FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------------------- (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to _______ Commission File Number: No. 1-13904 KENTUCKY FIRST BANCORP, INC. _________________________________________________________________ (Exact name of registrant as specified in its charter) Delaware 61-1281483 - ------------------------------- ------------------- (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 306 N. Main Street Cynthiana, Kentucky 41031 - ----------------------------------------- ----------- (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code:(606) 234-1440 -------------- Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ------ ------ As of May 9, 1997, the latest practicable date, 1,319,194 shares of the registrant's common stock, $0.01 par value, were issued and outstanding. Transitional small business disclosure format (check one): Yes [ ] No [X] Page 1 of 17 pages INDEX Page ---- PART I ITEM 1 - FINANCIAL INFORMATION Consolidated Statements of Financial Condition 3 Consolidated Statements of Earnings 4 Consolidated Statements of Cash Flows 5 Notes to Consolidated Financial Statements 7 ITEM II - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS 10 PART II - OTHER INFORMATION 16 SIGNATURES 17 2 KENTUCKY FIRST BANCORP, INC. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (In thousands, except share data) March 31, June 30, 1997 1996 --------- ---------- ASSETS Cash and due from banks $ 384 $ 883 Interest-bearing deposits in other financial institutions 739 643 ------- ------- Total cash and cash equivalents 1,123 1,526 Investment securities available for sale- at market 2,088 3,069 Investment securities - at amortized cost, approximate market value of $11,991 and $12,069 as of March 31, 1997 and June 30, 1996 12,022 12,464 Mortgage-backed securities available for sale - at market 3,347 4,135 Mortgage-backed securities - at cost, approximate market value of $17,556 and $18,345 as of March 31, 1997 and June 30, 1996 18,158 19,042 Loans receivable - net 48,839 43,020 Office premises and equipment - at depreciated cost 1,335 1,361 Federal Home Loan Bank stock - at cost 1,034 738 Accrued interest receivable 430 517 Prepaid expenses and other assets 429 346 Deferred federal income tax assets 118 79 ------- ------- Total assets $88,923 $86,297 ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY Deposits $54,566 $51,778 Advances from the Federal Home Loan Bank 19,072 14,528 Accrued interest payable 157 71 Other liabilities 713 502 Accrued federal income taxes 89 162 ------- ------- Total liabilities 74,597 67,041 Shareholders' equity Preferred stock - authorized 500,000 shares of $.01 par value; no shares issued - - Common stock, authorized 3,000,000 shares of $.01 par value; 1,388,625 shares issued 14 14 Additional paid-in capital 9,185 13,351 Retained earnings - restricted 7,716 7,689 Less shares acquired by employee stock ownership plan (1,018) (1,018) Less shares acquired by management recognition plan (730) (730) Less 69,431 shares of treasury stock - at cost (818) - Unrealized losses on securities designated as available for sale, net of related tax effects (23) (50) ------- ------- Total shareholders' equity 14,326 19,256 ------- ------- Total liabilities and shareholders' equity $88,923 $86,297 ======= ======= 3 KENTUCKY FIRST BANCORP, INC. CONSOLIDATED STATEMENTS OF EARNINGS (In thousands, except share data) Nine Months Ended Three Months Ended March 31, March 31, --------------------- -------------------- 1997 1996 1997 1996 ---------- --------- -------- -------- Interest income Loans $2,849 $2,411 $ 984 $ 834 Mortgage-backed securities 1,088 603 357 254 Investment securities 710 628 224 281 Interest-bearing deposits and other 60 234 26 42 ------ ------ ------- ------- Total interest income 4,707 3,876 1,591 1,411 Interest expense Deposits 1,669 1,773 573 551 Borrowings 721 157 260 123 ------ ------ ------- ------- Total interest expense 2,390 1,930 833 674 ------ ------ ------- ------- Net interest income 2,317 1,946 758 737 Provision for losses on loans 11 15 3 - ------ ------ ------- ------- Net interest income after provision for losses on loans 2,306 1,931 755 737 Other income Service charges 81 60 26 20 Other operating 34 47 11 18 ------ ------ ------- ------- Total other income 115 107 37 38 General, administrative and other expense Employee compensation and benefits 727 537 233 173 Occupancy and equipment 102 105 37 34 Federal deposit insurance premiums 411 90 2 29 Data processing 80 74 28 26 Other operating 391 304 120 91 ------ ------ ------- ------- Total general, administrative and other expense 1,711 1,110 420 353 ------ ------ ------- ------- Earnings before income taxes 710 928 372 422 Federal income taxes Current 262 276 117 126 Deferred (53) (2) (3) 1 ------ ------ ------- ------- Total federal income taxes 209 274 114 127 ------ ------ ------- ------- NET EARNINGS $ 501 $ 654 $ 258 $ 295 ====== ====== ======= ======= EARNINGS PER SHARE $ .39 $ .51 $ .20 $ .23 ====== ====== ======= ======= 4 KENTUCKY FIRST BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For the nine months ended March 31, (In thousands) 1997 1996 --------- ---------- Cash flows from operating activities: Net earnings for the period $ 501 $ 654 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Amortization of discounts and premiums on loans, investments and mortgage-backed securities - net (10) (28) Amortization of deferred loan origination fees (45) (11) Depreciation and amortization 38 47 Provision for losses on loans 11 15 Federal Home Loan Bank stock dividends (48) (19) Increase (decrease) in cash due to changes in: Accrued interest receivable 87 (20) Prepaid expenses and other assets (83) 303 Accrued interest payable 86 (4) Other liabilities 211 176 Federal income taxes Current (73) 155 Deferred (53) (2) ------ ------- Net cash provided by operating activities 622 1,266 Cash flows provided by (used in) investing activities: Loans purchased - (1,089) Proceeds from maturity of investment securities 2,144 9,702 Purchase of investment securities designated as held to maturity (702) (10,864) Purchase of mortgage-backed securities designated as held to maturity - (17,368) Purchase of stock relative to director's deferred compensation - (238) Principal repayments on mortgage-backed securities 1,704 601 Loan principal repayments 8,667 7,129 Loan disbursements (14,452) (7,716) Purchase of office premises and equipment (12) (8) Loss on disposal of office premises and equipment - 2 Purchase of Federal Home Loan Bank stock (248) (308) ------ ------- Net cash used in investing activities (2,899) (20,157) Cash flows provided by financing activities: Net increase (decrease) in deposits 2,788 (1,996) Net proceeds from the issuance of common stock - 13,330 Proceeds from Federal Home Loan Bank advances 11,750 13,106 Repayment of Federal Home Loan Bank advances (7,206) (2,755) Purchase of ESOP shares - (1,111) Purchase of treasury stock (818) - Proceeds from notes payable 2,000 - Repayment of notes payable (2,000) - Dividends on common stock (4,640) (160) ------ ------- Net cash provided by financing activities 1,874 20,414 ------ ------- Net increase (decrease) in cash and cash equivalents (403) 1,523 Cash and cash equivalents at beginning of period 1,526 2,014 ------ ------- Cash and cash equivalents at end of period $1,123 $ 3,537 ====== ======= 5 Kentucky First Bancorp, Inc. CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) For the nine months ended March 31, 1997 1996 --------- ---------- Supplemental disclosure of cash flow information: Cash paid during the period for: Federal income taxes $ 336 $ 138 ======= ======= Interest on deposits and borrowings $ 2,304 $ 1,895 ======= ======= Supplemental disclosure of noncash investing activities: Unrealized gains (losses) on securities designated as available for sale, net of related tax effects $ 27 $ (47) ======= ======= 6 KENTUCKY FIRST BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the three and nine months ended March 31, 1997 and 1996 During fiscal 1995, the Board of Directors of First Federal Savings Bank (the Savings Bank) adopted a plan of conversion (the Plan) whereby the Savings Bank would convert to the stock form of ownership (the Conversion), followed by the issuance of all of the Savings Bank's outstanding stock to a newly formed holding company, Kentucky First Bancorp, Inc. (the Corporation), and the issuance of common shares of the Corporation to subscribing members of the Savings Bank. The conversion to the stock form of ownership was completed on August 28, 1995, culminating in the Corporation's issuance of 1,388,625 common shares. Results of operations for periods prior to August 28, 1995, are those of the Savings Bank prior to the conversion to stock form. Future references are made to either the Corporation or the Savings Bank as applicable. 1. Basis of Presentation --------------------- The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-QSB and, therefore, do not include information or footnotes necessary for a complete presentation of consolidated financial position, results of operations and cash flows in conformity with generally accepted accounting principles. Accordingly, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto of the Corporation included in the Annual Report on Form 10-KSB for the year ended June 30, 1996. However, in the opinion of management, all adjustments (consisting of only normal recurring accruals) which are necessary for a fair presentation of the financial statements have been included. The results of operations for the nine and three month periods ended March 31, 1997 and 1996 are not necessarily indicative of the results which may be expected for an entire fiscal year. 2. Principles of Consolidation --------------------------- The accompanying consolidated financial statements include the accounts of the Corporation and the Savings Bank. All significant intercompany items have been eliminated. 3. Earnings Per Share --------------- Earnings per share is based upon the weighted-average shares outstanding during the period plus those stock options that are dilutive, less shares in the ESOP that are unallocated and not committed to be released. Weighted-average common shares deemed outstanding, which gives effect to 101,832 unallocated ESOP shares, totaled 1,280,598 and 1,267,932 for the nine and three month periods ended March 31, 1997, respectively. Weighted- average common shares deemed outstanding, which gives effect to 111,090 unallocated ESOP shares, totaled 1,277,535 for each of the nine and three month periods ended March 31, 1996. There is no dilutive effect associated with the Corporation's stock option plan. 7 KENTUCKY FIRST BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) For the three and nine months ended March 31, 1997 and 1996 4. Effects of Recent Accounting Pronouncements ------------------------------------------- In October 1995, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock-Based Compensation", establishing financial accounting and reporting standards for stock-based employee compensation plans. SFAS No. 123 encourages all entities to adopt a new method of accounting to measure compensation cost of all employee stock compensation plans based on the estimated fair value of the award at the date it is granted. Companies are, however, allowed to continue to measure compensation cost for those plans using the intrinsic value based method of accounting, which generally does not result in compensation expense recognition for most plans. Companies that elect to remain with the existing accounting are required to disclose in a footnote to the financial statements pro forma net earnings and, if presented, earnings per share, as if SFAS No. 123 had been adopted. The accounting requirements of SFAS No. 123 are effective for transactions entered into during fiscal years that begin after March 15, 1995; however, companies are required to disclose information for awards granted in their first fiscal year beginning after March 15, 1994. Management has determined that the Corporation will continue to account for stock-based compensation pursuant to Accounting Principles Board Opinion No. 25, and therefore the provisions of SFAS No. 123 will have no effect on its consolidated financial condition or results of operations. In June 1996, the FASB issued SFAS No. 125, "Accounting for Transfers of Financial Assets, Servicing Rights, and Extinguishment of Liabilities", that provides accounting guidance on transfers of financial assets, servicing of financial assets, and extinguishment of liabilities. SFAS No. 125 introduces an approach to accounting for transfers of financial assets that provides a means of dealing with more complex transactions in which the seller disposes of only a partial interest in the assets, retains rights or obligations, makes use of special purpose entities in the transaction, or otherwise has continuing involvement with the transferred assets. The new accounting method, the financial components approach, provides that the carrying amount of the financial assets transferred be allocated to components of the transaction based on their relative fair values. SFAS No. 125 provides criteria for determining whether control of assets has been relinquished and whether a sale has occurred. If the transfer does not qualify as a sale, it is accounted for as a secured borrowing. Transactions subject to the provisions of SFAS No. 125 include, among others, transfers involving repurchase agreements, securitizations of financial assets, loan participations, factoring arrangements, and transfers of receivables with recourse. An entity that undertakes an obligation to service financial assets recognizes either a servicing asset or liability for the servicing contract (unless related to a securitization of assets, and all the securitized assets are retained and classified as held-to-maturity). A servicing asset or liability that is purchased or assumed is initially recognized at its fair value. Servicing assets and liabilities are amortized in proportion to and over the period of estimated net servicing income or net servicing loss and are subject to subsequent assessments for impairment based on fair value. 8 KENTUCKY FIRST BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) For the three and nine months ended March 31, 1997 and 1996 4. Effects of Recent Accounting Pronouncements (continued) ------------------------------------------- SFAS No. 125 provides that a liability is removed from the balance sheet only if the debtor either pays the creditor and is relieved of its obligation for the liability or is legally released from being the primary obligor. SFAS No. 125 is effective for transfers and servicing of financial assets and extinguishment of liabilities occurring after December 31, 1997, and is to be applied prospectively. Earlier or retroactive application is not permitted. Management does not believe that adoption of SFAS No. 125 will have a material adverse effect on the Corporation's consolidated financial position or results of operations. In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which requires companies to present basic earnings per share and, if applicable, diluted earnings per share, instead of primary and fully diluted earnings per share, respectively. Basic earnings per share is computed without including potential common shares, i.e., no dilutive effect. Diluted earnings per share is computed taking into consideration common shares outstanding and dilutive potential common shares, including options, warrants, convertible securities and contingent stock agreements. SFAS No. 128 is effective for periods ending after December 15, 1997. Early application is not permitted. Based upon the provisions of SFAS No. 128, the Corporation's basic and diluted earnings per share for the nine month period ended March 31, 1997 would have each been $.39, and for the three month period ended March 31, 1997 would have each been $.20. 9 KENTUCKY FIRST BANCORP, INC. ITEM II MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Forward-Looking Statements - -------------------------- In addition to historical information contained herein, the following discussion contains forward-looking statements that involve risks and uncertainties. Economic circumstances, the Corporation's operations and the Corporation's actual results could differ significantly from those discussed in the forward- looking statements. Some of the factors that could cause or contribute to such differences are discussed herein but also include changes in the economy and interest rates in the nation and the Corporation's market area generally. Some of the forward-looking statements included herein are the statements regarding management's determination of the amount of allowance for losses on loans, the impact of the recent flooding in the Corporation's market area legislative changes with respect to the federal thrift charter and the effect of certain accounting pronouncements. Recent Flooding in Corporation's Market Area - -------------------------------------------- In late February - early March 1997, numerous localities within the Commonwealth of Kentucky including Cynthiana, the community in which the Corporation is headquartered and other communities within the Corporation's market area, suffered damage as a result of severe flooding. Neither of the Corporation's two branch offices suffered any damage as a result of such flooding, however. While there can be no assurances, as of the date hereof, the Corporation does not anticipate that such flooding will have a material adverse impact on its operations in the future. Discussion of Financial Condition Changes from June 30, 1996 to March 31, 1997 - --------------------------------------------------------------- At March 31, 1997, the Corporation's consolidated total assets amounted to $88.9 million, an increase of $2.6 million, or 3.0%, over the $86.3 million of total assets at June 30, 1996. The increase in assets, consisting primarily of an increase in loans receivable, partially offset by decreases in liquid assets and mortgage-backed securities, was financed by an increase in the deposit portfolio of $2.8 million and an increase of $4.5 million in advances from the Federal Home Loan Bank. These increases were partially offset by a decline in shareholders' equity of $4.9 million. Liquid assets (i.e. cash, interest-bearing deposits and investment securities) decreased by $1.8 million over the nine month period, to a total of $15.2 million at March 31, 1997, as investment securities totaling $2.1 million matured during the period, which were partially offset by purchases of investment securities of $702,000. Regulatory liquidity amounted to 11.2%, at March 31, 1997. Loans receivable increased by $5.8 million, or 13.5%, during the nine month period, to a total of $48.8 million at March 31, 1997. Loan disbursements amounted to $14.5 million and were partially offset by principal repayments of $8.7 million. Loan disbursements increased by $6.7 million, or 87.3%, during the 1997 nine month period as compared to the comparable period in 1996. The growth in the loan portfolio consisted primarily of one- to four-family residential fixed-rate loans. The allowance for loan losses totaled $378,000 at March 31, 1997, as compared to $367,000 at June 30, 1996. Nonperforming loans totaled 10 KENTUCKY FIRST BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED) Discussion of Financial Condition Changes from June 30, 1996 to - --------------------------------------------------------------- March 31, 1997 (continued) - -------------- $128,000 at March 31, 1997 as compared to $122,000 at June 30, 1996. The allowance for loan losses represented 295.3% of nonperforming loans as of March 31, 1997 and 300.8% at June 30, 1996. Although management believes that its allowance for loan losses at March 31, 1997 is adequate based upon the available facts and circumstances, there can be no assurances that additions to such allowance will not be necessary in future periods, which could adversely affect the Corporation's results of operations. Deposits totaled $54.6 million at March 31, 1997, an increase of $2.8 million, or 5.4%, over June 30, 1996 levels. This increase resulted primarily from management's election to pursue growth in the deposit portfolio through marketing and pricing strategies. Passbook and demand accounts increased approximately $1.1 million, or 6.2%, and certificates of deposit increased approximately $1.7 million, or 4.9%, as a result of these efforts. Borrowings totaled $19.1 million at March 31, 1997, an increase of $4.5 million, or 31.3%, over the total at June 30, 1996. The increase was utilized to partially fund the growth in loan portfolio. The Corporation's total shareholders' equity amounted to $14.3 million at March 31, 1997, a decrease of $4.9 million, or 25.6%, from June 30, 1996 levels. The decrease resulted primarily from a $3.00 per share, or $4.2 million return of capital distribution paid in 1996, coupled with regular dividends totaling $474,000, which were partially offset by net earnings of $501,000 and a $27,000 decline in unrealized losses on securities designated as available for sale. The Savings Bank is required to meet each of three minimum capital standards promulgated by the Office of Thrift Supervision (OTS), hereinafter described as the tangible capital requirement, the core capital requirement and the risk-based capital requirement. The tangible capital requirement mandates maintenance of shareholders' equity less all intangible assets equal to 1.5% of adjusted total assets. The core capital requirement provides for the maintenance of tangible capital plus certain forms of supervisory goodwill equal to 3% of adjusted total assets, while the risk-based capital requirement mandates maintenance of core capital plus general loan loss allowances equal to 8% of risk-weighted assets as defined by OTS regulations. At March 31, 1997, the Savings Bank's tangible and core capital totaled $12.5 million, or 14.0%, of adjusted total assets, which exceeded the minimum tangible and core capital requirements of $1.3 million and $2.7 million by $12.7 million and $11.3 million, respectively. The Savings Bank's risk-based capital of $12.9 million, or 27.0% of risk-weighted assets, exceeded the current 8% requirement by $9.1 million. Comparison of Operating Results for the Nine Month Periods Ended - ---------------------------------------------------------------- March 31, 1997 and 1996 - ---------------------- General - ------- Net earnings amounted to $501,000 for the nine months ended March 31, 1997, a decrease of $153,000, or 23.4%, from the $654,000 of net earnings reported for the same period in 1996. 11 KENTUCKY FIRST BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED) Comparison of Operating Results for the Nine Month Periods Ended - ---------------------------------------------------------------- March 31, 1997 and 1996 (continued) - ----------------------- The decline in earnings resulted primarily from a $351,000 charge recorded in the first quarter of fiscal 1997 reflecting a special assessment to recapitalize the Savings Association Insurance Fund (SAIF), coupled with a $250,000 increase in general, administrative and other expense, which were partially offset by a $371,000 increase in net interest income, an $8,000 increase in other income and a $65,000 decrease in the provision for federal income taxes. Net Interest Income - ------------------- Net interest income increased by $371,000, or 19.1%, for the nine months ended March 31, 1997, compared to the 1996 period. Interest income on loans increased by $438,000, or 18.2%, due primarily to a $5.7 million increase in the average balance of loans outstanding year-to-year, coupled with an increase in yield. Interest income on mortgage-backed securities increased by $485,000, or 80.4%, due primarily to a $9.4 million increase in the average balance outstanding. Interest income on investment securities and interest-bearing deposits decreased by $92,000, or 10.7%, due primarily to a decline in the average yields available on short-term deposits. Interest expense on deposits decreased by $104,000, or 5.9%, due primarily to a 38 basis point decline in the cost of deposits year-to-year, to 4.23% in 1997. Interest expense on borrowings increased by $564,000 during the current period, due primarily to a $12.2 million increase in weighted-average advances from the Federal Home Loan Bank year-to-year. As a result of the foregoing changes in interest income and interest expense, net interest income increased by $371,000, or 19.1%, to a total of $2.3 million for the nine months ended March 31, 1997. The interest rate spread amounted to approximately 2.84% and 2.89% during the respective 1997 and 1996 periods, while the net interest margin amounted to 2.74% and 2.82% in 1997 and 1996, respectively. Provision for Losses on Loans - ----------------------------- A provision for losses on loans is charged to earnings to bring the total allowance for loan losses to a level considered appropriate by management based on historical experience, the volume and type of lending conducted by the Savings Bank, the status of past due principal and interest payments, general economic conditions, particularly as such conditions relate to the Savings Bank's market area, and other factors related to the collectibility of the Savings Bank's loan portfolio. As a result of such analysis, management recorded an $11,000 provision for losses on loans during the nine month period ended March 31, 1997. a decline of $4,000 from the comparable 1996 period. There can be no assurance that the loan loss allowance of the Savings Bank will be adequate to cover losses on nonperforming assets in the future. Other Income - ------------ Other income increased by $8,000, or 7.5%, for the nine months ended March 31, 1997, compared to the same period in 1996, due primarily an increase in service charges and fees on loans and deposits. 12 KENTUCKY FIRST BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED) Comparison of Operating Results for the Nine Month Periods Ended - ---------------------------------------------------------------- March 31, 1997 and 1996 (continued) - ----------------------- General, Administrative and Other Expense - ----------------------------------------- General, administrative and other expense increased by $601,000, or 54.1%, during the nine month period ended March 31, 1997, compared to the same period in 1996. This increase resulted primarily from the $351,000 charge recorded in the first quarter of fiscal 1997 attendant to the aforementioned SAIF recapitalization. The deposit accounts of the Savings Bank and of other savings associations are insured by the FDIC through the SAIF. The reserves of the SAIF were below the level required by law, because a significant portion of the assessments paid into the fund are used to pay the cost of prior thrift failures. The deposit accounts of commercial banks are insured by the FDIC through the Bank Insurance Fund (BIF), except to the extent such banks have acquired SAIF deposits. The reserves of the BIF met the level required by law in May 1995. As a result of the respective reserve levels of the funds, deposit insurance assessments paid by healthy savings associations exceeded those paid by healthy commercial banks by approximately $.19 per $100 in deposits in 1995. In 1996, no BIF assessments were required for healthy commercial banks except for a $2,000 minimum fee. Congress enacted legislation, the Deposit Insurance Funds Act of 1996, to recapitalize the SAIF and eliminate the significant premium disparity. The recapitalization plan provided for a special assessment of $.657 per $100 of SAIF deposits held at March 31, 1995, in order to increase SAIF reserves to the level required by law. SAIF assessments would initially be set at the same level as BIF assessments. Assessments on well-capitalized institutions with the highest supervisory ratings would be reduced to zero and institutions in the lowest risk assessment classification will be assessed at the rate of 0.27% of insured deposits, and could never be reduced below the level for BIF assessments. Until December 31, 1999, however, SAIF insured institutions will be required to pay assessments to the FDIC at the rate of 6.4 basis points to help fund interest payments on certain bonds issued by the Financing Corporation ("FICO"), an agency of the federal government established to finance takeovers of insolvent thrifts. During this period, BIF members will be assessed for FICO obligations at the rate of 1.3 basis points. After December 31, 1999, both BIF and SAIF members will be assessed at the same rate for FICO payments. The Savings Bank had $53.6 million in deposits at March 31, 1995. The special assessment level was finalized at $.657 per $100 in deposits, resulting in an assessment totaling $351,000, or $232,000 after-tax, which was charged to operations on September 30, 1996 and paid in November 1996. The special one-time assessment to recapitalize the SAIF is expected to cause federal deposit insurance premiums to be significantly reduced in future quarters, beginning January 1, 1997. A component of the recapitalization plan provides for the merger of the SAIF and BIF on December 31, 1999, but only if there are no insured savings associations on that date. The legislation directs the Department of Treasury to make recommendations to Congress by December 31, 1997 for the establishment of a single charter for banks and thrifts. The Savings Bank cannot predict what the effect of this legislation will be on the Savings Bank. 13 KENTUCKY FIRST BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Comparison of Operating Results for the Nine Month Periods Ended - ---------------------------------------------------------------- March 31, 1997 and 1996 (continued) - ---------------------- General, Administrative and Other Expense (continued) - ----------------------------------------- Additionally, the increase in general, administrative and other expense resulted from a $190,000, or 35.4%, increase in employee compensation and benefits and an $87,000, or 28.6%, increase in other operating expense. The increase in employee compensation and benefits generally reflects normal merit increases and increased costs attendant to the Corporation's stock benefit plans implemented in conjunction with the mutual-to-stock conversion. The increase in other operating expense resulted primarily from an increase in costs related to increased reporting requirements of a public stock company. Federal Income Taxes - -------------------- The provision for federal income taxes declined by $65,000, or 23.7%, for the nine month period ended March 31, 1997, as compared to the same period in 1996. This decline resulted primarily from the decrease in net earnings before taxes of $218,000, or 23.5%. The effective tax rates were 29.4% and 29.5% for the nine month periods ended March 31, 1997 and 1996, respectively. Comparison of Operating Results for the Three Month Periods - ----------------------------------------------------------- Ended March 31, 1997 and 1996 - ----------------------------- General - ------- Net earnings amounted to $258,000 for the three months ended March 31, 1997, a decrease of $37,000, or 12.5%, from the $295,000 of net earnings reported for the same period in 1996. The decrease in earnings resulted primarily from a $67,000 increase in general, administrative and other expense, which was partially offset by $21,000 increase in net interest income and a $13,000 decrease in the provision for federal income taxes. Net Interest Income - ------------------- Net interest income increased by $21,000, or 2.8%, for the three months ended March 31, 1997, compared to the 1996 period. Interest income on loans increased by $150,000, or 18.0%, due primarily to a $6.8 million increase in the average balance of loans outstanding year-to-year, coupled with an increase in yield. Interest income on mortgage-backed securities increased by $103,000, or 40.6%, due primarily to a $9.4 million increase in the average balance outstanding. Interest income on investment securities and interest-bearing deposits decreased by $73,000, or 22.6%, due primarily to a decrease in the average balances outstanding. Interest expense on deposits increased by $22,000, or 4.0%, due primarily to a $3.8 million increase in the weighted-average balance of deposits outstanding year-to-year which was partially offset by an approximate 28 basis point decline in the average cost of deposits to 4.2% in fiscal 1997. Interest expense on borrowings increased by $137,000 during the current period, due primarily to a $10.2 million increase in weighted- average advances from the Federal Home Loan Bank outstanding year-to- year. 14 KENTUCKY FIRST BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Comparison of Operating Results for the Three Month Periods - ----------------------------------------------------------- Ended March 31, 1997 and 1996 (continued) - ----------------------------- Net Interest Income (continued) - ------------------ As a result of the foregoing changes in interest income and interest expense, net interest income increased by $21,000, or 2.8%, to a total of $758,000 for the three months ended March 31, 1997. The interest rate spread decreased to approximately 2.84% from 2.86% during the respective 1997 and 1996 quarters, while the net interest margin amounted to approximately 3.53% in 1997, as compared to 3.89% in 1996. Provision for Losses on Loans - ----------------------------- A provision for losses on loans is charged to earnings to bring the total allowance for loan losses to a level considered appropriate by management based on historical experience, the volume and type of lending conducted by the Savings Bank, the status of past due principal and interest payments, general economic conditions, particularly as such conditions relate to the Savings Bank's market area, and other factors related to the collectibility of the Savings Bank's loan portfolio. As a result of such analysis, management recorded a $3,000 provision for losses on loans during the three month period ended March 31, 1997. There was no provision recorded during the three months ended March 31, 1996. There can be no assurance that the loan loss allowance of the Savings Bank will be adequate to cover losses on nonperforming assets in the future. Other Income - ---------- Other income decreased by $1,000, or 2.6%, for the three months ended March 31, 1997, compared to the same period in 1996. General, Administrative and Other Expense - ----------------------------------------- General, administrative and other expense increased by $67,000, or 19.0%, for the three months ended March 31, 1997, as compared to the same period in 1996. The increase resulted primarily from a $60,000, or 34.7%, increase in employee compensation and benefits. The increase in employee compensation and benefits generally reflects normal merit increases and increased costs attendant to the Corporation's stock benefit plans implemented in conjunction with the mutual-to-stock conversion, in addition to a $29,000, or 31.9%, increase in other operating expense, which were partially offset by a $27,000, or 93.1%, decrease in federal deposit insurance premiums. Federal Income Taxes - -------------------- The provision for federal income taxes decreased by $13,000, or 10.2%, for the three month period ended March 31, 1997, as compared to the same period in 1996. This decrease resulted primarily from the decrease in net earnings before taxes. The effective tax rates were 30.6% and 30.1% for the three month periods ended March 31, 1997 and 1996, respectively. 15 KENTUCKY FIRST BANCORP, INC. PART II ITEM 1. Legal Proceedings ----------------- Not applicable ITEM 2. Changes in Securities --------------------- Not applicable ITEM 3. Defaults Upon Senior Securities ------------------------------- Not applicable ITEM 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- None ITEM 5. Other Information ----------------- None ITEM 6. Exhibits and Reports on Form 8-K -------------------------------- Exhibits: Exhibit 27 Financial Data Schedule. 16 KENTUCKY FIRST BANCORP, INC. SIGNATURES ---------- In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: May 12, 1997 By: /s/Betty J. Long ------------------------- Betty J. Long President and Chief Executive Officer Date: May 12, 1997 By: /s/Robbie Cox ------------------------- Robbie Cox Chief Financial Officer 17