an unused line of credit from the FHLB-Seattle of $40.2 million. The Bank's credit line with the FHLB-Seattle is 35% of total assets or up to approximately $267 million. (8) SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND LINES OF CREDIT The Corporation enters into sales of securities under agreements to repurchase (reverse repurchase agreements) that are treated as financing arrangements. Accordingly, the obligations to repurchase securities sold are reflected as a liability in the consolidated balance sheets, and the securities underlying the agreements remain in the asset accounts. The securities underlying the agreements are under the Corporation's control and are held by nationally known government security dealers who are recognized as primary dealers by the Federal Reserve Board, or other investment banking firms approved by the Corporation's Board of Directors. Such agreements typically have maturities ranging from 30 to 89 days. Securities sold under agreements to repurchase the same securities consist of agency notes and/or mortgage-backed securities summarized as follows: Underlying securities ------------------------- Weighted Book value, average including Balance interest accrued Market outstanding rate interest value ------------ -------- ----------- ------- December 31, 2001 $ 49,792 2.16 50,625 49,723 June 30, 2001 36,920 4.02 40,308 39,728 Financial data pertaining to reverse repurchase agreements follows: Six months ended Year ended December 31, June 30, 2001 2001 ---------------- ---------- Maximum amount of outstanding agreements at any month-end $ 49,792 54,237 Average amount of outstanding agreements during the year 38,264 34,231 The Corporation has Fed Funds borrowing lines with two of its correspondent banks. During the fiscal year neither of these lines were used. (9) FEDERAL INCOME TAXES Federal income tax expense includes the following components: Six months ended Years ended December 31, June 30, ------------------------ ---------------------------------------- 2001 2000 2001 2000 1999 ------- ------- ------- ------- ------- (unaudited) Current $ 1,696 1,033 1,888 2,398 2,253 Deferred (98) 49 469 (486) (136) ------- ------- ------- ------- ------- $ 1,598 1082 2,357 1,912 2,117 ======= ======= ======= ======= ======= The provision for Federal income tax expense approximates the amount computed by applying the "expected" Federal income tax rate of 34% to income before Federal income taxes as there are no significant reconciling items. The Bank has qualified under provisions of the Internal Revenue Code to compute federal income taxes after deductions of additions to the bad debt reserves. At December 31, 2001, the Company had a taxable temporary difference of approximately $1.3 million that arose before 1988 (base-year amount). In accordance with Statement of Financial Accounting Standards No. 109, a deferred tax liability has not been recognized for the temporary difference. Management does not expect this temporary difference to reverse in the foreseeable future. The following table presents major components of the net deferred tax liability resulting from differences between financial reporting and tax bases at December 31, 2001 and June 30, 2001: December 31, June 30, 2001 2001 ------------ -------- Deferred tax assets: Loans $ 1,679 1,455 ------- ------- Gross deferred tax assets $ 1,679 1,455 Deferred tax liabilities: Deferred loan fees (882) (843) Securities available-for-sale (79) (182) Premises and equipment (236) (271) FHLB stock (1,720) (1,566) Other (39) (70) ------- ------- Gross deferred tax liabilities (2,956) (2,932) ------- ------- Net deferred tax asset (liability) $(1,277) (1,477) ======= ======= A valuation allowance for deferred tax assets was not considered necessary at December 31, 2001 or June 30, 2001. Management believes the Corporation will fully realize its total deferred income tax assets as of December 31, 2001 and June 30, 2001, based upon its total deferred income tax liabilities, previous taxes paid, and its current and expected future levels of taxable income. (10) EARNINGS PER SHARE The following table presents EPS information: Six months ended December 31, Years ended June 30, ---------------------------- ------------------------------------------ 2001 2000 2001 2000 1999 ---------- ---------- ---------- ---------- ---------- (unaudited) Net income $ 3,150 2,099 4,566 3,712 4,104 Common shares outstanding (basic) 6,172,489 6,065,332 6,081,969 6,042,084 5,962,315 Effect of dilutive stock options 292,978 346,167 345,605 481,342 589,882 ---------- ---------- ---------- ---------- ---------- Common shares outstanding (diluted) 6,465,467 6,411,499 6,427,574 6,523,426 6,552,197 ========== ========== ========== ========== ========== EPS, basic 0.51 0.35 0.75 0.61 0.69 EPS, diluted 0.49 0.33 0.71 0.57 0.63 For purposes of calculating basic and diluted earnings per share, the numerator of net income is the same. There were 138,124, 301,729, 207,567, 98,494, and 32,312 outstanding options to purchase common stock at December 31, 2001, December 31, 2000, June 30, 2001, 2000 and 1999, respectively, that are considered antidilutive and have been excluded from the above calculation. Antidilutive options have an exercise price which is greater than the current market price of the stock. (11) STOCKHOLDERS' EQUITY (a) Restrictions on Dividends Current regulations allow the Bank to pay dividends on its stock if its regulatory capital would not thereby be reduced below the amount required for the statutory capital requirements set by the (FDIC) Federal Deposit Insurance Corporation. (b) Regulatory Capital At December 31, 2001, banking regulations required institutions to have a minimum regulatory tangible and core (or leverage) capital equal to 1.5% and 3%, respectively, of adjusted total assets, and Tier I and total risk-based capital (RBC) equal to 4% and 8%, respectively, of risk-weighted assets. The Federal Deposit Insurance Corporation Improvement Act of 1991 (FDICIA) instituted a risk-based assessment system that defined five capital tiers: well-capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized. Under these regulations, a well-capitalized institution must have a Tier I RBC ratio of at least 6%, a total capital ratio of at least 10% and a leverage ratio of at least 5% and not be subject to a capital directive order. At December 31, 2001, the Bank was in compliance with the regulatory requirements for well-capitalized institutions. As of November 30, 2001, the most recent notification from the FDIC categorized the Bank as well-capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the Bank's category. Minimum requirements for capital Well-capitalized Actual adequacy requirements ----------------- ----------------- ---------------- Amount Ratio Amount Ratio Amount Ratio ------ ----- ------ ----- ------ ----- December 31, 2001: Total risk-based capital to risk-weighted assets (1) $62,426 11.98 41,702 8.00 52,128 10.00 Tier I (core) capital to risk-weighted assets 56,122 10.77 20,851 4.00 31,277 6.00 Tier I (core) capital to adjusted total assets 56,122 7.54 29,763 4.00 37,204 5.00 June 30, 2001: Total risk-based capital to risk-weighted assets (1) $58,039 11.34 40,951 8.00 51,188 10.00 Tier I (core) capital to risk-weighted assets 53,019 10.36 20,475 4.00 30,713 6.00 Tier I (core) capital to adjusted total assets 53,019 7.25 29,246 4.00 36,558 5.00 (1) The FDIC requires institutions to maintain Tier I capital of not less than one-half of total capital. (c) Stock Repurchase Plan On June 5, 2000, the Corporation commenced a stock repurchase program. The Board of Directors authorized the repurchase of up to 300,000 shares of the company's stock, which is approximately 5% of the outstanding common shares. To date the Corporation has repurchased 132,092 shares for $972, which represents 2% of the common stock. (12) MORTGAGE SERVICING RIGHTS A summary of capitalized mortgage servicing rights, included in other assets, at December 31, 2001 and June 30, 2001 follows: December 31, 2001 June 30, 2001 ----------------- ------------- Balance at beginning of period $ 658 899 Additions 4. 27. Amortization (135) (268) Allowance for losses (30) -- ----- ----- Balance at end of period $ 497 658. (13) EMPLOYEE BENEFIT PLANS (a) Savings Plan The Corporation maintains a savings plan under section 401(k) of the Internal Revenue Code, covering substantially all full-time employees. Under the plan, employee contributions are matched by the Corporation at a rate of 50% of the first five percent contributed. Such matching becomes vested over a period of five years of credited service. Employees may make investments in various stock, fixed income or money market plans, or may purchase stock in the Corporation. The Corporation contributed $64, $106, $75 and $82 to the plan for the six months ended December 31, 2001 and the years ended June 30, 2001, 2000, and 1999, respectively. (b) Employee Stock Ownership Plan The Corporation established an employee stock ownership plan (ESOP) which became effective on July 1, 1992 for employees of the Corporation, the Bank, and its subsidiary who have at least one year of continuous service. The Corporation pays all ESOP expenses. Shares purchased by the ESOP are held in a suspense account for allocation among the participants. Benefits become 20% vested after the third year of service with an additional 20% vesting each year thereafter until 100% vesting after seven years. Allocations to individual participant's accounts are based on total compensation during the year. Forfeitures are reallocated annually among remaining participating employees. For the six months ended December 31, 2001, and the years ended June 30, 2001, 2000, and 1999 the Corporation contributed $55, $108, $175, and $240 respectively, to the ESOP, which is invested in Cascade Financial Corporation stock. Allocated and unallocated shares at December 31, 2001, were 173,586 and 0, respectively. The Corporation has the right of first refusal to purchase the allocated shares of separated employees. (c) Employee Stock Purchase Plan The Corporation maintains an employee stock purchase plan, under the terms of which 167,847 shares of common stock have been authorized for issuance. The plan allows employees of the Corporation with three months of service the opportunity to purchase common stock through accumulated salary deductions during each offering period. On the first day of each six month offering period (January 1 and July 1 of each year), eligible employees who elect to participate are granted options to purchase a limited number of shares and unless the participant withdraws from the plan, the option is automatically exercised on the last day of each offering period. The aggregate number of shares to be purchased in any given offering is determined by dividing the accumulated salary deduction for the period by the lower of 85% of the market price of a common share at the beginning or end of an offering period. (d) Stock Options The Corporation maintains stock option plans pursuant to which shares of Common Stock have been authorized for issuance to certain key employees and directors of the Corporation and its subsidiaries upon exercise of stock options. The options granted under these plans are, in general, exercisable under a vesting schedule whereby all options become exercisable over seven years, and expire not more than ten years after the date of grant. All options granted have limited rights that enable a holder upon a change in control of the Corporation, to elect to receive cash equal to the difference between the exercise price of the option and the fair market value of the common stock on the date of exercise. At December 31, 2001 and June 30, 2001, 484,800 and 471,653 shares, respectively, were fully exercisable. The Corporation applies Accounting Principles Board (APB) Opinion 25, "Accounting for Stock Issued to Employees" in accounting for its stock option plans. Had compensation cost on the fair value at the grant dates for the Corporation's stock option plan been determined consistent with SFAS 123, the Corporation's net income and earnings per share would have been reduced to the pro forma amounts indicated below: Six months ended December 31, Years ended June 30, ----------------------------- --------------------------------------- 2001 2000 2001 2000 1999 --------- ----- ----- ----- ----- (unaudited) Net income As reported $ 3,150 2,099 4,566 3,712 4,104 Pro forma 3,087 2,046 4,439 3,532 3,956 Net income per common share Basic As reported 0.51 0.35 0.75 0.61 0.69 Pro forma 0.50 0.34 0.73 0.58 0.66 Diluted As reported 0.49 0.33 0.71 0.57 0.63 Pro forma 0.48 0.32 0.69 0.54 0.60 The fair value of options granted under the Corporation's stock option plan was $3.45, $3.57, $2.40 and $7.25 respectively for the six months ended December 31, 2001, and the years ended June 30, 2001, 2000, and 1999. The fair value is estimated on the date of grant with the following weighted average assumptions used for December 31, 2001, and June 30, 2001, 2000, and 1999: risk-free interest rate of 1.75%, 4.75%, 6.50%, and 5.24%, an expected life of eight years, no expected cash dividends, and a volatility factor of 24%. Changes in total options outstanding for the period ended December 31, 2001, and the years ended June 30, 2001, 2000, 1999 were as follows: Shares Weighted average under exercise price of option option shares ------- ----------------- Six months ended December 31, 2001 ---------------------------------- Outstanding at beginning of period 834,672 $ 5.85 Granted during period 13,445 8.11 Exercised during period (54,429) 3.33 10% stock dividend 73,987 -- Forfeited during period (12,459) 8.19 ------- Outstanding at end of period 855,216 $ 5.49 ======= Year ended June 30, 2001 ---------------------------------- Outstanding at beginning of year 864,272 $ 5.02 Granted during year 210,080 7.49 Exercised during year (162,318) 2.01 Forfeited during year (77,362) 9.07 ------- Outstanding at end of year 834,672 5.85 ======= Year ended June 30, 2000 ---------------------------------- Outstanding at beginning of year 848,345 $ 4.28 Granted during year 122,442 9.49 Exercised during year (77,575) 2.19 Forfeited during year (28,940) 9.86 ------- Outstanding at end of year 864,272 5.02 ======= Year ended June 30, 1999 ---------------------------------- Outstanding at beginning of year 684,656 $ 3.87 Granted during year 132,949 10.73 Exercised during year (98,149) 2.85 Five-for-four stock split 151,905 -- Forfeited during year (23,016) 7.30 ------- Outstanding at end of year 848,345 4.28 ======= Financial data pertaining to outstanding stock options were as follows: At December 31, 2001 ------------------------------ Weighted Weighted average Weighted average exercise average exercise Number of price of Ranges of Number of remaining price of exercisable exercisable exercise option contractual option option option prices shares life shares shares shares ----------- -------- ----------- -------- ----------- ----------- $ 1.15-2.35 203,738 1.06 $ 1.40 203,738 $ 1.40 2.76-6.33 248,401 3.69 4.67 213,493 4.45 6.48-7.05 191,331 8.60 6.91 14,793 7.54 7.27-8.35 81,177 8.20 7.64 8,509 7.77 9.00-10.82 130,569 7.01 10.03 41,712 9.86 ------- ------ ------ ------- ------ 855,216 5.10 $ 5.49 482,245 $ 3.78 ======= ====== ====== ======= ====== (14) FAIR VALUE OF FINANCIAL INSTRUMENTS The fair value estimates presented below are subjective in nature, involve uncertainties and matters of significant judgment and, therefore, are not necessarily indicative of the amounts the Corporation could realize in a current market exchange. The Corporation has not included certain material items in its disclosure, such as the value of the long-term relationships with the Corporation's lending and deposit customers since this is an intangible and not a financial instrument. Additionally, the estimates do not include any tax ramifications. There may be inherent weaknesses in any calculation technique, and changes in the underlying assumptions used, including discount rates and estimates of future cash flows that could materially affect the results. For all of these reasons, the aggregation of the fair value calculations presented herein do not represent, and should not be construed to represent, the underlying value of the Corporation. The following table presents a summary of the fair value of the Corporation's financial instruments: December 31, June 30, 2001 2001 ------------------------ ---------------------- Carrying Estimated Carrying Estimated value fair value value fair value -------- ---------- ------- ---------- Financial assets: Cash and cash equivalents $ 11,622 11,622 13,880 13,880 Securities available-for-sale 150,338 150,338 129,213 129,213 Securities held-to-maturity 5,989 5,883 6,592 6,456 Loans, net 576,226 589,675 564,869 565,467 Servicing rights 497 551 658 823 Financial liabilities: Deposit accounts 419,980 419,824 401,915 397,936 Borrowings 276,292 289,156 269,044 274,800 Trust preferred securities 10,000 10,000 10,000 10,000 Cash and Cash Equivalents The carrying amount represents fair value. Securities including mortgage backed securities Fair values are based on quoted market prices or dealer quotations. Loans Fair values are estimated using current market interest rates to discount future cash flows for each of fifteen different loan segments. Interest rates used to discount the cash flows are based on U.S. Treasury yields or other market interest rates with appropriate spreads for each segment. The spread over the treasury yields or other market rates is used to account for liquidity, credit quality and higher servicing costs. Prepayment rates are based on expected future prepayment rates or where appropriate and available, market prepayment rates. Servicing Rights Fair values for mortgage servicing rights are based on quoted market prices discounted for costs to sell. Deposit Accounts The fair value of deposits with no stated maturity, such as checking accounts, money market deposit accounts and savings accounts, equals the amount payable on demand. The fair value of certificates of deposits is calculated based on the discounted value of contractual cash flows. The discount rate is equal to the rate currently offered on similar products. Borrowings The fair value is calculated based on the discounted cash flow method, adjusted for market interest rates and terms to maturity. Trust Preferred Securities The fair value is based on the discounted cash flow method, adjusted for market interest rates and terms to maturity. Commitments to Extend Credit and Standby Letters of Credit The fair value of commitments to extend credit can be estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. It is not practicable to estimate fair value on these instruments. (15) CONTINGENCIES The Corporation is a defendant in various legal proceedings arising in connection with its business. It is the opinion of management that the financial position and the results of operations of the Corporation will not be materially adversely affected by the final outcome of these legal proceedings and that adequate provision has been made in the accompanying consolidated financial statements. At periodic intervals, the Washington State Department of Financial Institutions and the Federal Deposit Insurance Corporation routinely examine the Corporation's financial statements as part of their legally prescribed oversight of the thrift industry. Based on these examinations, the regulators can direct that the Corporation's financial statements be adjusted in accordance with their findings. (16) CONDENSED FINANCIAL INFORMATION OF CASCADE FINANCIAL CORPORATION Following are the condensed financial statements of Cascade Financial Corporation (parent only) for the period indicated: Balance sheet --------------------------------- December 31, 2001 June 30, 2001 ----------------- ------------- Assets: Cash $ 518 679 Investment in subsidiary 56,123 53,083 Other assets 1,166 871 ------- ------- $57,807 54,633 ======= ======= Liabilities and stockholders' equity: Other liabilities $ 283 389 Trust preferred securities 10,000 10,000 Stockholders' equity 47,524 44,244 ------- ------- $57,807 54,633 ======= ======= Statement of operations --------------------------------------------------------------- Six months ended Years ended December 31, June 30, --------------------- ----------------------------------- 2001 2000 2001 2000 1999 ------- ------- ------- ------- ------- (unaudited) Equity in undistributed net income of the subsidiary $ 3,740 2,548 5,462 4,124 4,217 Interest income -- Trust preferred securities 17 -- 42 -- -- Operating expenses (330) (88) (234) (240) (171) Interest expense-- Trust preferred securities (581) (593) (1,166) (388) -- ------- ------- ------- ------- ------- Income before Federal income taxes 2,846 1,867 4,104 3,496 4,046 Income tax benefit 304 232 462 216 58 ------- ------- ------- ------- ------- Net income $ 3,150 2,099 4,566 3,712 4,104 ======= ======= ======= ======= ======= Statement of cash flows --------------------------------------------------------------- Six months ended Year ended December 31, June 30, --------------------- ----------------------------------- 2001 2000 2001 2000 1999 ------- ------- ------- ------- ------- (unaudited) Cash flows from operating activities: Net income $ 3,150 2,099 4,566 3,712 4,104 Adjustments to reconcile net income to net cash (used in) operating activities: Equity in net income of subsidiaries (3,740) (2,548) (5,462) (4,124) (4,217) (Increase) decrease in other assets (295) 62 85 (913) (41) (Decrease) increase in other liabilities (106) 46 9 380 (18) ------- ------- ------- ------- ------- Net cash used in operating activities (991) (341) (802) (945) (172) Cash flows from investing activities: Dividends received from subsidiaries 700 800 1,700 -- -- Investment in subsidiary -- -- -- (9,709) -- ------- ------- ------- ------- ------- Net cash provided by (used in) investing activities 700 800 1,700 (9,709) -- Cash flows from financing activities: Repurchase of common stock (156) (584) (723) -- -- Proceeds from exercise of stock options 286 210 446 248 375 Proceeds from trust preferred offering -- -- -- 10,000 -- ------- ------- ------- ------- ------- Net cash provided by financing activities 130 (374) (277) 10,248 375 ------- ------- ------- ------- ------- Net increase (decrease) in cash and cash equivalents (161.) 85 621 (406.) 203 ------- ------- ------- ------- ------- Cash and cash equivalents: Beginning of year 679 58 58 464 261 ------- ------- ------- ------- ------- End of year $ 518 143 679 58 464 ======= ======= ======= ======= ======= (17) LINES OF BUSINESS The Corporation's sole operating subsidiary is Cascade Bank, which is managed along five major lines of business: business banking, retail banking, construction lending, income property lending and residential lending. The administrative group, although not considered a line of business, is responsible for the management of investments, interest rate risk, marketing, data processing and regulatory and stockholder reporting. The financial performance of these business lines is measured by the Corporation's profitability reporting processes, which utilize various management accounting techniques to ensure that each business line's financial results reflect the underlying performance of that business. Each line of business segment is managed by a senior executive. Back office support is provided to each segment through executives responsible for information systems, finance and administration. The principal activities conducted by Business Banking are the origination and servicing of commercial business loans and associated merchant services. Retail Banking includes all deposit products, with their related fee income, and all consumer loan products such as home equity and installment loans and credit card products. The Construction unit provides financing to builders and developers for residential construction and land acquisition and development. The Income Property unit originates loans secured by multifamily properties and commercial real estate. The Residential unit's activities are the origination of single family loans and the associated loan servicing activities. The Bank's reportable business segments are the strategic lines of business noted above, which are managed by the Management Committee, under the direction of the President and Chief Executive Officer. The Management Committee, which is the senior decision making group of the Bank, is comprised of eight members including the President and Chief Executive Officer. To better assess the contribution of its various business lines, the Bank generates segment results that include balances directly attributable to business line activities. Expenses or activities not directly controlled by business unit managers are allocated to the Administrative unit. In this way, management can assess the performance of a particular business. The bank is constantly analyzing its line of business performance and developing better ways to measure profitability. The accounting policies of the segments are the same as those described in "Note 1: Summary of Significant Accounting Policies." Direct revenues and expenses are allocated to business segments in determining their net income. Corporate overhead, centralized support costs and other costs are assigned to the Administration unit. The Corporation evaluates performance based on net income of the respective business segments. Depreciation is allocated to the segments based upon the utilization of the assets by the segments. All depreciating assets are included in Administration's total assets. The organizational structure of the Bank and the allocated methodologies it employs result in business line financial results that are not necessarily comparable across companies. As such, the Bank's business line performance may not be directly comparable with similar information from other financial institutions. Following are the condensed financial statements for the Corporation's lines of business for the periods indicated: Six months ended December 31, 2001 ------------------------------------------------------------------------------------------ Resi- Con- Income Admin- Business dential struction property Retail istration Total --------- ------- --------- -------- ------ --------- ------ Condensed income statement Net interest income after provision for loan losses $ 2,085 1,244 1,968 1,650 746 2,699 10,392 Other income 21 410 -- 6 656 724 1,817 Other expense 975 948 495 800 820 3,423 7,461 --------- ------- ----- ----- ----- ----- ------ Income before income taxes 1,131 706 1,473 856 582 -- 4,748 Federal income taxes 380 238 496 288 196 -- 1,598 --------- ------- ----- ----- ----- ----- ------ Net income $ 751 468 977 568 386 -- 3,150 ========= ======= ====== ===== ===== ===== ===== At December 31, 2001 Total Assets $ 125,342 152,727 75,911 172,671 58,381 176,981 762,013 Year ended June 30, 2001 ------------------------------------------------------------------------------------------ Resi- Con- Income Admin- Business dential struction property Retail istration Total --------- ------- --------- -------- ------ --------- ------ Condensed income statement Net interest income after provision for loan losses $ 3,573 2,713 3,824 2,687 1,331 4,453 18,581 Other income 73 533 -- 5 1,212 820 2,643 Other expense 1,992 2,647 809 1,724 1,856 5,273 14,301 --------- ------- ----- ----- ----- ----- ------ Income before income taxes 1,654 599 3,015 968 687 -- 6,923 Federal income taxes 562 204 1,025 329 237 -- 2,357 --------- ------- ----- ----- ----- ----- ------ Net income $ 1,092 395 1,990 639 450 -- 4,566 ========= ======= ====== ===== ===== ===== ===== At June 30, 2001 Total Assets $ 113,707 161,729 58,796 164,274 60,406 174,155 733,067 Year ended June 30, 2000 ------------------------------------------------------------------------------------------ Resi- Con- Income Admin- Business dential struction property Retail istration Total --------- ------- --------- -------- ------ --------- ------ Condensed income statement Net interest income after provision for loan losses $ 3,330 3,811 2,934 3,678 1,253 2,959 17,965 Other income 43 706 -- 8 1,135 384 2,276 Other expense 1,800 5,022 746 1,837 1,869 3,343 14,617 --------- ------- ----- ----- ----- ----- ------ Income (loss) before income taxes 1,573 (505) 2,188 1,849 519 -- 5,624 Federal income taxes 535 (172) 744 629 176 -- 1,912 --------- ------- ----- ----- ----- ----- ------ Net income (loss) $ 1,038 (333) 1,444 1,220 343 -- 3,712 ========= ======= ====== ===== ===== ===== ===== At June 30, 2000 Total Assets $ 86,298 175,911 56,385 167,041 62,060 128,481 676,176 (18) SELECTED QUARTERLY FINANCIAL DATA (unaudited) Quarter ended ----------------------------- Sept 30 Dec 31 2001 2001 ----------- -------- Interest income $ 13,937 13,537 Interest expense 8,614 7,658 ----------- -------- Net interest income 5,323 5,879 Provision for loan losses 270 540 Other income 896 921 Other expense 3,708 3,753 ----------- -------- Income before Federal income taxes 2,241 2,507 Federal income taxes 745 853 ----------- -------- Net income $ 1,496 1,654 =========== ======== Earnings per share, basic $ 0.24 0.27 Earnings per share, diluted 0.23 0.26 Quarter ended ---------------------------------------------------------------- Sept 30 Dec 31 Mar 31 June 30 2000 2000 2001 2001 ----------- -------- ------- ------- Interest income $ 13,840 14,439 14,318 14,092 Interest expense 9,195 9,725 9,277 8,931 ----------- -------- ------- ------- Net interest income 4,645 4,714 5,041 5,161 Provision for loan losses 210 210 290 270 Other income 516 623 793 711 Other expense 3,393 3,505 3,722 3,681 ----------- -------- ------- ------- Income before Federal income taxes 1,558 1,622 1,822 1,921 Federal income taxes 530 551 623 653 ----------- -------- ------- ------- Net income $ 1,028 1,071 1,199 1,268 =========== ======== ======= ======= Earnings per share, basic $ 0.17 0.18 0.20 0.21 Earnings per share, diluted 0.16 0.17 0.18 0.20 Quarter ended ---------------------------------------------------------------- Sept 30 Dec 31 Mar 31 June 30 1999 1999 2000 2000 ----------- -------- ------- ------- Interest income $ 11,016 12,053 12,386 13,126 Interest expense 6,339 7,375 7,719 8,414 ----------- -------- ------- ------- Net interest income 4,677 4,678 4,667 4,712 Provision for loan losses 210 140 210 210 Other income 486 531 596 664 Other expense 3,476 3,533 3,775 3,833 ----------- -------- ------- ------- Income before Federal income taxes 1,477 1,536 1,278 1,333 Federal income taxes 501 522 433 456 ----------- -------- ------- ------- Net income $ 976 1,014 845 877 =========== ======== ======= ======= Earnings per share, basic $ 0.16 0.17 0.14 0.14 Earnings per share, diluted 0.15 0.15 0.13 0.14 Quarter ended ---------------------------------------------------------------- Sept 30 Dec 31 Mar 31 June 30 1998 1998 1999 1999 ----------- -------- ------- ------- Interest income $ 9,020 9,313 9,612 10,260 Interest expense 5,245 5,395 5,398 5,918 ----------- -------- ------- ------- Net interest income 3,775 3,918 4,214 4,342 Provision for loan losses 150 150 127 -- Other income 536 607 1,148 546 Other expense 2,823 2,771 3,211 3,633 ----------- -------- ------- ------- Income before Federal income taxes 1,338 1,604 2,024 1,255 Federal income taxes 455 545 691 426 ----------- -------- ------- ------- Net income $ 883 1,059 1,333 829 =========== ======== ======= ======= Earnings per share, basic $ 0.15 0.18 0.22 0.14 Earnings per share, diluted 0.14 0.16 0.20 0.13 ANNUAL STOCKHOLDERS' MEETING The Annual Stockholders' meeting will be held at the Everett Golf & Country Club, 1500 52nd Street SE, Everett, WA, on Wednesday May 8th, 2002 at 6:30 p.m. Pacific Time. CORPORATE INFORMATION: www.cascadebank.com Main office 2828 Colby Avenue Everett, Washington (425) 339-5500 Bellevue 200 108th Avenue NE Bellevue, Washington (425) 455-2300 Clearview 17512 SR 9 SE Snohomish, Washington (360) 668-1243 Crossroads 15751 NE 15th Street Bellevue, Washington (425) 643-6200 Everett/Broadway 2602 Broadway Everett, Washington (425) 259-1243 Everett/Evergreen Way 6920 Evergreen Way Everett, Washington (425) 353-1243__ Harbour Pointe 11700 Mukilteo Speedway Mukilteo, Washington (425) 290-7767 Issaquah 305 Front Street N Issaquah, Washington (425) 391-5500 Lake Stevens 8915 Market Place Everett, Washington (425) 334-8880 Lynnwood 19419 Highway 99 Lynnwood, Washington (425) 775-6666 Marysville 815 State Avenue Marysville, Washington (360) 659-7614 North Marysville 3711 88th Street NE Marysville, Washington (360) 651-9200 Smokey Point 3532 172nd Street NE Arlington, Washington (360) 653-1900 Woodinville 17641 Garden Way NE Woodinville, Washington (425) 481-0820 All Shareholders are encouraged to read Cascade's Form 10-K for the year ended December 31, 2001, as filed with the Securities and Exchange Commission (the "SEC"). The Form 10-K includes the significant risk factors that could affect Cascade's projections and future operating performance. This document is qualified in its entirety by the information contained in the Form 10-K. The Form 10-K, together with all other information filed by Cascade with the SEC, is available on the Internet at the SEC's web site at http://www.sec.gov. The Form 10-K will be furnished by Cascade, upon receipt of written request addressed to Cascade Financial Corporation, 2828 Colby Avenue, Everett, WA 98201. Stock Transfer Agent Mellon Investor Services LLC P.O. Box 3315 South Hackensack, NJ 07606 (800) 356-2017 (800) 231-5469 TDD for Hearing Impaired (201) 329-8660 Foreign Shareholders (201) 329-8354 TDD Foreign Shareholders www.melloninvestor.com Auditors KPMG LLP 3100 Two Union Square 601 Union Street Seattle, Washington 98101 Legal Counsel Keller Rohrback, LLP 1201 Third Avenue, Suite 3200 Seattle, WA 98101-3052 Special Counsel Anderson Hunter, PS 2707 Colby Avenue, Suite 1001 Everett, Washington 98201 Selected Financial Data And Management Discussion and Analysis December 31, 2001 [CASCADE FINANCIAL CORPORATION LOGO] CASCADE FINANCIAL CORPORATION SELECTED FINANCIAL DATA (Dollars in thousands, except per share data) For the six month period For the year ended December 31, ended June 30, 2001 2000 2001 2000 1999 1998 1997(1) ------------------------ ------------------------------------------------------- (unaudited) Interest income $27,474 28,279 56,689 48,582 38,205 33,916 31,568 Interest expense 16,272 18,919 37,128 29,847 21,956 20,118 19,924 Net interest income 11,202 9,360 19,561 18,735 16,249 13,798 11,644 Provision for loan losses 810 420 980 770 427 246 810 Net interest income after provision for loan losses 10,392 8,940 18,581 17,965 15,822 13,552 10,834 Other income 1,817 1,138 2,643 2,276 2,837 2,458 1,942 Other expense 7,461 6,897 14,301 14,617 12,438 10,729 10,897 Income before Federal income taxes 4,748 3,181 6,923 5,624 6,221 5,281 1,879 Net income 3,150 2,099 4,566 3,712 4,104 3,525 2,176 Net income per common share, basic(2) 0.51 0.35 0.75 0.61 0.69 0.60 0.38 Net income per common share, diluted(2) 0.49 0.33 0.71 0.57 0.63 0.55 0.34 Book value per share(2) 7.70 6.70 7.25 6.12 5.71 5.33 4.75 At December 31, At June 30, 2001 2000 2001 2000 1999 1998 1997(1) ----------------------- --------------------------------------------------------- (unaudited) Assets $762,013 716,129 733,067 676,176 557,086 444,155 434,162 Loans, net 576,226 548,722 564,869 539,972 455,736 384,734 341,201 Cash and securities 167,949 138,062 149,685 117,655 84,611 44,103 79,313 Deposits 419,980 395,976 401,915 398,507 361,786 312,518 304,205 Borrowings 59,792 47,265 46,920 15,787 5,951 13,391 19,483 FHLB Advances 226,500 222,977 232,124 215,656 141,996 73,436 74,659 Shareholders' equity 47,667 41,240 44,597 37,256 34,239 31,418 27,543 Non-performing loans 1,999 2,300 1,315 573 1,201 1,921 1,069 Financial Ratios Financial Ratios For the six month period For the year ended December 31, ended June 30, 2001 2000 2001 2000 1999 1998 1997(1) ------------------------ -------------------------------------------------------- (unaudited) Return on assets 0.85% 0.60% 0.64% 0.60% 0.83% 0.82% 0.33% Return on equity 13.63% 10.91% 11.26% 10.37% 12.21% 12.05% 5.26% Net interest margin 3.10% 2.75% 2.84% 3.13% 3.44% 3.40% 2.90% Efficiency ratio 57.31% 65.70% 64.41% 69.57% 65.17% 65.99% 80.21% Average shareholders' equity to average assets 6.25% 5.45% 5.71% 5.78% 6.77% 6.89% 6.25% Total risk based capital to risk weighted assets 11.98% 11.48% 11.34% 11.69% 10.17% 11.35% 11.4% Tier 1 capital to adjusted total assets 7.54% 7.14% 7.35% 7.38% 6.36% 7.02% 6.33% (1) Amounts for 1997 have been restated to reflect the acquisition of AmFirst Bancorporation. The 1997 SAIF special assessment of $1.2 million is excluded. (2) Per common share data is retroactively adjusted to reflect all stock splits and stock dividends. - 1 - MANAGEMENT DISCUSSION AND ANALYSIS The following discussion is provided for the consolidated financial statements of Cascade Financial Corporation (the "Company") at December 31, 2001. The purpose of this discussion is to focus on significant factors concerning the Company's financial condition and results of operations, and to provide a more comprehensive review of the Company's operating results and financial condition than can be obtained from reading the consolidated financial statements alone. This discussion should be read with the consolidated financial statements and the notes thereto. In addition to historical information, this report contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). This statement is included for the express purpose of availing Cascade Financial Corporation of the protections of the safe harbor provisions of the PSLRA. The forward-looking statements contained herein are subject to factors, risks, and uncertainties that may cause actual results to differ materially from those projected. The following items are among the factors that could cause actual results to differ materially from the forward-looking statements: general economic conditions, including their impact on capital expenditures; business conditions in the banking industry; recent world events and their impact on interest rates, businesses and customers; the regulatory environment; new legislation; vendor quality and efficiency; employee retention factors; rapidly changing technology and evolving banking industry standards; competitive standards; competitive factors, including increased competition with community, regional, and national financial institutions; fluctuating interest rate environments; and similar matters. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date of the statement. Cascade Financial Corporation undertakes no obligation to publicly revise or update these forward-looking statements to reflect events or circumstances that arise after the date of this report. Readers should carefully review the risk factors described in this and other documents the Company files from time to time with the Securities and Exchange Commission. FINANCIAL CONDITION Earnings Cascade Financial Corporation earned net income for the six month period ended December 31, 2001 of $3.2 million or $0.49 per fully diluted share, an increase of 52% over the $2.1 million or $0.33 per fully diluted share for the same period of 2000. Higher net interest income due to increased earning assets and an increase in net interest margin contributed to the improved results. The Company earned net income of $4.6 million or $0.71 per fully diluted share, $3.7 million or $0.57 per fully diluted share, and $4.1 million or $0.63 per fully diluted share for the fiscal years ended June 30, 2001, 2000, and 1999, respectively. Total Assets The Company's total assets at December 31, 2001 were $762.0 million, compared to $733.1 million at June 30, 2001, an increase of 4%, due to the increase in net loans and securities available for sale. The Company's total assets at June 30, 2001, 2000, and 1999 were $733.1 million, $676.2 million, and $557.1 million, respectively. Net Loans Net loans were $576.2 million at December 31, 2001, a 2% increase over the $564.9 million at June 30 2001. This increase was due primarily to an increase in total business loans which increased from $113.7 million at June 30, 2001 to $125.3 million at December 31, 2001. For the same periods, total single-family residential loans decreased from $165.0 million at June 30, 2001 to $152.7 million at December 31, 2001. Management anticipates this trend of increasing business loans and decreasing single-family residential loans will continue as the conversion from a thrift institution to a commercial bank continues. Deposit Accounts Deposit accounts totaled $420.0 million at December 31, 2001, a 4.5% increase over the $401.9 million at June 30, 2001. The bank historically had paid interest rates on deposits at the higher end of the - 2 - competitive range of financial institutions in its market area, but in an attempt to lower the absolute and relative cost of funds, the bank has recently modified its deposit pricing strategy by pricing its deposits in the middle of that range. In addition, as its business banking activity increases, the bank expects to increase its non-interest bearing accounts through the growth of commercial checking accounts. Return on Average Equity Return on average equity for the six month period ended December 31, 2001 was 13.63% compared to 10.91% for the same period of 2000. Return on average equity for the fiscal years ended June 30, 2001, 2000, and 1999 were 11.26%, 10.37%, and 12.21%, respectively. RESULTS OF OPERATIONS Net Interest Income The largest component of the Company's earnings is net interest income. Net interest income is the difference between interest earned on earning assets (primarily loans, interest bearing deposits with banks, and investment securities) and the interest expense associated with interest bearing liabilities (deposits and borrowings). The volume of and yields earned on earning assets and the volume of and the rates paid on interest bearing liabilities determine net interest income. Interest earned and interest paid is also affected by general economic conditions, including the demand for loans, availability of deposits, market rates of interest, government policies, and the action of regulatory authorities. The Company's operations are sensitive to changes in interest rates and the resulting impact on net interest income. Interest rates decreased in 2001 and generally resulted in a greater reduction in funding costs. Net interest income for the six months ended December 31, 2001 increased by 19%, or $1.8 million, to $11.2 million from $9.4 million for the six month period ended December 31, 2000. The improvement in net interest income from the six month period in 2000 was primarily due to increased earning assets and an increase in net interest margin. Net interest margin is net interest income expressed as a percent of average earning assets, and represents the difference between the yield on earning assets and the composite interest rate paid on all sources of funds. Net interest income for the fiscal year ended June 30, 2001 increased by 4.4% or $826,000 to $19.6 million from $18.7 million for the same period in 2000 and $16.2 million for the same period 1999. These increases resulted from growth in earning assets and an increase in the average asset yield, which offset the contraction in the net interest margin. For the fiscal year ended June 30, 2001, the increase in net interest income was constrained by the escalation of market interest rates during the first half of the fiscal year that was not fully offset by the decrease in rates in the second half of the year. Also, net interest income was adversely impacted by increased interest expense associated with a full year's interest on the trust preferred securities. The improvement in net interest income from June 30, 2000 over 1999 was primarily due to growth in earning assets. Average earning assets increased 6.1% to $722.6 million for the six months ended December 31, 2001 from $681.2 million for the six months ended December 31, 2000. Average earning assets increased to $689.5 million for the fiscal year ended June 30, 2001, from $598.1 million for the same period in 2000 and $472.7 million for the same period in 1999. Average earning assets increased 15.3% and average loans increased 8.2% in fiscal 2001 compared to fiscal 2000. The net interest margin for the six months ended December 31, 2001 was 3.10%, compared to 2.75% for the six months ended December 31, 2000. The improvement in the margin for these six month periods is primarily attributed to a larger decline in the cost of funds than the decline in asset yield. The net interest margin for fiscal years ended June 30, 2001, 2000, and 1999 was 2.84%, 3.13%, and 3.44%, respectively. The volatile nature of interest rates and intense competition for deposits and loans negatively impacted the net interest margin from June 30, 1999 through June 30, 2001. In particular, during the first half of fiscal 2001, the increase in rates decreased the net interest margin as liabilities repriced more quickly than assets. The 275 basis point drop in the target federal funds rate from January to June 2001 resulted in a corresponding drop in Cascade Bank's prime lending rate. The result was the yield on prime rate based loans repriced downward more quickly than the liabilities funding those loans. - 3 - For the six months ended December 31, 2001, the yield on earning assets was 7.60% compared to 8.30% for the six month period ended December 31, 2000. This yield reduction was more than offset by the decrease in the cost of interest bearing liabilities, which declined from 5.98% for the six month period ended December 31, 2000 to 4.93% for the six months ended December 31, 2001. For the fiscal years ended June 30, 2001, 2000, and 1999, the yield on earning assets was 8.22%, 8.12%, and 8.08%, respectively. For the fiscal years ended June 30, 2001, 2000, and 1999, the cost of interest bearing liabilities was 5.82%, 5.39%, and 5.11%, respectively. Average Balances and an Analysis of Average Rates Earned and Paid The following tables show average balances and interest income or interest expense, with the resulting average yield or rate by category. For the six months ended December 31, 2001 2000 ----------------------------------------------------------------- (unaudited) Interest Interest Average and Yield/ Average and Yield/ Balance Dividend Cost Balance Dividend Cost ----------------------------------------------------------------- (Dollars in thousands) ASSETS Interest-earning assets (1) Mortgage loans $ 400,515 15,986 7.98 397,309 16,526 8.32 Consumer loans 59,809 2,426 8.11 63,756 2,800 8.78 Business loans 119,897 4,797 8.00 91,447 4,380 9.58 ----------------------------------------------------------------- Total loans 580,221 23,209 8.00 552,512 23,706 8.58 Mortgage-backed securities 19,083 596 6.24 31,845 1,027 6.45 Investment securities 104,314 3,065 5.92 82,214 2,972 7.29 Daily interest-earning deposits and FHLB stock 18,946 604 6.12 14,668 574 7.46 ----------------------------------------------------------------- Total interest-earning assets 722,564 27,474 7.60 681,239 28,279 8.30 Noninterest-earning assets Office properties and equipment, net 8,753 8,904 Real estate, net 386 606 Other noninterest-earning assets 8,134 12,975 ----------- ------- Total assets $ 739,837 703,724 =========== ======= LIABILITIES AND STOCKHOLDERS' EQUITY Interest-bearing liabilities Passbook accounts $ 11,073 109 1.96 11,032 172 3.12 Checking accounts 22,051 136 1.23 21,214 216 2.04 Money market accounts 94,384 1,405 2.98 104,262 2,535 4.86 Certificates of deposit 254,836 6,386 5.01 240,092 7,577 6.31 ----------------------------------------------------------------- Total interest-bearing deposits 382,344 8,035 4.20 376,600 10,501 5.58 Other interest-bearing liabilities FHLB advances 229,451 7,047 6.14 214,128 6,800 6.35 Other interest-bearing liabilities 48,264 1,190 4.93 42,469 1,618 7.62 ----------------------------------------------------------------- Total interest-bearing liabilities 660,059 16,272 4.93 633,197 18,919 5.98 Other liabilities 33,549 32,176 ----------- ------- Total liabilities 693,608 665,373 Stockholders' equity 46,229 38,351 ----------- ------- Total liabilities and stockholders' equity $ 739,837 703,724 =========== ======= Net interest income (2) $11,202 9,360 ------- ----- Interest rate spread (3) 2.67 2.33 Net interest margin (4) 3.10 2.75 Average interest-earning assets to average interest-bearing liabilities 109.47 107.59 - ---------- (Footnotes appear on following page.) - 4 - For the Year Ended June 30, ---------------------------------------------------------------- 2001 2000 Interest Interest Average and Yield/ Average and Yield/ Balance Dividend Cost Balance Dividend Cost ---------------------------------------------------------------- (Dollars in thousands) ASSETS Interest-earning assets (1) Mortgage loans $ 398,893 33,313 8.35 383,595 31,280 8.15 Consumer loans 63,020 5,496 8.72 57,138 4,740 8.30 Business loans 98,100 9,088 9.26 76,672 7,135 9.31 ---------------------------------------------------------------- Total loans 560,013 47,897 8.55 517,405 43,155 8.34 Mortgage-backed securities 29,123 1,871 6.42 30,779 1,932 6.28 Investment securities 83,285 5,755 6.91 40,081 2,680 6.69 Daily interest-earning deposits and FHLB stock 17,030 1,166 6.85 9,858 815 8.27 ---------------------------------------------------------------- Total interest-earning assets 689,451 56,689 8.22 598,123 48,582 8.12 Noninterest-earning assets Office properties and equipment, net 8,941 9,281 Real estate, net 630 491 Other noninterest-earning assets 11,311 11,559 ---------- ------- Total assets $ 710,333 619,454 ========== ======= LIABILITIES AND STOCKHOLDERS' EQUITY Interest-bearing liabilities Passbook accounts $ 10,915 309 2.83 11,446 351 3.07 Checking accounts 21,783 395 1.81 18,408 389 2.11 Money market accounts 96,491 4,328 4.49 119,219 5,963 5.00 Certificates of deposit 242,501 15,073 6.22 232,192 13,098 5.64 ---------------------------------------------------------------- Total interest-bearing deposits 371,690 20,105 5.41 381,265 19,801 5.19 Other interest-bearing liabilities FHLB advances 221,397 13,843 6.25 160,182 9,093 5.68 Other interest-bearing liabilities 45,127 3,180 7.05 12,519 953 7.61 ---------------------------------------------------------------- Total interest-bearing liabilities 638,214 37,128 5.82 553,966 29,847 5.39 Other liabilities 31,562 29,710 ------ ------ Total liabilities 669,776 583,676 Stockholders' equity 40,557 +35,778 --------- ------- Total liabilities and stockholders' equity $ 710,333 619,454 ========= ======= Net interest income (2) $ 19,561 18,735 ========= ======= Interest rate spread (3) 2.40 2.73 Net interest margin (4) 2.84 3.13 Average interest-earning assets to average interest-bearing liabilities 108.03 107.97 For the Year Ended June 30, --------------------------- 1999 Interest Average and Yield/ Balance Dividend Cost --------------------------- ASSETS Interest-earning assets (1) Mortgage loans 321,038 25,878 8.06 Consumer loans 48,755 4,273 8.76 Business loans 48,414 4,600 9.50 --------------------------- Total loans 418,207 34,751 8.31 Mortgage-backed securities 30,805 1,835 5.96 Investment securities 14,482 904 6.24 Daily interest-earning deposits and FHLB stock 9,218 715 7.76 --------------------------- Total interest-earning assets 472,712 38,205 8.08 Noninterest-earning assets Office properties and equipment, net 9,225 Real estate, net 209 Other noninterest-earning assets 13,947 ------- Total assets 496,093 ======= LIABILITIES AND STOCKHOLDERS' EQUITY Interest-bearing liabilities Passbook accounts 12,781 391 3.06 Checking accounts 18,540 409 2.21 Money market accounts 69,426 3,233 4.66 Certificates of deposit 220,921 12,392 5.61 --------------------------- Total interest-bearing deposits 321,668 16,425 5.11 Other interest-bearing liabilities FHLB advances 102,045 5,280 5.17 Other interest-bearing liabilities 5,571 251 4.50 --------------------------- Total interest-bearing liabilities 429,284 21,956 5.11 Other liabilities 33,216 ------- Total liabilities 462,500 Stockholders' equity 33,593 ------ Total liabilities and stockholders' equity 496,093 ======= Net interest income (2) 16,249 ======= Interest rate spread (3) 2.97 Net interest margin (4) 3.44 Average interest-earning assets to average interest-bearing liabilities 110.12 (1) Does not include interest on loans 90 days or more past due. (2) Interest and dividends on total interest-earning assets less interest on total interest-bearing liabilities. (3) Total interest-earning assets yield less total interest-bearing liabilities cost. (4) Net interest income as an annualized percentage of total interest-earning assets. - 5 - Provision for Loan Losses The provision for loan losses for the six month period ended December 31, 2001 was $810,000, compared to $420,000 for the six month period ended December 31, 2000. For the fiscal years ended June 30, 2001, 2000, and 1999, the provisions for loan losses were $980,000, $770,000, and $422,000, respectively. Increases in the loan loss provisions were primarily a result of loan growth, awareness of the greater risk inherent in business lending, and the impact of the deteriorating economic climate on the loan portfolio. At December 31, 2001, the allowance for loan losses was $6.3 million (1.09% of average loans outstanding) compared to $5.7 million (1.02% of average loans outstanding) at June 30, 2001, $5.0 million (0.97% of average loans outstanding) at June 30, 2000, and $4.3 million at June 30, 1999 (1.02% of average loans outstanding). The coverage ratio (the allowance for loan losses to nonperforming loans) was 315% at December 31, 2001 compared with 432% at June 30, 2001, 873% at June 30, 2000, and 354% at June 30, 1999. Net loan charge-offs for the six month period ended December 31, 2001 were $193,000 (0.03% of average loans outstanding), compared to $297,000 (0.05% of average loans outstanding) for the fiscal year ended June 30, 2001, $20,000 (0.00% of average loans outstanding) for the fiscal year ended June 30, 2000, and $316,000 (0.08% of average loans outstanding) for the fiscal year ended June 30, 1999. Other income Other income is income derived from sources other than interest and fees on earning assets. The Company's primary sources of other income are service charge fees on deposit accounts, mortgage banking services, and gains on the sale of loans. As part of Cascade Bank's transition to a commercial bank, management changed its strategy on the origination and retention of single-family residential mortgage loans. As a result, more of Cascade Bank's single-family mortgage loan production is now channeled directly to the secondary market. Other income for the six month period ended December 31, 2001 was $1.8 million, compared to $1.1 million for the same period in 2000. This increase was attributable primarily to a $228,000 increase in gain on sale of loans, a $218,000 increase in gain on sale of securities, an increase in service charges, and a gain on the sale of a building adjacent to the Company's Main Office in Everett. The higher gain on sale of loans reflects an increase in residential mortgage activity, especially refinancings. The gain on sale of securities resulted primarily from steps taken to reposition the investment portfolio to take advantage of declining interest rates and a steep yield curve. Other income for the fiscal years ended June 30, 2001, 2000, and 1999 was $2.6 million, $2.3 million, and $2.8 million, respectively. The increase for the period ended June 30, 2001 was attributable to $248,000 in growth of fee income and a $212,000 increase in gain on sale of securities that more than compensated for the $91,000 decrease in gain on sale of loans. The growth in fee income was attributable to an increase in transaction fees. The gain on sale of securities resulted primarily from steps taken to reposition the investment portfolio. The lower gain on sale of loans, despite an increase in residential mortgage refinancings, reflects the Company's strategic shift away from mortgage banking. Other income was $2.8 million in 1999 when the Company's mortgage banking operations were much larger. Also, the Company realized a $600,000 gain on the sale of mortgage servicing rights in the fiscal year ended June 30, 1999. Other expense Other expense represents all expenses other than costs associated with deposits and other interest bearing liabilities. It includes expenses associated with personnel, premises and equipment, data processing, and other operations. Other expense increased by $564,000 to $7.5 million for the six month period ended December 31, 2001 from $6.9 million for the same period in 2000. The increase in expenses was partially the result of the payment of prepayment fees to the Federal Home Loan Bank of Seattle in the amount of $225,000 to retire high coupon advances. - 6 - Other expense for the fiscal years ended June 30, 2001, 2000, and 1999 was $14.2 million, $14.6 million, and $12.4 million, respectively. For the fiscal year ended June 30, 2001, lower expenses were partially the result of the reduction in mortgage banking operations, offset in part by $300,000 in management transition expenses, including employee severance, recruitment fees, and executive signing bonuses. The increase in other expense between the fiscal year ended June 30, 1999 and 2000 was primarily the result of opening three new branches and bringing data processing operations fully in-house. A standard measurement used to measure overhead costs of financial institutions is the efficiency ratio. The efficiency ratio is calculated by dividing other expense by total revenue, which generally indicates how much an institution spends to generate a dollar of revenue. The lower the efficiency ratio, the more efficient the institution. For the six month periods ended December 31, 2001, and 2000, the Company's efficiency ratio was 57.31%, and 65.70%, respectively. Management continues to look for ways in which to improve its efficiency ratio by increasing other income and net interest margin and diligently controlling costs while maintaining high standards of service. For the fiscal years ended June 30, 2001, 2000, and 1999, the Company's efficiency ratio was 64.41%, 69.57%, and 65.17%, respectively. Loan Portfolio Net loans increased to $576.2 million at December 31, 2001 compared to $564.9 million at June 30, 2001. At June 30, 2001, 2000, and 1999, net loans were $564.9 million, $540 million, and $455.7 million, respectively. Changes in the composition of the loan portfolio from June 30, 2001 to December 31, 2001 evidence the continuing transformation of Cascade Bank from a thrift into a commercial bank. Business loans increased from $113.7 million at June 30, 2001 to $125.3 million at December 31, 2001, an increase of 10%. Construction loans, increased from $103.2 million at June 30, 2001 to $104.1 million at December 31, 2001. Commercial real estate loans increased from $56.9 million at June 30, 2001 to $62.9 million at December 31, 2001, an increase of 11%. At the same time, the Company's single family residential mortgage loan portfolio declined by $12.3 million from $165.0 million at June 30, 2001 to $152.7 million at December 31, 2001. Robust mortgage refinancing activity was primarily responsible for the decline in balances during this time. Low mortgage rates prompted many customers to elect to purchase long term fixed rate mortgages. Since Cascade Bank sells virtually all its fixed rate residential mortgages with maturities in excess of five years to the secondary market, Cascade Bank sold a large percentage of its originations. - 7 - The chart below indicates the mix of the loan portfolio as of the dates indicated: December 31, 2001 June 30, 2001 Dollars in thousands Amount Percent Amount Percent ---------------------------------------------------------------------------------------- Business loans: $125,342 20.4 % $113,708 18.7 % Business Commercial real estate 62,938 10.3 56,913 9.4 ------------------------------------------------ Total business loans 188,280 30.7 170,621 28.1 Single-family residential 152,727 24.9 165,003 27.2 Real estate construction 104,131 17.0 103,206 17.0 Consumer 58,381 9.5 60,406 10.0 Multi-family loans 109,733 17.9 107,360 17.7 ------------------------------------------------ Total gross loans 613,252 606,596 Loans in process (28,220) (33,337) Allowance for losses on loans (6,304) (5,687) Deferred loan fees and discounts (2,502) (2,703) -------- -------- Net loans receivable $576,226 $564,869 ======== ======== Capital Capital is the shareholders' investment in the Company. Its formation allows the Company to grow assets and provides flexibility in times of adversity. Capital grows primarily through the retention of earnings. The company has never paid a cash dividend to shareholders. Banking regulations require the Company to maintain minimum levels of capital. The Company manages its capital to maintain a "well capitalized" designation (the FDIC's highest rating). As of December 31, 2001, Cascade Bank remained a "well capitalized" institution, under regulatory guidelines, with a core capital to asset ratio of 7.54% and a risk based capital to asset ratio of 11.98%. See Note 11 of the Consolidated Financial Statements in the Annual Report for a detail of the Company's regulatory capital ratios. At December 31, 2001, the Company's total risk based capital to risk weighted assets was 11.98%, compared to 11.34% at June 30, 2001, 11.69% at June 30, 2000, and 10.17% at June 30, 1999. The Company projects that earnings retention and existing capital will be sufficient to fund anticipated asset growth and the stock repurchase plan, while maintaining a well-capitalized designation from the FDIC. The Company is committed to managing capital for maximum shareholder benefit and maintaining strong protection for depositors and creditors. The Company manages various capital levels at both the holding company and subsidiary bank level to maintain adequate capital ratios and levels in accordance with external regulations and capital guidelines established by the Board of Directors of each institution. In May of 2000 the Board of Directors authorized the purchase of up to 5% of the Company's outstanding shares of common stock, but only at prices that generally would not dilute earnings or impair its capital position. During the six months ended December 31, 2001, the Company repurchased its stock on the open market in the amount of $156,000 under this program. Liquidity Liquidity is the term used to define the Company's ability to meet its financial commitments. The Company is required by prudent business practice and its regulators to maintain adequate levels of liquidity. The main liquidity requirements are funding customer loan requests and deposit outflows of Cascade Bank. Primary sources of liquidity are cash and cash equivalents, which include highly liquid, short-term investments. At December 31, 2001, June 30, - 8 - 2001, June 30, 2000, and June 30, 1999 cash and cash equivalents totaled $11.6 million, $13.9 million, $13.4 million, and $10.2 million, respectively. The Company's entire investment portfolio consists of investment grade securities. The preponderance of these securities are of the highest credit quality, with moderate interest rate risk. Other significant sources of liquidity are Federal Home Loan Bank of Seattle (FHLB-Seattle) advances, reverse repurchase agreements, and loan sales. As December 31, 2001, $40.2 million of additional borrowing capacity remained under Cascade Bank's existing credit line from the FHLB-Seattle. The use of this line of credit is subject to the availability of eligible collateral, which includes residential mortgages, investment grade securities, and a limited amount of other real estate related mortgages. In addition, Cascade Bank has the ability to borrow from primary dealers of United States government securities through reverse repurchase agreements. Under these agreements, borrowings are collateralized with mortgage-backed securities or other investment securities. Cascade Bank has also established Fed funds borrowing lines with two of its larger correspondent banks. During the six months ended 2001, neither line was used. Liquidity management is of critical importance to Cascade Bank in that it significantly relies upon wholesale sources of funds (e.g. FHLB-Seattle advances). While these sources have proven to be stable and reliable, an interruption in the availability of these sources could have an adverse impact on the operations of the Company. Market Risk The Company's results of operations are largely dependent upon its ability to manage interest rate risk. Management considers interest rate risk to be a significant market risk that could have a material effect on the Company's financial condition and results of operations. The Company has taken steps to balance its sensitivity to changes in interest rates by altering the interest rate sensitivity asset and liability mix. The origination of floating rate loans such as business, construction and other prime based loans is emphasized. The vast majority of fixed rate loans have repricing periods with a maximum of five years. The mix of floating and fixed rates assets is designed to mitigate the impact of rate changes on the Company's net interest income. Virtually all fixed rate residential loans with maturities greater than five years are sold into the secondary market. Since most of Cascade Bank's fixed rate loans do not have provisions for prepayment fees, a drop in rates can precipitate a refinancing of Cascade Bank's assets. Interest rate risk is monitored using several methodologies, principally financial modeling. Through financial modeling, rate risk is measured based on the change in market value of the Company's assets and liabilities under different interest rate scenarios. Also, the near term earnings exposure to interest rate changes is evaluated in the context of certain upward and downward interest rate changes occurring instantaneously. At December 31, 2001, a 200 basis point increase in rates would reduce forecasted net interest income over a twelve month period by approximately 2%. - 9 - The individual categories of assets and liabilities that are subject to interest rate sensitivity as of December 31, 2001 are shown in the following table. (less than) Fair 1 year 1-3 years 3-5 years 5-10 years 10 years Total Value ----------------------------------------------------------------------------- (Dollars in thousands) Interest-Sensitive Assets Loans 259,002 144,323 133,795 38,891 9,021 585,032 598,481 Investments and other Interest earning assets 86,477 11,100 1,027 7,393 53,417 159,414 159,308 Interest-Sensitive Liabilities Checking accounts 22,783 22,783 45,566 44,994 Money market accounts 48,455 48,454 96,909 96,895 Savings accounts 6,021 6,022 12,043 11,909 Certificates of deposits 241,327 15,074 9,034 27 - 265,462 266,026 Borrowings 73,792 67,500 66,000 69,000 - 276,292 289,156 Trust preferred securities 10,000 10,000 10,000 FORM 10-K A copy of the Company's annual report on Form 10-K which is filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934 is available to shareholders, at no charge, upon written request to the Secretary of Cascade Financial Corporation at 2828 Colby Avenue, Everett, Washington 98201. - 10 -