SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB ( ) Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 for the Quarterly period ended June 30, 2000. ( ) Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from _______to ______. No. 001-15351 (Commission File Number) JADE FINANCIAL CORP. (Exact Name OF Registrant as Specified in its Charter) Pennsylvania 23-3002586 (State of Incorporation) (IRS Employer ID Number) 213 W. Street Road Feasterville, PA 19053 (Address of principal executive offices) (215)322-9000 (Registrant's telephone number) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes (X) No ( ) Number of Shares Outstanding as of June 30, 2000 COMMON STOCK ($.01 PAR VALUE) 1,872,923 (Title of Class) Outstanding Shares TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Financial Statements (Unaudited) Consolidated Statement of Financial Condition as of June 30, 2000 and December 31, 1999 Consolidated Statement of Income for the Three and Six Months Ended June 30, 2000 and 1999. Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2000 and 1999. Notes to Consolidated Financial Statements Management's discussion and Analysis of Financial Condition and Results of Operations Quantitative and Qualitative Disclosure About Market Risk Part II. OTHER INFORMATION Item 1. Legal Proceedings Item 2. Change in Securities Item 3. Defaults Upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other information PART III. SIGNATURES PART 1. FINANCIAL STATEMENTS JADE FINANCIAL CORP. Consolidated Statement of Financial Condition ASSETS June 30, December 31, 2000 1999 (In Thousands) (Unaudited) (Audited) Cash and cash equivalents: Cash and due from banks $ 7,322 $ 6,630 Interest bearing deposits in other financial institutions 243 47 Federal Funds 10,775 6,565 Restricted cash 0 0 Total cash and cash equivalents $ 18,340 $ 13,242 Investment securities, available-for-sale 40,563 40,783 Mortgage-backed securities available-for-sale 7,952 8,859 Investment securities held-to-maturity 0 0 Mortgage-backed securities held-to-maturity (fair value of $3,366 and $4,209) 3,461 4,314 BankZip.Com 2,500 2,500 Loans receivable, net 124,018 114,081 Property, equipment and leasehold improvements, net of accumulated depreciation 1,895 1,890 Federal Home Loan Bank stock, at cost 1,000 834 Accrued interest receivable 891 802 Other Real Estate Owned (OREO) 0 0 Reorganization costs, net 145 162 Bank Owned Life Insurance - BOLI 10,286 10,021 Deferred tax asset, net 1,361 1,177 Prepaid expenses and other assets 1,320 911 TOTAL ASSETS $213,732 $199,576 LIABILITIES AND EQUITY LIABILITIES: Deposits $164,427 $156,124 Advances from FHL Bank 20,000 15,000 Advances from borrowers for taxes 862 618 Accounts payable and accrued expenses 764 594 Total liabilities $186,053 $172,336 EQUITY: Common Stock, $.01 par value, 1,872,923 shares issued and outstanding at 6/30/00 19 19 Additional Paid-in Capital 14,159 14,130 Contra Equity - unearned common stock acquired by the Employee Stock Ownership Plan (986) (1,044) Commitments and contingencies (Note 16) 0 0 Retained Earnings, (See Notes 11 and 12) 16,338 15,853 Accumulated other comprehensive income (loss) (1,851) (1,718) Total Equity $ 27,679 $ 27,240 TOTAL LIABILITIES AND EQUITY $213,732 $199,576 JADE FINANCIAL CORP. CONSOLIDATED STATEMENT OF INCOME Three months ended Six months ended June 30, June 30, 2000 1999 2000 1999 (Unaudited) (Unaudited) (In thousands) (In thousands) INTEREST INCOME: Interest on loans $2,516 $2,188 $4,877 $4,342 Investment and mortgage- backed securities 855 775 1,730 1,407 Interest -earning deposits 17 27 24 55 Federal Funds 78 55 178 183 Total interest income $3,466 $3,045 $6,809 $5,987 INTEREST EXPENSE: Interest on deposits $1,420 $1,317 $2,781 $2,642 Interest on borrowed funds 189 3 394 3 Total interest expense $1,609 $1,320 $3,175 $2,645 Net Interest Income $1,857 $1,725 $3,634 $3,342 PROVISION FOR POSSIBLE LOAN LOSSES 115 135 430 270 Net interest income after provision for possible loan losses $1,742 $1,590 $3,204 $3,072 NON INTEREST INCOME: Loan fees $ 12 $ 13 $ 24 $ 26 Service charges 131 110 265 222 Other Income 372 146 669 245 Security gains or losses (100) 0 (100) 0 Total noninterest income $ 415 $ 269 $ 858 $ 493 NON INTEREST EXPENSES: Compensation and employee benefits $ 911 $ 729 $1,828 $1,462 Office and occupancy costs 377 437 784 832 Printing and Postage 66 66 128 128 Loan servicing 45 38 76 82 Professional fees 110 41 188 84 Bank and MAC charges 170 179 335 355 Advertising, marketing and promotions 50 33 97 75 Insurance Expense 22 32 67 55 Other - Foundation Expense 0 0 0 0 Total noninterest expenses $1,751 $1,555 $3,503 $3,073 INCOME BEFORE PROVISION FOR INCOME TAXES $ 406 $ 304 $ 559 $ 492 Provision for federal and state income taxes Current 125 112 223 172 Deferred (31) 0 (116) (2) Total income tax provision $ 94 $ 112 $ 107 $ 170 NET INCOME $ 312 $ 192 $ 452 $ 322 JADE FINANCIAL CORP CONSOLIDATED STATEMENT OF CASH FLOWS Increase (Decrease) in Cash and Cash Equivalents Six Months Ended June 30, June 30, 2000 1999 Unaudited Unaudited (Dollars in thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 452 $ 322 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Amortization of premium/discount on investments and mortgage-backed securities 48 86 Depreciation and amortization 202 191 (Gain) loss on sale of investment securities (100) - (Premium) discount on first mortgage sales - - (Gain) loss on sale/disposal of asset - - Provision for losses on loans 430 270 Change in assets and liabilities: (Increase) decrease in deferred tax asset (184) (2) (Increase) decrease in accrued interest receivable (89) (111) (Increase) decrease in BOLI asset (265) - (Increase) decrease in Reorganization costs (17) (6) (Increase) decrease in prepaid expenses and other assets (409) (572) Increase (decrease) in accounts payable and accrued expenses 170 1,055 Net cash provided by operating activities 238 1,233 CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of FHLB Stock 166 - Purchase of investment securities, available-for-sale (1,000) (14,400) Sales of investment securities, available-for-sale - - Mortgage-backed security purchases, available for sale - (7,670) Mortgage-backed security sales - - Mortgage-backed security maturities and principal repayments 2,184 5,238 Maturities and principal repayments of investment securities, available- for-sale 527 3,500 (Increase) decrease in total loans receivable, net (10,367) (5,453) Proceeds from sale of real estate owned net of expenses - - Proceeds from sale of loans - - Proceeds from sale of equipment - - Capital expenditures (197) (30) Decrease in Share Insurance Fund 0 29 Net cash provided by (used in) investing activities (8,687) (18,786) CASH FLOWS FROM FINANCING ACTIVITIES: Increase (decrease) in deposits, net $ 8,303 $ 4,766 Net increase(decrease) in advances FHLB 5,000 3,000 Net increase(decrease) in advances for borrowers 244 222 Net cash provided by (used in) financing activities 13,547 7,988 NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS 5,098 (9,565) Cash and cash equivalents, beginning of year 13,242 18,351 CASH AND CASH EQUIVALENTS, END OF YEAR $ 18,340 $ 8,786 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the year for: Interest on deposits $ 2,781 $ 2,642 Income Taxes $ 160 $ 251 Noncash activities: Increase in unrealized loss on investment mortgage-backed securities available-for-sale, net of taxes $ 133 $ 1,466 JADE FINANCIAL CORP. Notes To Consolidated Financial Statements (UNAUDITED) 1. BASIS OF PRESENTATION: JADE Financial Corp. (the "Holding Company") was incorporated under Pennsylvania law in July 1998 by IGA Federal Savings in connection with the conversion of the Company from a savings institution to a federally chartered capital stock savings bank, the issuance of the Company's stock to the Holding Company and the offer and sale of the Holding Company's common stock by the Holding Company (the "Conversion"). Upon consummation of the Conversion on October 4, 1999, the Holding Company became the holding company for the Company. See Note 2 for a more detailed description of the mutual to stock conversion. No pro forma effect has been given to the sale of the Holding Company's common stock in the Conversion. The accompanying consolidated financial statements of the Holding Company have been prepared in accordance with instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. However, such information reflects all adjustments (consisting solely of normally recurring adjustments) which are, in the opinion of management, necessary for fair statement of results for the interim periods. The results of operations for the six months ended June 30, 2000 are not necessarily indicative of the results to be expected for the year ending December 31, 2000. The consolidated financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 1999, contained in the Holding Company's Form 10K filed with the Securities Exchange Commission on March 31, 2000. 2. CONVERSION TO CAPITAL STOCK FORM OF OWNERSHIP: On May 26, 1999, the Board of Directors of the Company adopted a Plan of Conversion to convert from a federal mutual savings bank to a federal capital stock savings bank. The conversion was accomplished through the formation of the Holding Company in July, 1998, the adoption of a federal stock charter, and the sale of all of the Company's stock to the Holding Company on October 4, 1999. A subscription offering ("offering") of the shares of common stock of the Holding Company was conducted whereby the shares were offered initially to eligible account holders, the Company's Employee Stock Ownership Plan ("ESOP"), supplemental eligible account holders and other members of the Company (collectively "subscribers"). During the offering, subscribers submitted orders for common stock along with full payment for the order in either cash, by an authorization to withdraw funds for payment from an existing deposit account at the Company upon issuance of stock, or a combination of cash and account withdrawal. Subscription funds received in connection with the offering were placed in segregated savings accounts in the Company. For these orders that were to be funded through account withdrawals, the Company placed "holds" on those accounts, restricting withdrawal of any amount which would reduce the account balance below the amount of the order. At September 30, 1999, the Company held $12.0 million in subscription segregated savings accounts and had restricted withdrawals from deposit accounts in the amount of $2.0 million. The Holding Company issued 1,872,923 shares in connection with the Conversion. Gross proceeds from the offering were $14,500,024, which includes the $8 value of the 145,000 shares issued to the IGA Employee Stock Ownership Plan and 60,420 shares sold to the Company for transfer to the IGA Charitable Foundation. The Company issued all its outstanding capital stock to the Holding Company in exchange for approximately one-half of the net proceeds. The Holding Company accounted for the purchase in a manner similar to a pooling of interests whereby assets and liabilities of the Company maintain their historical cost basis in the consolidated company. 3. EARNINGS PER COMMON SHARE: Earnings per common share for the quarter ended June 30, 1999 is not applicable, as IGA Federal Savings' (the Bank's) conversion from mutual-to-stock form was not completed until October 4, 1999. Presented below is information with respect to the calculation of basic and diluted earnings per share for the three months ended June 30, 2000. Three Months Ended June 30, 2000 Net Income $ 312,000 Weighted average number of common shares outstanding 1,872,923 Average ESOP shares not committed to be released (130,500) Weighted average number of common shares outstanding for basic earnings per share computation purposes 1,742,423 Dilutive effects of employee stock options 0 Weighted average shares and common share equivalents 1,742,423 Basic earnings per share $ 0.18 Diluted earnings per share $ 0.18 4. COMPREHENSIVE INCOME: Statement of Financial Accounting Standards (SFAS) No. 130, Reporting Comprehensive Income, will be effective for the Bank for the year beginning July 1, 1998, and establishes reporting and display of comprehensive income in the financial statements. Comprehensive income represents net earnings and certain amounts reported directly in stockholders' equity, such as the net unrealized gain or loss on available-for-sale securities. The Bank adopted SFAS No. 130 effective June 30, 1998. The Company's comprehensive income for the three months ended June 30, 2000 and 1999 are as follows: Three Months Ended June 30, 2000 1999 (Dollars in Thousands) Net income $312 $ 192 Unrealized holding gains (losses) arising during the period net of tax effect (43) (561) COMPREHENSIVE INCOME $269 $(369) 5. Investment Valuation Jade Financial Corp, together with three other financial institutions participated in the initial capitalization of BankZip.com, an Internet banking company. The total capitalization of BankZip.com was $13.9 million and Jade contributed $2.5 million in the form of a convertible subordinated note. BankZip is in the process of seeking an additional $20 million of capital. They have informed Jade that they expect to complete all or a substantial part of this financing before September 30, 2000 and have advised legal counsel and the outside auditors in writing that they do not believe at this time that the investment is impaired. Jade management has agreed with BankZip's assessment; however, the continued viability of BankZip, and therefore the value of the Jade investment, may be dependent upon BankZip's ability to raise capital. 6. NEW ACCOUNTING STANDARDS: Statement of Financial Accounting Standards (SFAS) No. 130, Reporting Comprehensive Income, is effective for the Bank for the period beginning July 1, 1998, and establishes reporting and display of comprehensive income in the financial statements. Comprehensive income represents net earnings and certain amounts reported directly in stockholders' equity, such as the net unrealized gain or loss on available-for-sale securities. The Bank adopted SFAS No. 130 effective June 30, 1998. SFAS No. 133, Accounting for Derivation Instruments and Hedging Activities, will be effective for the Bank for years beginning July 1, 1999. The Bank currently has no activity subject to SFAS 133. In October 1998, the FASB issued SFAS No. 134, Accounting for Mortgage-Backed Securities Retained after the Securitization of Mortgage Loans Held-for-Sale by a Mortgage Banking Enterprise. SFAS No. 134 changes the way mortgage banking firms account for certain securities and other interests they retain after securitizing mortgage loans that were held-for-sale. Under current practice, a bank that securitizes credit card receivables has a choice in how it classifies any retained securities based on its intent and ability to hold or sell those investments. SFAS No. 134 gives the mortgage banking firms the opportunity to apply the same intent-based accounting that is applied by other companies. SFAS No. 134 will be effective for the fiscal quarter beginning after December 15, 1998. Management of the Bank anticipates that the implementation of SFAS No. 134 will not have a material impact on the Bank's financial condition or results of operations. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following table sets forth certain selected financial ratios for the Company at or for the period ended, June 30, 2000: SELECTED FINANCIAL RATIOS At or For the At or For the Three months ended Six Months ended June 30, June 30, 2000 1999 2000 1999 Selected Financial Condition Data: Performance Ratios: (1) Return on assets (ratio of net income to average total assets) 0.62% 0.43% 0.45% 0.37% Return on equity (ratio of net income to average equity) 4.71% 5.11% 3.39% 4.26% Earnings per common share $0.18 - $0.26 - Interest rate spread (2) 3.88% 3.89% 3.83% 3.87% Net interest margin (3) 4.06% 4.07% 4.01% 4.02% Operating expenses to average total assets 3.47% 3.50% 3.49% 3.50% Average interest-earning assets to average interest-bearing liabilities 105.05% 105.63% 105.25% 104.71% Asset Quality Ratios: Non-performing assets to total assets at end of period 0.02% 0.08% 0.02% 0.08% Allowance for loan losses to non-performing assets 3671.11% 814.69% 3671.11% 814.69% Allowance for loan losses to gross loans receivable 1.31% 1.07% 1.31% 1.07% Capital Ratios: Equity to total assets at end of period 12.95% 7.90% 12.95% 7.90% Average equity to average assets 13.11% 8.46% 13.29% 8.62% Book value per share $14.78 - $14.78 - Other Data: Number of full service offices 5 5 5 5 (1) Ratios for the three and six month periods are annualized where appropriate. (2) Difference between weighted average yield on interest- earning assets and weighted average cost of interest- bearing liabilities. (3) Net Interest as a percentage of average interest-earning assets. COMPARISON OF FINANCIAL CONDITION AT JUNE 30, 2000 AND DECEMBER 31, 1999 Our total assets increased $14.1 million from $199.6 million to $213.7 million or 7.06% from December 31, 1999 to June 30, 2000. Our total liabilities increased $13.8 million from $172.3 million to $186.1 million or 8.01% from December 31, 1999 to June 30, 2000. We had $20.0 million borrowed from the Federal Home Loan Bank as of June 30, 2000. The increase in assets and liabilities at June 30, 2000 compared to December 31, 1999 is primarily attributable to an increase in deposit balances and an increase in borrowings from the Federal Home Loan Bank. Total loans increase $10.4 million from $115.3 million to $125.7 million or 9.02 % from December 31, 1999 to June 30, 2000. The increase was primarily the result of increased loan originations as illustrated by the following loan composition table: At June 30, At December 31, 2000 1999 Amount Percent Amount Percent Variance % Change Real Estate Loans: One- to four-family $ 47,345 37.67% $ 43,434 37.66% $ 3,911 9.00% Commercial 4,075 3.24% 2,996 2.60% 1,079 36.01% Total real estate loans 51,420 40.91% 46,430 40.25% 4,990 10.75% Consumer Loans: Home equity 25,766 20.50% 24,172 20.96% 1,594 6.59% Automobile 27,497 21.88% 24,406 21.16% 3,091 12.66% Credit cards 9,713 7.73% 10,955 9.50% (1,242) -11.34% Signature loans 5,983 4.76% 5,414 4.69% 569 10.51% Other 2,123 1.69% 2,498 2.17% (375) -15.01% Commercial 3,176 2.53% 1,469 1.27% 1,707 116.20% Total consumer loans 74,258 59.09% 68,914 59.75% 5,344 7.75% Total loans 125,678 100.00% 115,344 100.00% 10,334 8.96% Less: Deferred fees and discounts (8) 21 Allowance for losses (1,652) (1,284) Total loans receivable, net $124,018 $114,081 On December 14, 1999, the Holding Company invested $2,500,000 in a two year convertible debenture issued by BankZip.com, a start-up internet banking company for community banks. The debenture is convertible into 1 million shares of common stock upon the earlier of an initial public offering by BankZip or the day prior to the maturity date. The company, which spun off in December 1999 from Patriot Bank of Pottstown, is building a national network of community banks through which BankZip would offer end-to-end internet services, such as opening an account, account balances and transferring funds. In addition to software, BankZip is proposing to give participating community institutions access to customer service through a call center it would operate and marketing that would be conducted on a national scale. Alliance Partners (community banks), also offer a national portfolio of BankZip.com co-branded financial service products, including brokerage and insurance. Once an Alliance Partner is signed up, the service can be deployed in as few as thirty days. Fully developed, BankZip.com expects to support approximately 500 banks with as many as 4,000 branches and 5,000 ATMs across the nation within five years. Our total equity increased from $27.2 million to $27.7 million or 1.8% from December 31, 1999 to June 30, 2000 due to an increase in retained earnings. Accumulated and other comprehensive income increased slightly from ($1.7) million at December 31, 1999 to ($1.8) million at June 30, 2000. Asset Quality The following table sets forth non-performing assets as of June 30, 2000 and December 31, 1999 (Dollars in thousands): At June 30, At December 31, 2000 1999 (Dollars in Thousands) Non-accruing loans: One- to four-family $ 5 $ 73 Home equity 0 55 Automobile 9 21 Credit cards 1 11 Signature loans 0 2 Commercial 30 32 Other 0 0 Total 45 194 Accruing loans delinquent more than 90 days: One- to four-family 0 0 Home equity 0 0 Automobile 0 0 Credit cards 0 0 Signature loans 0 0 Other 0 0 Total 0 0 Foreclosed assets 0 17 Renegotiated loans 0 0 Total non-performing assets $ 45 $211 Non-performing assets as a percent of total loans 0.04% 0.18% Non-performing assets as a percent of total assets 0.02% 0.11% COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999. JADE FINANCIAL CORP. AVERAGE BALANCE SHEET The following table presents the total dollar amounts of interest income and interest expense on the indicated amounts of average interest-earning assets or interest-bearing liabilities together with the weighted average interest rates for the three month periods ended June 30, 2000 and 1999. Average balance calculations were based on daily balances. 3 months ended June 30, 3 months ended June 30, 2000 1999 Average Interest (Annualized) Average Interest (Annualized) Outstanding Earned/ Yield/ Outstanding Earned/ Yield/ Balance Paid Rate Balance Paid Rate (Dollars in Thousands) (Dollars in Thousands) Interest-earning assets: Loans receivable $122,148 $2,516 8.24% $107,560 $2,188 8.14% Investments 60,812 950 6.25% 62,015 857 5.53% Total earning assets 182,960 3,466 7.58% 169,575 3,045 7.18% Non-interest earning assets 19,111 8,026 Total assets $202,071 $177,601 Interest-bearing liabilities: Savings deposits $ 73,509 372 2.02% $ 72,768 369 2.03% NOW accounts 10,730 0 0.00% 10,377 0 0.00% Money market accounts 11,303 128 4.53% 10,444 80 3.06% Certificates of deposit 67,251 920 5.47% 66,142 868 5.25% Other notes payable - FHLB 11,378 189 6.64% 800 3 1.50% Total interest-bearing liabilities 174,171 1,609 3.70% 160,531 1,320 3.29% Non-interest bearing liabilities 1,415 2,050 Total liabilities 175,586 162,581 Equity 26,485 15,020 Total liabilities and equity $202,071 $177,601 Net interest-earning assets $ 8,789 $ 9,044 Net interest spread $1,857 3.88% $1,725 3.89% Net interest margin 4.06% 4.07% Ratio of average interest- earning assets to average interest-bearing liabilities 105.05% 105.63% For the three months ended June 30, 2000 vs. 1999 Increase (decrease) due to Total Rate/ Increase Rate Volume Volume (Decrease) (In Thousands) Interest-earning assets: Loans receivable $110 $1,187 $ (969) $328 Investments 447 (66) (288) 93 Total earning assets 557 1,121 (1,257) 421 Interest-bearing liabilities: Savings deposits (3) 15 (9) 3 Checking accounts 0 0 0 0 Money market accounts 153 26 (131) 48 Certificates of deposit 147 58 (153) 52 Other notes payable-FHLB 41 159 (14) 186 Total interest-bearing liabilities 338 258 (307) 289 Change in net interest income $219 $ 863 $ (950) $132 Net Income: Net income for the three months ended June 30, 2000 was $312,000. Net income for the comparable period in 1999 was $192,000. The increase in the current period when compared to the prior period was due to a significant increase in lending from the prior period as average loans increased by $14.5 million or 13.48% from $107.6 million for the three months ended June 30, 1999 to $122.1 million for the three months ended June 30, 2000. Our net interest spread remained virtually unchanged as the increase in our earning assets matched the increase in our cost of funds. Core earnings, defined as pretax earnings adjusted for securities sales transactions and unusual or non-recurring expense or income items, were $506,000 for the three months ended June 30, 2000 compared to $304,000 in the prior year period. The following table summarizes the components of adjusted pretax core earnings: Three Months Ended June 30, 2000 1999 (Dollars in Thousands) Net interest income $1,857 $1,725 Provision for loan losses 115 135 Noninterest income excluding gains and losses 515 269 Noninterest expense 1,751 1,555 ADJUSTED PRETAX CORE EARNINGS $ 506 $ 304 INTEREST INCOME. Total interest income increased $421,000 or 13.83% from $3.0 million for the second quarter of 1999 compared to $3.4 million for the second quarter of 2000. This increase resulted from an increase in average earning assets of $13.4 million, or 7.9% from $169.6 million for the three months ended June 30, 1999 to $183.0 million for the three months ended June 30, 2000. The average yield or rate paid on earning assets also increased 40 basis points from 7.18% for the second quarter of 1999 compared to 7.58% for the second quarter of 2000. INTEREST EXPENSE. Total interest expense increased $289,000, or 21.89% from $1.3 million for the second quarter of 1999 compared to $1.6 million for the second quarter of 2000. This increase was mainly attributable to interest on borrowed funds and a 40 basis point increase in the overall cost of interest-bearing liabilities. NET INTEREST INCOME. Net interest income increased $132,000 or 7.65% from $1.7 million for the second quarter of 1999 compared to $1.9 million for the second quarter of 2000. This increase is attributable to a higher volume of earning assets. PROVISION FOR LOAN LOSSES. The provision for loan losses decreased by $20,000 or 14.81% for the second quarter of 2000 compared to the second quarter of 1999. During the three months ended June 30, 2000, the Company had charge-offs of $44,945 and recoveries of $29,782. At June 30, 2000, the Company's allowance for loan losses totaled $1.7 million which was 1.31% of total loans. NONINTEREST INCOME. Noninterest income increased $146,000 or 54.28% to $415,000 for the three months ended June 30, 2000 from $269,000 for the three months ended June 30, 1999. The increase was due primarily to income from Bank Owned Life Insurance (BOLI), title insurance income, and increased fees from debit card transactions offset by a loss of $100,000 to write down a subsidiary investment. NONINTEREST EXPENSE. Total noninterest expense increased $196,000 or 12.6% to $1.8 million for the three months ended June 30, 2000 from $1.6 million for the three months ended June 30, 1999. This increase resulted primarily from an increase in compensation and employee benefits and an increase in professional fees. FEDERAL INCOME TAXES. The provision for federal income taxes increased relative to the amount of taxable income for the period. COMPARISON OF OPERATING RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999. JADE FINANCIAL CORP. AVERAGE BALANCE SHEET The following table presents the total dollar amounts of interest income and interest expense on the indicated amounts of average interest-earning assets or interest-bearing liabilities together with the weighted average interest rates for the six month periods ended June 30, 2000 and 1999. Average balance calculations were based on daily balances. 6 months ended June 30, 6 months ended June 30, 2000 1999 Average Interest (Annualized) Average Interest (Annualized) Outstanding Earned/ Yield/ Outstanding Earned/ Yield/ Balance Paid Rate Balance Paid Rate (Dollars in Thousands) (Dollars in Thousands) Interest-earning assets: Loans receivable $119,122 $4,877 8.19% $106,775 $4,342 8.13% Investments 62,120 1,932 6.22% 59,508 1,645 5.53% Total earning assets 181,242 6,809 7.51% 166,283 5,987 7.20% Non-interest earning assets 19,443 9,196 Total assets $200,685 $175,479 Interest-bearing liabilities: Savings deposits $ 71,258 722 2.03% $ 71,815 746 2.08% Checking accounts 10,456 0 0.00% 10,272 0 0.00% Money market accounts 10,204 229 4.49% 10,294 157 3.05% Certificates of deposit 67,760 1,830 5.40% 66,020 1,739 5.27% Other notes payable - FHLB 12,530 394 6.29% 400 3 1.50% Total interest-bearing liabilities 172,208 3,175 3.69% 158,801 2,645 3.33% Non-interest bearing liabilities 1,810 1,546 Total liabilities 174,018 160,347 Equity 26,667 15,132 Total liabilities and equity $200,685 $175,479 Net interest-earning assets $ 9,034 $ 7,482 Net interest spread $3,634 3.83% $3,342 3.87% Net interest margin 4.01% 4.02% Ratio of average interest- earning assets to average interest-bearing liabilities 105.25% 104.71% Rate/Volume Analysis For the six months ended June 30, 2000 vs. 1999 Increase (decrease) due to Total Rate/ Increase Rate Volume Volume (Decrease) (In Thousands) Interest-earning assets: Loans receivable $ 59 $1,004 $(528) $535 Investments 412 144 (269) 287 Total earning assets 471 1,148 (797) 822 Interest-bearing liabilities: Savings deposits (37) (12) 25 (24) Checking accounts 0 0 0 0 Money market accounts 148 (3) (73) 72 Certificates of deposit 88 92 (89) 91 Other notes payable-FHLB 0 182 209 391 Total interest-bearing liabilities 199 259 72 530 Change in net interest income $272 $ 889 $(869) $292 Net Income: Net income for the six months ended June 30, 2000 was $452,000. Net income for the comparable period in 1999 was $322,000. The increase is attributable to increased levels of interest-earning assets, and a significant increase in noninterest income. Our net interest spread and net interest margin remained virtually unchanged as our cost of funds increased relative to the increase in our earning assets. Core earnings, defined as pretax earnings adjusted for securities sales transactions and unusual or non-recurring expense or income items, were $659,000 for the six months ended June 30, 2000 compared to $492,000 in the prior year period. The following table summarizes the components of adjusted pretax core earnings: Six Months Ended June 30, 2000 1999 (Dollars in Thousands) $1,111 $1,111 Net interest income $3,634 $3,342 Provision for loan losses 430 270 Noninterest income excluding gains and losses 958 493 Noninterest expense 3,503 3,073 ADJUSTED PRETAX CORE EARNINGS $ 659 $ 492 INTEREST INCOME. Total interest income increased $822,000 or 13.73% from $6.0 million for the six months ended June 30, 1999 compared to $6.8 million for the six months ended June 30, 2000. This increase resulted from an increase in average earning assets of $14.9 million, or 8.96% from $166.3 million for the six months ended June 30, 1999 to $181.2 million for the six months ended June 30, 2000. The average yield or rate paid on earning assets also increased 31 basis points from 7.20% for the six months ended June 30, 1999 compared to 7.51% for the six months ended June 30, 2000. INTEREST EXPENSE. Total interest expense increased $530,000, or 20.04% from $2.6 million for the six months ended June 30, 1999 compared to $3.2 million for the six months ended June 30, 2000. This increase was mainly attributable to an increase in total interest-bearing liabilities of $13.4 million or 8.44% from 158.8 million for the six months ended June 30, 1999 compared to $172.2 million for the six months ended June 30, 2000 and a 36 basis point increase in the overall cost of interest-bearing liabilities. NET INTEREST INCOME. Net interest income increased $292,000 or 8.74% from $3.3 million for the six months ended June 30, 1999 compared to $3.6 million for the six months ended June 30, 2000. This increase is attributable to a higher volume of earning assets. PROVISION FOR LOAN LOSSES. The provision for loan losses increased by $160,000 or 59.26% for the six months ended June 30, 2000 compared to the six months ended June 30, 1999. This increase reflects anticipated changes in the company's loan portfolio from that of a traditional consumer focused credit union to a more diversified banking company. We do not foresee the need to increase the provision significantly in the future. During the six months ended June 30, 2000, the Company had charge-offs of $137,229 and recoveries of $74,886. NONINTEREST INCOME. Noninterest income increased $365,000 or 74.04% to $858,000 for the six months ended June 30, 2000 from $493,000 for the six months ended June 30, 1999. The increase was due primarily to income from Bank Owned Life Insurance (BOLI), title insurance income, and increased fees from debit card transactions offset by a loss of $100,000 to write down a subsidiary investment. NONINTEREST EXPENSE. Total noninterest expense increased $430,000 or 13.99% to $3.5 million for the six months ended June 30, 2000 from $3.1 million for the six months ended June 30, 1999. This increase resulted primarily from an increase in compensation and employee benefits and an increase in professional fees. FEDERAL INCOME TAXES. The provision for federal income taxes increased relative to the amount of taxable income for the period. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK A comprehensive qualitative and quantitative analysis regarding market risk was disclosed in the Company's Conversion Prospectus. No material changes in the assumptions used or results obtained from the model have occurred. Part II. OTHER INFORMATION Item 1. Legal proceedings - None Item 2. Change in Securities - None Item 3. Defaults upon Senior Securities - None Item 4. Submission of Matters to a Vote of Security Holders - None Item 5. Other information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - None (b) Reports on Form 8-K - None SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. JADE FINANCIAL CORP. (Registrant) August 21, 2000 /s/Dorothy M. Bourlier Dorothy M. Bourlier Chief Financial Officer