SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934 For the Quarter Ended: - --------------------- September 30, 1999 Commission File Number 0-18392 ------- Ameriana Bancorp Indiana 35-1782688 - ------------------------------- -------------------------- (State or other jurisdiction of I.R.S. employer of incorporation or organization) identification number) 2118 Bundy Avenue, New Castle, Indiana 47362-1048 - --------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, include area code (765) 529-2230 -------------- Securities registered pursuant to Section 12(g) of Act: Common Stock, par value $1.00 per share - --------------------------------------- (Title of Class) 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 XX NO ----- ---- As of November 8, 1999, there were issued and outstanding 3,322,897 shares of the registrant's common stock. AMERIANA BANCORP AND SUBSIDIARIES CONTENTS PART I - FINANCIAL INFORMATION Page No. ------- ITEM 1 Financial statements Consolidated Statements of Condition as of September 30, 1999, December 31, 1998 and September 30, 1998 . . . . . . . . . . 3 Consolidated Statements of Income for the Three and Nine Months Ended September 30, 1999 and 1998. . . . . . . . . . . . . . . 4 Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 1999 and 1998 . . . . . . . . . . . . . . . . . 5 Notes to Consolidated Financial Statements. . . 6 ITEM 2 Management's Discussion and Analysis of Financial Condition and Results of Operations. . . . . . . . . . . . . . . . . . . 7 ITEM 3 Quantitative and Qualitative Disclosure About Interest Rate Risk. . . . . . . . . . . 11 PART II - OTHER INFORMATION. . . . . . . . . . . . . . . . 14 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . 15 EDGAR - Financial Data Schedule. . . . . . . . . . . . . . 16 2 PART I - FINANCIAL INFORMATION AMERIANA BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CONDITION September 30, December 31, September 30, 1999 1998 1998 ------------ ----------- ------------ ASSETS Cash on hand and in other institutions $ 9,819,487 $ 7,545,308 $ 6,379,663 Interest-bearing demand deposits 4,331,420 38,005,929 30,107,826 Investment-bearing time deposits 4,686,000 3,487,000 -- Investment securities held to maturity (fair value of $83,771,000, $51,512,000 and $40,820,000, respectively) 87,699,343 51,581,077 40,592,868 Mortgage-backed securities held to maturity (fair value of $15,737,000, $20,437,000 and $22,874,000, respectively) 15,856,962 20,217,346 22,561,622 Mortgage loans held for sale 194,016 4,181,256 3,469,644 Loans receivable 304,066,951 263,097,420 278,743,677 Allowance for loan losses (1,339,109) (1,284,286) (1,248,605) ------------ ------------ ------------ Net loans receivable 302,727,842 261,813,134 277,495,072 Real estate owned 37,949 96,408 173,689 Premises and equipment 6,220,334 6,091,944 6,235,673 Stock in Federal Home Loan Bank 4,152,200 3,587,700 3,567,200 Mortgage servicing rights 927,837 1,076,948 911,819 Investments in unconsolidated subsidiaries 1,231,727 1,424,455 1,454,405 Intangible assets 1,900,085 2,057,464 2,029,975 Cash value of life insurance 15,938,571 210,738 206,694 Other assets 4,199,786 4,341,456 3,480,979 ------------ ------------ ------------ Total assets $459,923,559 $405,718,163 $398,667,129 ============ ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Deposits: Noninterest-bearing $ 14,854,133 $ 14,633,031 $ 12,010,006 Interest-bearing 346,653,356 319,356,272 319,218,472 ------------ ------------ ------------ Total deposits 361,507,489 333,989,303 331,228,478 Advances from Federal Home Loan Bank 45,314,666 17,100,699 12,530,203 Drafts payable 3,099,641 4,353,792 2,997,655 Advances by borrowers for taxes and insurance 949,244 1,030,976 1,177,664 Other liabilities 5,245,630 3,894,245 5,493,920 ------------ ------------ ------------ Total liabilities 416,116,670 360,369,015 353,427,920 Shareholders' Equity: Preferred stock (5,000,000 shares authorized; none issued) -- -- -- Common stock ($1.00 par value; authorized 15,000,000 shares; issued shares: 1999 - 3,345,897; 1998 - 3,510,686) 3,345,897 3,510,686 3,527,777 Additional paid-in capital 4,199,667 6,775,114 6,761,653 Retained earnings - substantially restricted 36,261,325 35,063,348 34,949,779 ------------ ------------ ------------ Total shareholders' equity 43,806,889 45,349,148 45,239,209 ------------ ------------ ------------ Total liabilities and shareholders' equity $459,923,559 $405,718,163 $398,667,129 ============ ============ ============ See accompanying notes. 3 AMERIANA BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Three Months Ended Nine Months Ended September 30, September 30, -------------------- --------------------- 1999 1998 1999 1998 ------- ------- ------- -------- Interest Income: Interest on loans $5,446,383 $5,682,688 $15,690,115 $16,965,847 Interest on mortgage-backed securities 255,256 373,456 841,037 1,320,865 Interest on investment securities 1,419,246 741,755 3,598,290 1,860,643 Other interest and dividend income 221,911 405,410 982,379 1,058,921 ---------- ---------- ----------- ----------- Total interest income 7,342,796 7,203,309 21,111,821 21,206,276 Interest Expense: Interest on deposits 3,832,101 3,891,691 10,973,583 11,441,724 Interest on Federal Home Loan Bank advances 423,875 184,610 918,602 544,587 ---------- ---------- ----------- ----------- Total interest expense 4,255,976 4,076,301 11,892,185 11,986,311 ---------- ---------- ----------- ----------- Net interest income 3,086,820 3,127,008 9,219,636 9,219,965 Provision for Loan Losses 30,000 36,000 97,500 108,000 ---------- ---------- ----------- ----------- Net interest income after provision for loan losses 3,056,820 3,091,008 9,122,136 9,111,965 Other Income: Net loan servicing fees 68,635 64,181 187,676 166,832 Other fees and service charges 267,813 272,819 725,970 672,751 Brokerage and insurance commissions 298,328 293,462 958,008 960,939 Loss on investments in unconsolidated subsidiaries (11,093) (33,960) (157,891) (123,960) Gains on sales of loans and servicing rights 47,046 164,074 363,740 645,664 Life insurance income 175,119 -- 254,764 -- Other 40,286 43,249 105,230 130,979 ---------- ---------- ----------- ----------- Total other income 886,134 803,825 2,437,497 2,453,205 Other Expense: Salaries and employee benefits 1,498,106 1,311,948 4,438,209 3,871,448 Net occupancy expense 354,646 354,336 1,057,616 1,009,519 Federal insurance premium 44,467 49,860 136,253 151,077 Data processing expense 57,843 78,432 201,054 297,067 Printing and office supplies 59,679 83,047 231,881 232,935 Goodwill 47,725 60,905 142,685 109,073 Other 358,186 493,998 1,357,226 1,412,227 ---------- ---------- ----------- ----------- Total other expense 2,420,652 2,432,526 7,564,924 7,083,346 ---------- ---------- ----------- ----------- Income before income taxes 1,522,302 1,462,307 3,994,709 4,481,824 Income taxes 449,599 529,774 1,263,750 1,605,801 ---------- ---------- ----------- ----------- Net Income $1,072,703 $ 932,533 $ 2,730,959 $ 2,876,023 ========== ========== =========== =========== Basic Earnings Per Share $ 0.32 $ 0.26 $ 0.80 $ 0.81 ========== ========== =========== =========== Diluted Earnings Per Share $ 0.31 $ 0.26 $ 0.79 $ 0.79 ========== ========== =========== =========== Dividends Declared Per Share $ 0.150 $ 0.145 $ 0.450 $ $0.435 ========== ========== =========== =========== See accompanying notes. 4 AMERIANA BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, ------------------------------ 1999 1998 ------------ --------------- OPERATING ACTIVITIES Net income $ 2,730,959 $ 2,876,023 Adjustments to reconcile net income to net cash provided by operating activities: Provisions for losses on loans and real estate owned 119,100 108,000 Depreciation and amortization 438,504 497,661 Equity in loss of limited partnership 192,728 123,960 Mortgage servicing rights amortization 165,788 129,184 Goodwill amortization 157,379 109,073 Deferred income taxes (2,615) 62,709 Gains on sales of real estate owned (142) (18,859) Mortgage loans originated for sale (22,114,492) (60,441,130) Proceeds from sales of loans 26,382,533 58,524,985 Gains on sales of loans and servicing rights (297,478) (648,664) Increase in cash value of life insurance (254,764) -- Increase in other assets 129,601 757,189 Decrease in drafts payable (1,254,151) (1,227,817) Increase in other liabilities 1,299,110 1,866,507 ------------ ------------ Net cash provided (used) by operating activities 7,692,060 2,718,821 INVESTING ACTIVITIES Purchase of interest-bearing time deposits (1,199,000) -- Purchase of investment securities held to maturity (43,057,489) (54,389,345) Proceeds from maturity of securities held to maturity -- 5,000,000 Proceeds from calls of securities held to maturity 6,992,969 44,185,198 Principal collected on mortgage-backed securities held to maturity 4,286,623 7,326,518 Net change in loans (41,109,306) 29,554,024 Premiums paid on life insurance (15,461,000) -- Proceeds from sale of real estate owned 93,951 192,327 Net purchases of premises and equipment (528,894) (206,806) Cash received in acquisition -- 19,613,181 Other investing activities (542,337) (132,984) ------------ ------------ Net cash provided (used) by investing activities (90,524,483) 51,142,113 FINANCING ACTIVITIES Net change in demand and passbook deposits 4,961,936 13,617,103 Net change in certificates of deposit 22,556,250 (38,499,490) Advances from Federal Home Loan Bank 37,400,000 4,000,000 Repayment of Federal Home Loan Bank advances (9,186,033) (7,485,412) Proceeds from exercise of stock options 96,396 322,137 Purchase of common stock (2,836,632) (2,978,906) Cash dividends paid (1,559,824) (1,557,957) ------------ ------------ Net cash used by financing activities 51,432,093 (32,582,525) ------------ ------------ Increase (decrease) in cash and cash equivalents (31,400,330) 21,278,409 Cash and cash equivalents at beginning of year 45,551,237 15,209,080 ------------ ------------ Cash and cash equivalents at end of period $ 14,150,907 $ 36,487,489 ============ ============ Supplemental information: Interest paid $ 11,959,544 $ 10,218,913 Income taxes paid 1,440,000 1,472,400 See accompanying notes. 5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - ------------------------------------------ NOTE A - - BASIS OF PRESENTATION The unaudited interim consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not include all information and disclosures required by generally accepted accounting principals for complete financial statements. In the opinion of management, the financial statements reflect all adjustments (comprised only of normal recurring adjustments and accruals) necessary to present fairly the Company's financial position as of September 30, 1999, and the results of operations and changes in cash flows for the three-month and nine-month periods ended September 30, 1999 and 1998. A summary of the Company's significant accounting policies is set forth in Note 1 of Notes to Consolidated Financial Statements in the Company's annual report on Form 10-K for the year ended December 31, 1998. NOTE B - - SHAREHOLDERS' EQUITY On August 23, 1999, the Board of Directors declared a quarterly cash dividend of $.15 per share. This dividend, totaling $502,950, was accrued for payment to shareholders of record on September 17, 1999, and was paid on October 8, 1999. During the nine months ended September 30, 1999, 9,035 new shares were issued from exercise of stock options and total equity was increased by $96,396 due to cash proceeds and tax benefits from these stock option exercises. The Company repurchased 173,824 shares of its common stock on the market during the first nine months of 1999 for a total of $2,836,632. The price of stock repurchased ranged from $15.675 to $17.125 per share. Earnings per share were computed as follows: Three Months Ended September 30, ------------------------------- 1999 1998 - -------------------------------------------------------------------------------------- Weighted Per Weighted Per Average Share Average Share Income Shares Amount Income Shares Amount - -------------------------------------------------------------------------------------- Basic Earnings per Share: Income available to Common shareholders $1,072,703 3,371,287 $.32 $932,533 3,589,765 $.26 Effect of dilutive stock options -- 31,345 -- 41,388 - -------------------------------------------------------------------------------------- Diluted Earnings Per Share: Income available to common shareholders and assumed conversions $1,072,703 3,402,632 $.31 $932,533 3,631,153 $.26 - -------------------------------------------------------------------------------------- Nine Months Ended September 30, --------------------------------- 1999 1998 - ------------------------------------------------------------------------------------ Weighted Per Weighted Per Average Share Average Share Income Shares Amount Income Shares Amount - ------------------------------------------------------------------------------------ Basic Earnings per Share: Income available to Common shareholders $2,730,959 3,426,700 $.80 $2,876,023 3,578,247 $.81 Effect of dilutive stock options -- 30,341 -- 51,421 Diluted Earnings Per Share: - ------------------------------------------------------------------------------------ Income available to common shareholders and assumed conversions $2,730,959 3,457,041 $.79 $2,876,023 3,629,668 $.79 - ------------------------------------------------------------------------------------ NOTE C - - RECLASSIFICATIONS Certain reclassifications of 1998 amounts have been made to conform to the 1999 presentation. 6 AMERIANA BANCORP AND SUBSIDIARIES ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General - ------- This Quarterly Report on Form 10-Q ("Form Q") may contain statements which constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements appear in a number of places in this Form 10-Q and include statements regarding the intent, belief, outlook, estimate or expectations of the Company primarily with respect to future events and future financial performance. Readers of this Form 10-Q are cautioned that any such forward looking statements are not guarantees of future events or performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward looking statements as a result of various factors. The accompanying information contained in this Form 10-Q identifies important factors that could cause such differences. These factors include changes in interest rates; loss of deposits and loan demand to other financial institutions; substantial changes in financial markets; changes in real estate values and the real estate market or regulatory changes. The largest components of the Company's total revenue and total expenses are interest income and interest expense, respectively. Consequently, the Company's earnings are primarily dependent on its net interest income, which is determined by (i) the difference between rates of interest earned on interest-earning assets and rates paid on interest-bearing liabilities ("interest rate spread"), and (ii) the relative amounts of interest-earning assets and interest-bearing liabilities. Levels of other income and operating expenses also significantly affect net income. Management believes that interest rate risk, i. e., the sensitivity of income and net asset values to changes in interest rates, is one of the most significant determinants of the Company's ability to generate future earnings. Accordingly, the Company has implemented a long-range plan intended to minimize the effect of changes in interest rates on operations. The asset and liability management policies of the Company are designed to stabilize long-term net interest income by managing the repricing terms, rates an relative amounts of interest-earning assets and interest-bearing liabilities. RESULTS OF OPERATIONS - --------------------- During approximately the first one and one-half quarters of 1999, the Company was compelled by low fixed rate mortgage rates to make fixed rate loans and sell them to the secondary market. The past theory of emphasizing variable rate mortgage loans and keeping them in the portfolio could not be continued because consumers were satisfied with the low fixed rates. During the latter part of the second quarter and the entire third quarter, the interest rates on mortgage loans increased and the Company has seen a return to a preference for variable rate loans by our customers, and these loans are retained in portfolio. Also retained in portfolio are the fifteen or less year fixed rate mortgage loans and thirty year fixed rate jumbo loans. The Company has also been successful in increasing the volume of new commercial loans, almost entirely commercial real estate loans, with the outstanding portfolio increasing to over $26 million at September 30, 1999. Total loans outstanding increased $40,969,531 and 15.57% to $304,066,951 during the nine months from $263,097,420 at December 31, 1998. The mortgage loans held for sale decreased to $194,016 at September 30, 1999, from $4,181,256 at December 31, 1998, but these are loans that have been committed to be sold to the secondary market but had not been delivered as of the end of the period. Sales of loans to the secondary market significantly decreased to $26,382,533 during the first nine months of 1999 compared to $58,524,985 during the same period in 1998. This 7 is only 45.08% of the 1998 volume of loans sold and had a significant effect on other income by the reduction of the gain on sale of loans. See comments on other income for detail of gains on loans sold. The net interest spread, difference between yield on interest-earning assets and cost on interest-bearing liabilities, has increased .01% during the third quarter of 1999 compared to the same period in 1998. This increase is due to the interest yield reduction of .46% on interest-earning average assets for the third quarter being more than offset by the .47% reduction in cost on interest-bearing average liabilities for the third quarter. This reduction of the cost of liabilities has resulted from decreased rates on the Federal Home Loan Bank borrowings and deposit costs during the third quarter of 1999 compared to third quarter 1998. This same explanation can be made for the first nine months of 1999 compared to the first nine months of 1998, when interest spread increased .02%. The yield on average earning assets decreased .41% during the first three quarters of 1999 while the yield on average interest bearing liabilities decreased .43%. The following table summarizes the Company's average net interest-earning assets and interest-bearing liabilities with the accompanying average rates for the third quarter and first nine months of 1999 and 1998: Three Months Ended Nine Months Ended September 30, September 30, ------------------ ----------------- 1999 1998 1999 1998 -------- -------- -------- ------- (Dollars in Thousands) --------------------- Interest-earning assets $398,316 $367,811 $386,451 $367,976 Interest-bearing liabilities 369,851 321,709 347,607 320,256 -------- -------- -------- -------- Net interest-earning assets $ 28,465 $ 46,102 $ 38,844 $ 47,720 -------- -------- -------- -------- Average yield on: Interest-earning assets 7.31% 7.77% 7.30% 7.71% Interest-bearing liabilities 4.56 5.03 4.57 5.00 -------- -------- -------- -------- Net interest spread 2.75% 2.74% 2.73% 2.71% -------- -------- -------- -------- Net interest income for the third quarter 1999 was $3,086,820 and was $40,188 and 1.29% less than $3,127,008 during the third quarter of 1998. Net interest income for the first nine months of 1999 was $9,219,636 and was almost identical with a decrease of $329 from $9,219,965 during the first nine months of 1998. This slight decrease in net interest income for the nine months is the result of lower interest income being almost matched by lower interest expense. The $94,000 decrease in interest income on earning assets is a combination of an increase of $664,000 because of the volume mix of average outstanding interest- earing assets offset by a decrease of $758,000 due to rate decreases on average interest-earning assets. The $94,000 decrease in interest expense is a combination of an increase of $1,020,000 because of higher outstanding average interest- earing liabilities offset by a $1,114,000 reduction in costs due to lower rates on interest-bearing liabilities. The net interest margin ratio, which is net interest income divided by average earning assets, decreased to 3.07% for the third quarter 1999 compared to 3.37% for the third quarter of 1998. This same ratio for the nine months ended September 30, 1999, decreased to 3.19% from 3.35% for the same period in 1998. 8 The provision for loan losses was $30,000 during the third quarter of 1999 compared to $36,000 during the same period in 1998. The provision for loan losses for the nine months ended September 30, 1999, was $97,500 compared to $108,000 for the first nine months of 1998. Net charge-offs for the first nine months of 1999 and 1998 were $42,677 and $22,885, respectively. The following table summarizes the Company's non-performing assets at: September 30, December 31, September 30, 1999 1998 1998 ---- ---- ---- (Dollars in Thousands) Loans: Non-accrual $ 953 $ 745 $ 780 Over 90 days delinquent 35 40 227 Trouble debt restructured 894 914 998 Real estate owned 38 96 174 ------ ------ ------ Total $1,920 $1,795 $2,179 ------ ------ ------ Management believes the allowance for loan losses is adequate and that sufficient provision has been provided to absorb any losses, which may ultimately be incurred on non-performing loans and the remainder of the portfolio. The allowance for loan losses as a percentage of loans at the end of the period was .44%, .49% and .45% at September 30, 1999, December 31, 1998 and September 30, 1998, respectively. Through September 30, 1999, $21,600 has also been charged directly to the reduction of real estate owned in anticipation of sale of repossessed property during the fourth quarter of 1999. Total other income for the third quarter of 1999 increased $82,309 and 10.24% to $886,134 from $803,825 in the same period during 1998. Total other income for the nine months ended September 30, 1999, was down $15,708 and .64% to $2,437,497 from $2,453,205 during the first nine months of 1998. As noted earlier, sales of loans to the secondary market reduced dramatically in 1999 compared to 1998 and gains on sales of loans and servicing rights during the third quarter of 1999 decreased $117,028 and 71.33% to $47,046 from $164,074 during the same period in 1998. This gain in 1999 also included a gain of $7,300 on the sale of $19,572,000 of loan servicing compared to none in 1998. Actual gain on loan sales decreased $124,328 in the third quarter of 1999 compared to the third quarter of 1998. Gains on sales of loans and servicing rights decreased $281,924 and 43.66% during the nine months ended September 30, 1999, to $363,740 from $645,664 during the same period in 1998. The nine months of 1999 included $66,750 of gains related to the servicing sale and actual gain on sales of loans decreased by $348,674 in 1999 from 1998. For the nine months, brokerage and insurance commissions decreased by $2,931 and .31% due to lower loan demand and a loss from an unconsolidated investment increased $33,931 and 27.37%. Gains for the nine months were noted in net loan servicing increasing $20,844 and 12.49%, other fees and servicing increasing $53,219 and 7.91% and life insurance income, due to new investments in bank owned officer life insurance (BOLI), showing income of $254,764 and none in 1998. Total other expense decreased $11,874 and .49% during the third quarter of 1999 to $2,420,652 from $2,432,526 during the same period in 1998 and increased $481,578 and 6.80% to $7,564,924 during the first nine months of 1999 from $7,083,346 during the first nine months of 1998. The salary and employee benefits expense increased $186,158 and 14.19% during the third quarter of 1999 to $1,498,106 from $1,311,948 during the same period in 1998. Salary expense for the first nine months of 1999 increased $566,761 and 14.64% to $4,438,209 from $3,871,448 during the same period in 1998. These increases are mostly due to the addition of one new branch for two extra months in 1999 and two new branches for six extra months in 1999 compared to 1998 and to the addition of personnel to meet our initiative for commercial loans and another title insurance branch location. A new branch will also open during the fourth quarter of 1999 and personnel have already been hired. The data processing expense decreased $20,589 and 26.25% during the third quarter of 1999 to $57,843 from $78,432 during the same period in 1998. Data processing expense decreased $96,013 and 32.32% to $201,054 for the nine months ended September 30, 9 1999, compared to $297,067 during the same period in 1998. The data processing operations of our Ohio bank subsidiary were converted from an outside service bureau to the same in-house computer system already operated by our Indiana bank subsidiary, effective September 1, 1998, and has provided for reduced expenses during 1999. The increase in goodwill expense to $142,685 during the first nine months of 1999 compared to $109,073 during the same period in 1998 is due to increased amortization related to the new branches purchased. Other expense for the third quarter was reduced by insurance and other net recoveries of $106,957 for expenses that had been charged in prior periods of 1999 and 1998. The nine months reduction of expense due to these net recoveries was $68,443. The efficiency ratio, which is other expense (not including amortization of goodwill) divided by net interest income before the provision for loan losses plus other income, decreased to 63.67% during the nine months of 1999 from 59.75% during the same period in 1998. FINANCIAL CONDITION - ------------------- The Company's principal sources of funds are cash generated from operations, deposits, loan principal repayments and advances from the Federal Home Loan Bank ("FHLB"). As of September 30, 1999, the Company's cash and interest-bearing demand deposits totaled $14,150,907 and 3.08% of total assets. This compares with $45,551,237 and 11.23% of total assets at December 31, 1998. The Company's banking subsidiaries, Ameriana Bank of Indiana ("ABI") and Ameriana Bank of Ohio ("ABO") have regulatory liquidity ratios at September 30, 1999, of 26.94% and 7.64%, respectively, which exceeds the 4.0% liquidity base set by the Office of Thrift Supervision ("OTS"). Investments have increased $36,118,266 and 70.02% to $87,699,343 during 1999 due to loan volume being down and cash flows being put into investments. Both banks also currently employ the strategy to increase interest income through the purchase of investments with the proceeds of advances from the FHLB and/or from public deposits purchased from local municipalities. These arbitrages are implemented when investment rates are sufficient to provide an adequate spread to the borrowing costs. The cash value of life insurance has also increased $15,727,833 during 1999 after the Company implemented the use of life insurance products to fund retirement benefits for certain key employees and directors and for investment in bank owned life insurance (BOLI) on other employees. These BOLI policies are being used to offset the future costs of providing these employees with fringe benefits and all life insurance policies earn tax free interest income. The regulatory minimum net worth requirement for ABI and ABO under the most stringent of the three capital regulations (total risk-based capital to risk-weighted assets) at September 30, 1999, was $16,014,000 and $4,394,000, respectively. At September 30, 1999, ABI had total risk-based capital of $32,536,000 and ABO had $8,629,000. At September 30, 1999, the Company's commitments for loans in process totaled $49,732,000, with more than 95% being for real estate secured loans. Management believes the Company's liquidity and other sources of funds will be sufficient to fund all outstanding commitments and other cash needs. 10 ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT INTEREST RATE RISK INTEREST RATE RISK - ------------------ ABI and ABO are subject to interest rate risk to the degree that their interest-bearing liabilities, primarily deposits, mature or reprice at different rates than their interest-earning assets. Although having liabilities that mature or reprice less frequently on average than assets will be beneficial in times of rising interest rates, such an asset/liability structure will result in lower net income during periods of declining interest rates, unless offset by other factors. It is important to ABI and ABO to manage the relationship between interest rates and the effect on their net portfolio value ("NPV"). This approach calculates the difference between the present value of expected cash flows from assets and the present value of expected cash flows from liabilities, as well as cash flows from off-balance sheet contracts. Assets and liabilities are managed within the context of the marketplace, regulatory limitations and within its limits on the amount of change in NPV, which is acceptable given certain interest rate changes. The Office of Thrift Supervision ("OTS") issued a regulation, which uses a net market value methodology to measure the interest rate risk exposure of savings associations. Under this OTS regulation an institution's "normal" level of interest rate risk in the event of an assumed change in interest rates is a decrease in the institution's NPV in an amount not exceeding 2% of the present value of its assets. Savings associations with over $300 million in assets or less than a 12% risk-based capital ratio are required to file OTS Schedule CMR. Data from Schedule CMR is used by the OTS to calculate changes in NPV (and the related "normal" level of interest rate risk) based upon certain interest rate changes (discussed below). Associations which do not meet either of the filing requirements are not required to file OTS Schedule CMR, but may do so voluntarily. ABI, with assets over $300 million, is required to file the schedule. As ABO does not meet either of these requirements, it is not required to file Schedule CMR, although it does so voluntarily. Under the regulation, associations which must file are required to take a deduction (the interest rate risk capital component) from their total capital available to calculate their risk-based capital requirement if their interest rate exposure is greater than "normal". The amount of that deduction is one-half of the difference between (a) the institution's actual calculated exposure to a 200 basis point interest rate increase or decrease (whichever results in the greater pro forma decrease in NPV) and (b) its "normal" level of exposure which is 2% of the present value of its assets on the Thrift Financial Report filed two quarters earlier. The following information and schedule for ABO and the subsequent information and schedule for ABI are required to be presented. The current analysis for ABO and ABI performed by the OTS as of September 30, 1999, has not been received from the OTS and the following interest rate risk measurements for ABO and the subsequent rate risk measurements for ABI are being submitted with information from the OTS analysis as of June 30, 1999. Management believes there has been no significant change in the interest rate risk measures since June 30, 1999, for either ABO or ABI. Presented below, as of June 30, 1999, is an analysis performed by the OTS of ABO's interest rate risk as measured by changes in NPV for instantaneous and sustained parallel shifts in the yield curve, in 100 basis point increments, up and down 300 basis points. At December 31, 1998, 2% of the present value of ABO's assets was $1.867 million. Because the interest rate risk of a 200 basis point increase in market rates (which was greater than the interest rate risk of a 200 basis point decrease) was $2.190 million at June 30, 1999, ABO would have been required to make a $.162 million deduction from its total capital available to calculate its risk-based capital requirement. This reduction 11 in capital would reduce ABO's risk-based capital ratio to 18.39% from 18.75%, which is still far in excess of the required risk-based capital ratio of 8%. - ---------------------------------------------------------------------------------------- NPV as Percent of Net Portfolio Value Present Value of Assets - ---------------------------------------------------------------------------------------- Change Dollar Dollar Percent In Rates Amount Change Change NPV Ratio Change - ---------------------------------------------------------------------------------------- (Dollars in thousands) - ---------------------------------------------------------------------------------------- +300 bp 8,035 -3,619 -31% 9.48% -329 bp +200 bp 9,464 -2,190 -19% 10.87% -190 bp +100 bp 10,726 -929 -8% 12.01% -76 bp 0 bp 11,654 12.77% - -100 bp 11,593 -62 -1% 12.54% -22 bp - -200 bp 10,914 -740 -6% 11.73% -104 bp - -300 bp 10,288 -1,366 -12% 10.96% -180 bp * basis points Also presented below, as of June 30, 1999, is an analysis, performed by the OTS, of ABI's interest rate risk as measured by changes in NPV for instantaneous and sustained parallel shifts in the yield curve, in 100 basis point increments, up and down 300 basis points. At December 31, 1998, 2% of the present value of ABI's assets was $6.493 million. Because the interest rate risk of a 200 basis point increase in market rates (which was greater than the interest rate risk of a 200 basis point decrease) was $9.386 million at June 30, 1999, ABI would have been required to make a $1.447 million deduction from its total capital available to calculate its risk-based capital requirement. This reduction in capital would reduce ABI's risk-based capital ratio to 17.22% from 18.05%, which is still far in excess of the required risk-based capital ratio of 8.0%. - ---------------------------------------------------------------------------------------- NPV as Percent of Net Portfolio Value Present Value of Assets - ---------------------------------------------------------------------------------------- Change Dollar Dollar Percent In Rates Amount Change Change NPV Ratio Change - ---------------------------------------------------------------------------------------- (Dollars in thousands) - ---------------------------------------------------------------------------------------- +300 bp 20,562 -14,945 -42% 6.74% -422 bp +200 bp 26,122 - 9,386 -26% 8.38% -258 bp +100 bp 31,392 - 4,116 -12% 9.86% -110 bp 0 bp 35,508 10.96% - -100 bp 37,679 2,171 + 6% 11.50% + 54 bp - -200 bp 37,040 1,533 + 4% 11.27% + 31 bp - -300 bp 36,772 1,264 + 4% 11.14% + 17 bp basis points As with any method of measuring interest rate risk, certain shortcomings are inherent in the methods of analysis presented above. For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. Additionally, certain assets, such as adjustable-rate loans, have features, which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a change in interest rates, expected rates of prepayments on 12 loans and early withdrawals from certificates could likely deviate significantly from those assumed in calculating the table. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. The Company considers all of these factors in monitoring its exposure to interest rate risk. YEAR 2000 ISSUE - --------------- The Company is aware of the issues associated with the programming code in existing computer systems as the millennium ("Year 2000") approaches. The Year 2000 problem is pervasive and complex as virtually every computer operation and any equipment with computer chips may be affected in some way by the rollover of the two-digit year value to 00. The issue is whether computer systems and computer chips will properly recognize date-sensitive information when the year changes to 2000. Computer chips that do not properly recognize such information could generate erroneous data or cause a system to fail. The Company has developed an extensive Year 2000 Compliance Plan. The Company has completed the assessment process of all its business processes to make a determination of areas that could be affected by the Year 2000 problem. The review included all hardware, software and any interaction with third party vendors. The Company has completed the testing of all on-site hardware and software. In addition, the Company has tested the interfaces and communications with third party vendors with which it conducts business through automated or computerized processes. All tests indicated readiness for the Year 2000. The Company believes that its assessment, remediation and testing of all of its hardware, software and processes have adequately addressed all Year 2000 issues. The Company has, however, developed, and will continue to modify, a Business Resumption Plan ("Plan"). The Plan attempts to anticipate all scenarios of failure, either in our own systems or the failure of an organization on which the Company is dependent for services. The Plan creates alternate plans to conduct business in the event of any system failure. The Company has committed a great deal of management time in creating and implementing its Year 2000 Compliance Plan. To date the Company has not incurred a significant amount of external costs in the remediation and replacement of existing systems and did not track internal personnel costs associated with the Year 2000 work. Management believes that expenses associated with the Year 2000 compliance have not, nor are they expected to have, a material impact on the Company's net income. OTHER - ----- The Securities and Exchange Commission ("SEC") maintains reports, proxy information, statements and other information regarding registrants that file electronically with the SEC, including the Company. The address is (http://www.sec.gov). 13 PART II - OTHER INFORMATION ITEM 1 - Legal Proceedings ----------------- No changes have taken place in regard to the legal proceedings disclosed in the registrant's report on Form 10-K for the year ended December 31, 1998. ITEM 2 - Changes in Securities --------------------- Not Applicable ITEM 3 - Defaults in Senior Securities ----------------------------- Not Applicable ITEM 4 - Submission of Matters to a Vote of Security Holders --------------------------------------------------- Not Applicable ITEM 5 - Other Information ----------------- Not Applicable ITEM 6 - Exhibits and Reports on Form 8-K -------------------------------- Exhibit 27 - Financial Data Schedule Reports on Form 8-K: None 14 SIGNATURES AMERIANA BANCORP AND SUBSIDIARIES Pursuant to the requirements of Section 13 or 15 (d) 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. AMERIANA BANCORP DATE: November 9, 1999 /s/ Harry J. Bailey ---------------- ------------------- Harry J. Bailey President and Chief Executive Officer (Duly Authorized Representative) DATE: November 9, 1999 /s/ Richard E. Welling ---------------- ---------------------- Richard E. Welling Senior Vice President- Treasurer (Principal Financial Officer and Accounting Officer) 15