1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ending March 31, 2001
-------------------------------
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 0-25814
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N S & L Bancorp, Inc.
---------------------
(Exact name of registrant as specified in its charter)
Missouri 43-1709446
- --------------------------------------- -----------------------
(State or other jurisdiction of I.R.S. (I.R.S. Employer
Employer Incorporation or organization) Identification No.)
P.O. Box 369, Neosho, MO 64850
- --------------------------------------- -----------------------
(Address of principal executive offices) (Zip Code)
(417) 451-0429
- ---------------------------------
(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 twelve 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 7, 2000, there were 646,884 shares of the Registrant's Common Stock,
$.01 par value per share, outstanding.
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N S & L BANCORP, INC. AND SUBSIDIARY
FORM 10-QSB
March 31, 2001
INDEX PAGE
- ----- ----
PART I-FINANCIAL INFORMATION
- ----------------------------
ITEM 1 - FINANCIAL STATEMENTS
- -----------------------------
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (unaudited) 1-2
CONSOLIDATED STATEMENTS OF INCOME (unaudited) 3-4
CONSOLIDATED STATEMENTS OF COMPRESHENSIVE INCOME (unaudited) 5
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) 6-7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 8-10
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 11-16
PART II - OTHER INFORMATION
- ---------------------------
ITEM 1. LEGAL PROCEEDINGS 17
ITEM 2. CHANGES IN SECURITIES 17
ITEM 3. DEFAULTS UPON SENIOR SECURITIES 17
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITIES
HOLDERS 17
ITEM 5. OTHER INFORMATION 17
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 18
SIGNATURES
3
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
------------------------------------------------------------------
(Unaudited)
March 31, September 30,
2001 2000
------------ ----------
(Dollars in thousands)
ASSETS
Cash and cash equivalents, including
interest-bearing accounts of $10,739 at $ 11,213 $ 2,982
March 31, 2001 and $2,437 at September 30, 2000
Certificates of deposit 80 80
Investment securities available-for-sale, at fair value 92 173
Investment securities held-to-maturity
(estimated market value of $12,841 at March 31, 2001
and $19,243 at September 30, 2000) 12,749 19,639
Investment in Federal Home Loan Bank stock 657 657
Mortgage-backed securities held-to-maturity
(estimated market value of $2,732 at March 31, 2001
and $2,924 at September 30, 2000.) 2,654 2,907
Loans held for sale 1,688 386
Loans receivable, net (reserves for loan losses of $61
at March 31, 2001 and $63 at September 30, 2000) 43,584 44,091
Income taxes recoverable-current 15 --
Accrued interest receivable 483 560
Property and equipment, less accumulated
depreciation 1,088 1,063
Intangible assets 74 75
Other assets 264 196
----------- -----------
Total assets $ 74,641 $ 72,809
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Customers deposits $ 53,942 $ 48,257
Advances from FHLB 9,545 13,117
Advances from borrowers for taxes and insurance 226 379
Income taxes payable - current -- 81
Deferred income taxes 302 290
Other Liabilities 568 561
----------- -----------
Total liabilities 64,583 62,685
----------- -----------
Commitments and contingencies -- --
See accompanying notes to Consolidated Financial Statements.
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N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (continued)
------------------------------------------------------------------
(Unaudited)
March 31, September 30,
2001 2000
------------ ----------
(Dollars in thousands)
LIABILITIES AND STOCKHOLDERS' EQUITY (Continued)
Preferred stock, $.01 par value; 2,000,000 shares
authorized, none issued -- --
Common stock, $.01 par value; 8,000,000 shares
authorized, 1,013,941 issued and 653,384 outstanding
at March 31, 2001 and 664,946 outstanding
at September 30, 2000 10 10
Paid-in capital 10,377 10,389
Retained earnings - substantially restrict 5,070 5,051
Treasury Stock - at cost; 359,057 shares at March 31,
2001 and 347,495 at September 30, 2000 (5,082) (4,960)
Unearned compensation (324) (375)
Accumulated other comprehensive income 7 9
---------- -----------
Total stockholders' equity 10,058 10,124
---------- -----------
Total liabilities and stockholders' equity $ 74,641 $ 72,809
========== ===========
See accompanying notes to Consolidated Financial Statements.
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5
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
------------------------------------------------------------------
(Unaudited)
Quarter ended March 31, Six months ended March 31,
2001 2000 2001 2000
---------- ----------- ---------- ----------
(Dollars in thousands) (Dollars in thousands)
Interest Income:
Loan receivable $ 907 $ 805 $ 1,789 $ 1,573
Investment securities 311 323 632 652
Mortgage-backed and
related securities 52 40 106 83
Other interest-earning assets 40 41 55 69
-------- --------- -------- -------
Total interest income 1,310 1,209 2,582 2,377
======== ========= ======== =======
Interest Expense:
Customer deposits 626 529 1,210 1,058
Borrowed funds 158 133 365 238
-------- --------- -------- -------
Total interest expense 784 622 1,575 1,296
Net interest income 526 547 1,007 1,081
Provision for loan losses 3 -- 4 12
-------- --------- -------- -------
Net interest income after
provision for loan losses 523 547 1,003 1,069
-------- --------- -------- -------
Noninterest Income:
Gain on sale of investment 24 -- 24 --
Gain on sale of loans 37 7 54 17
Banking service charges
and fees 56 44 115 101
Loan late charges 4 2 7 4
Mortgage banking fees 40 31 63 49
Other 3 1 6 5
-------- -------- -------- -------
Total non interest income 164 85 269 176
-------- -------- -------- -------
Non interest Expense:
Compensation and
employee benefits 292 266 554 520
Occupancy and equipment 46 47 92 94
Deposit insurance premium 3 3 5 10
Data processing 42 35 74 67
See accompanying notes to Consolidated Financial Statements.
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N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (Continued)
------------------------------------------------------------------
(Unaudited)
Quarter ended March 31, Six months ended March 31,
2001 2000 2001 2000
------- ------- ------- -------
(Dollars in thousands) (Dollars in thousands)
Printing , postage, stationery
and supplies 27 17 44 38
Professional fees 19 15 33 28
Advertising 24 14 33 27
Other 46 41 104 97
--------- -------- -------- -------
Total noninterest expense 499 438 939 881
--------- -------- -------- -------
Income before taxes 188 194 333 364
Income Taxes 68 80 105 131
--------- -------- -------- -------
Net income $ 120 $ 114 $ 228 $ 233
========= ======== ======== =======
Basic earnings per share .19 .17 .36 .35
========= ======== ======== =======
Diluted earnings per share .19 .17 36 .35
========= ======== ======== =======
Dividend per share .16 .16 .32 .32
========= ======== ======== =======
See accompanying notes to Consolidated Financial Statements.
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N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
------------------------------------------------------------------
(Unaudited)
Quarter ended March 31, Six months ended March 31,
2001 2000 2001 2000
--------- ---------- ---------- ----------
(Dollars in thousands) (Dollars in thousands)
Net income $ 120 $ 114 $ 228 $ 233
Unrealized gains (losses)
on securities:
Gains (losses) arising during
period, net of tax 6 (4) 13 (12)
Reclassification
adjustment, net of tax (15) -- (15) --
--------- --------- --------- --------
Other comprehensive
income (loss) (9) (4) (2) (12)
--------- --------- --------- --------
Comprehensive income $ 111 $ 110 $ 226 $ 221
========= ========= ========= ========
See accompanying notes to Consolidated Financial Statements.
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N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
------------------------------------------------------------------
Six Months Ended March 31, 2001 and 2000
(Unaudited)
2001 2000
------------ ----------
(Dollars in thousands)
Cash flows from operating activities:
Net income $ 228 $ 233
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 41 43
Amortization 1 2
Premiums and discounts on mortgage-backed
securities and investment securities (50) (39)
Origination of loans held for sale (6,647) (1,619)
Proceeds from sale of loans held for sale 5,398 1,282
Loss on loans, net of recoveries 4 12
Release of ESOP shares 15 43
Vesting of MRDP shares 25 40
Gain on sale of loans (53) (17)
Gain on sale of investments (24) --
Net change in operating accounts:
Accrued interest receivable 77 3
Other assets (68) (43)
Other liabilities 8 94
Income taxes payable - deferred 13 (23)
Income taxes payable - current (96) 145
------- -------
Net cash from (used in) operating
activities (1,130) 156
------- -------
Cash flows from investing activities:
Proceeds from sales of investment securities
available-for-sale 105 --
Purchase of investment securities held-to-maturity -- (120)
Proceeds from maturities of investment securities
held-to-maturity 6,936 750
Net change in certificates of deposit --
Net change in loan receivable 503 (2,192)
Proceeds from principal payments and maturities
of mortgage-backed securities held-to-maturity 257 407
Purchase of mortgage-backed securities
held-to-maturity -- --
Purchases of property and equipment (66) (16)
-------- -------
Net cash (used in) investing activities $ (7,735) $(1,171)
-------- -------
See accompanying notes to Consolidated Financial Statements.
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N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
------------------------------------------------------------------
Six Months Ended March 31, 2001 and 2000
(Unaudited)
2001 2000
----------- ----------
(Dollars in thousands)
Cash flows from financing activities:
Net change in demand deposits, savings
accounts, and certificates of deposit $ 5,685 $ (880)
Net decrease in mortgage escrow funds (153) (135)
Cash advances from FHLB -- 4,000
Repayment of cash advances from FHLB (3,572) (269)
Purchase of treasury stock (122) (546)
Cash dividends paid (212) (234)
--------- -------
Net cash from financing activities 1,626 1,936
--------- -------
Net increase (decrease) in cash and
cash equivalents 8,231 921
Cash and cash equivalents -
beginning of period 2,982 2,317
--------- -------
Cash and cash equivalents -
end of period $ 11,213 $ 3,238
========= =======
See accompanying notes to Consolidated Financial Statements.
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N S & L BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE A - Basis of Presentation
- ------------------------------
The consolidated interim financial statements as of March 31, 2001 included in
this report have been prepared by the Registrant without audit. In the opinion
of management, all adjustments (consisting only of normal recurring accruals)
necessary for a fair presentation are reflected in the March 31, 2001 interim
financial statements. The results of operations for the period ended March 31,
2001 and 2000 are not necessarily indicative of the operating results for the
full year. The September 30, 2000 Consolidated Statement of Financial Condition
presented with the interim financial statements was audited and received an
unqualified opinion.
NOTE B - Earnings per Share
- ---------------------------
The following information shows the amounts used in computing earnings per share
and the effect on income and the weighted average number of shares of dilutive
potential common stock.
For the Three Months Ended March 31,
2001 2000
---- ----
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
--------- ----------- ------ --------- ----------- ------
Basic EPS:
Income available to
Common Stockholders $120,000 623,764 $.19 $114,000 663,582 $.17
Effect of dilutive securities:
Stock options -- -- -- --
-------- ------- ---- -------- -------
Diluted EPS:
Income available to common
stockholders plus stock
options $120,000 623,764 $.19 $114,000 663,582 $.17
======== ======= ==== ======== =======
For the Three Months Ended March 31,
2001 2000
---- ----
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
--------- ----------- ------ --------- ----------- ------
Basic EPS:
Income available to
Common Stockholders $228,000 623,908 $.36 $233,000 673,970 $.35
Effect of dilutive securities:
Stock options -- -- -- --
-------- ------- ---- -------- -------
Diluted EPS:
Income available to common
stockholders plus stock
options $228,000 623,908 $.36 $233,000 673,980
======== ======= ==== ======== ======= $.35
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N S & L BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(continued)
NOTE C - Employee Stock Ownership Plan
- --------------------------------------
The Association established an internally - leveraged ESOP for the exclusive
benefit of participating employees ( all salaried employees who have completed
at least 1000 hours of service in a twelve-month period and have attained the
age of 21). The loan is secured by the shares purchased and will be repaid by
the contributions to the ESOP and any other earnings on ESOP assets. The
Association presently expects to contribute approximately $106,762 including
interest annually to the ESOP. Contributions will be applied to repay interest
on the loan first, then the remainder will be applied to principal. The loan is
expected to be repaid in approximately five years. As of March 31, 2001, the
loan had an outstanding balance of $393,819 and an interest rate of 9%.
Shares purchased with the loan proceeds are held in a suspense account for
allocation among participants as the loan is repaid. Contributions to the ESOP
and shares released from the suspense account are allocated among participants
in proportion to their compensation relative to total compensation of all active
participants. Benefits generally become 25% vested after each year of credited
service beyond one year. Vesting is accelerated upon retirement, death or
disability or separation of service. Since the Association's annual
contributions are discretionary, benefits payable under the ESOP cannot be
estimated.
The Association accounts for its ESOP in accordance with Statement of Position
93-6, Employers Accounting for Employee Stock Ownership Plans. Accordingly, the
debt of the ESOP is eliminated in consolidation and the shares pledged as
collateral are reported as a part of unearned ESOP shares in the consolidated
balance sheets. Contributions to the ESOP shall be sufficient to pay principal
and interest currently due under the loan agreement. As shares are committed to
be released from collateral, the Company reports compensation expense equal to
the average market price of the shares for the respective period, and the shares
become outstanding for earnings per share computations. Dividends on allocated
ESOP shares are recorded as a reduction of retained earnings; dividends on
unallocated ESOP shares are recorded as a reduction of debt and accrued
interest. ESOP compensation expense was $15,609 and $21,061 for the three months
ended March 30, 2001 and 2000 and $31,140 and $43,371 for the six months ended
March 31, 2001 and 2000 respectively.
A summary of ESOP shares at March 31, 2001 is as follows:
Shares allocated 43,674
Shares committed for release 4,108
Unreleased shares 34,437
------
Total 82,219
=======
Fair value of unreleased shares $365,893
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N S & L BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(continued)
NOTE D - Management Recognition and Development Plan and Stock Option Plan
- --------------------------------------------------------------------------
The 1995 Management Recognition and Development Plan ("MRDP") was approved by
the stockholders on January 17, 1996. The MRDP is administered by the Board of
Directors of the Company. Collectively, the Board issued 41,109 shares of the
Company's common stock, of which currently there are 39,138 shares awarded to
employees at a cost of $426,745. The MRDP shares are vesting and being expensed
over a five-year period which began on January 17, 1996. The value of the common
stock contributed to the MRDP is amortized to compensation expense as the shares
vest. MRDP expense was $4,831 and $20,206 for the three months ended March 31,
2001 and 2000 and $25,037 and $40,412 for the six months ended March 31, 2001
and 2000 respectively.
Also adopted on January 17, 1996 was a Stock Option plan whereby 102,774 shares
of the Company's common stock have been reserved to be awarded to certain
officers employees and directors. The Stock Option Plan is administered by a
committee of the Board of Directors. All options expire no later than ten years
from the date of grant. At May 7, 2001, 1,000 shares had been exercised.
NOTE E - Stock Repurchase Program
- ---------------------------------
At May 7, 2001, The Company has repurchased 367,057 shares of the Corporation's
outstanding stock at a cost of $5,170,973.
NOTE F - New Accounting Pronouncements
- --------------------------------------
In June 1998, FASB issued SFAS No. 133, "Accounting for Derivative Instruments
and Hedging Activities," which established accounting and reporting standards
for derivative instruments, including certain derivative instruments embedded in
other contracts, (collectively referred to as derivatives) and for hedging
activities. It requires that an entity recognize all derivatives as either
assets or liabilities in the Statement of Financial Position and measure those
instruments at fair value. This Statement is effective for all fiscal quarters
of fiscal years beginning after June 15, 1999. The adoption of this standard did
not have a material impact on the Company.
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13
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The discussion and analysis included herein covers those material changes
in liquidity and capital resources that have occurred since September 30, 2000,
as well as certain changes in results of operations during the three and six
month periods ended March 31, 2001 and 2000.
The following should be read in conjunction with the Company's Form 10-KSB
for the year ended September 30, 2000, which contains the latest audited
financial statements and notes thereto, together with Management's Discussion
and Analysis of Financial Condition and Results of Operations as of September
30, 2000, and for the year then ended. Therefore, only material changes in
financial condition and results of operations are discussed herein.
This report contains certain "forward-looking statements" concerning the
future operations of NS&L Bancorp, Inc. We have used forward-looking statements
to describe future plans and strategies, including our expectations of our
future financial results. Management's ability to predict results or the effect
of future plans or strategies is inherently uncertain. Factors which could
affect actual results include interest rate trends, the general economic climate
in our market area and the country as a whole, our loan delinquency rates, and
changes in federal and state regulation. These factors should be considered in
evaluation of the forward-looking statements contained in this report and undue
reliance should not be placed on such statements.
CHANGES IN FINANCIAL CONDITION
- ------------------------------
Total assets increased $1.8 million from September 30, 2000. Loans
increased $795,000, cash and cash equivalents increased $8.2 million and other
assets increased $68,000 during the six months ended March 31, 2001. These
increases were partially offset by decreases in mortgage-backed securities of
$253,000, accrued interest receivable of $77,000 and investment securities of
$6.9 million during the six months ended March 31, 2001. Customer deposits
increased $5.7 million due to some special rates offering on certificates of
deposit. Cash advances from Federal Home Loan Bank of Des Moines decreased $3.6
as investments were called and the funds were used to pay off maturing advances
form Federal Home Loan Bank and fund new loans. Loans for 1 to 4 family
dwellings comprised the majority of the increase in loans.
Nonperforming assets were $151,000 or .2% of total assets at March 31,
2001, compared to $49,000, or .07% of total assets at September 30, 2000. There
were $65,000 in nonaccrual loans at March 31, 2001 and $3,000 at September 30,
2000.
COMPARISON OF THE THREE MONTHS ENDED MARCH 31, 2001 TO THE THREE MONTHS ENDED
- ------------------------------------------------------------------------------
MARCH 31, 2000
- --------------
NET INCOME. Net income was $120,000 for the quarter ended March 31, 2001
compared to $114,000 for the quarter ended March 31, 2000. Net interest income
after provision for loan losses was $523,000 for the quarter compared to
$547,000 for the same quarter last year. Noninterest income increased $79,000
and noninterest expense increased $61,000. Income tax expense decreased $12,000.
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N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
NET INTEREST INCOME. Net interest income of $526,000 for the quarter ended
March 31, 2001 decreased from $547,000 for the quarter ended March 31, 2000.
Interest income increased $101,000 while interest expense increased $162,000.
INTEREST INCOME. Interest income increased by $101,000, or 8.4%, to
$1,310,000 for the quarter ended March 31, 2001 from $1,209,000 for the quarter
ended March 31, 2000. Interest income from loans receivable increased $102,000
to $907,000 for the quarter ended March 31, 2001 from $805,000 for the quarter
ended March 31, 2000. The increase was primarily attributable to the increase
in the average balance of loans outstanding. Interest income from investment
securities decreased by $12,000 to $311,000 for the quarter ended March 31, 2001
from $323,000 for the quarter ended March 31, 2000. This decrease was due to a
decrease in the average balances in investment securities. Interest income from
mortgage-backed securities increased by $12,000 to $52,000 for the quarter ended
March 31, 2001 from $40,000 for the quarter ended March 31, 2000. Interest
income from other interest-earning assets decreased by $1,000 to $40,000 for
the quarter ended March 31, 2001 from $41,000 for the quarter ended March 31,
2000. This decrease was primarily due to a decrease in the interest paid on
smaller average balances of cash invested at Federal Home Loan Bank of Des
Moines as cash was used to fund loans.
INTEREST EXPENSE. Interest expense of $784,000 for the quarter ended March
31, 2001 increased $162,000, or 26%, from $622,000 for the quarter ended March
31, 2000. The increase is primarily attributable to an increase in the average
balances of borrowed funds and to some special rate offerings on customer
deposits.
PROVISION FOR LOAN LOSSES. Loan loss provision increased by $3,000 for the
quarter ending March 31, 2001 compared to the quarter ending March 31, 2000 and
actual loan losses net of recoveries were $4,000 for both the quarter ending
March 31, 2001 and for the comparable quarter last year.
NONINTEREST INCOME. Noninterest income of $164,000 for the quarter ended
March 31, 2001 increased $79,000 from $85,000 for the quarter ended March 31,
2000. This increase was due to an increase of $24,000 on the gain on the sale of
investments for the quarter ended March 31, 2001 and no comparable gain in the
quarter ended March 31, 2000, an increase in mortgage banking fees of $9,000, an
increase of $12,000 in banking service charges and fees and an increase on the
gain on the sale of loans of $30,000 for the quarter ending March 31, 2001
compared to the quarter ending March 31, 2000.
NONINTEREST EXPENSE. Noninterest expense increased $61,000, or 13.9%, to
$499,000 for the quarter ended March 31, 2001 from $438,000 for the quarter
ended March 31, 2000. This increase was due to an increase of $26,000 in
compensation and employee benefits as a result of annual salary increases
effective October 1, 2000 and additional personnel needed in the normal
operations of business and a $10,000 increase in advertising expense, a $10,000
increase in printing, postage and supplies, a $7,000 increase in data processing
fees, a $5,000 increase in
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N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
other expenses and a $4,000 increase in professional fees which was partially
offset by a decrease of $1,000 in occupancy and equipment.
NET INTEREST MARGIN. Net interest margin was 3.02% for the three months
ended March 31, 2001 compared to 3.18% for the three months ended March 31,
2000. Income from earning assets increased by $101,000, or 8.4%, between the two
quarters and interest expense increased by $162,000, or 26%. The average earning
asset base increased by $2.3 million, or 3.4%. The average interest-bearing
liability base increased by $2.5 million, or 4.3%.
COMPARISON OF THE SIX MONTHS ENDED MARCH 31, 2001 TO THE SIX MONTHS ENDED
- -------------------------------------------------------------------------
MARCH 31, 2000
- --------------
NET INCOME. Net income decreased $5,000 to $228,000 for the six months
ended March 31, 2001 compared to $233,000 for the six months ended March 31,
2000. Net interest income after provision for loan losses decreased by $66,000
to $1.0 million for the six months ended March 31, 2001 compared to $1.1 million
for the six months ended March 31, 2000. Noninterest income increased $93,000
and noninterest expense increased $58,000. Income tax expense decreased $26,000.
NET INTEREST INCOME. Net interest income of $1.0 million for the six
months ended March 30, 2001 decreased by $74,000 from net interest income of
$1.1 million for the six months ended March 31, 2000. Total interest income
increased $205,000 while interest expense increased $279,000.
INTEREST INCOME. Total interest income increased $205,000 to $2.6 million
for the six months ended March 31, 2001 from $2.4 million for the six months
ended March 31, 2000. Interest income from loans receivable increased $216,000
to $1.8 million for the six months ended March 31, 2001 from $1.6 million for
the six months ended March 31, 2000. This increase was primarily attributable to
the increase in the average balance of loans between the two periods. Interest
income from investment securities decreased by $20,000 to $632,000 for the six
months ended March 31, 2001 from $652,000 for the six months ended March 31,
2000 as a result of the calling of callable securities by FHLB as market
interest rates have dropped and the securities carry a higher than market rate.
Interest income from mortgage-backed securitites increased by $23,000 to
$106,000 for the six months ended March 31, 2001 from $83,000 for the six months
ended March 31, 2000. This increase was primarily due to an increase in the
interest paid on larger average balances of mortgage-backed securities. Income
from other interest earning assets decreased $14,000 to $55,000 at March 31,
2001 from $69,000 for the period ending March 31, 2000. The decrease in income
of other interest earning assets was a result of a lower average balance in
those investments.
INTEREST EXPENSE. Total interest expense of $1.6 million for the six
months ended March 31, 2001, increased $279,000 from $1.3 million for the
quarter ended March 31, 2000. An increase in customer deposits increased
interest paid on deposits by $152,000 and an increase of $127,000 in interest on
FHLB advances resulted from an increase in the average balance of FHLB advances.
13
16
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
PROVISION FOR LOAN LOSSES. Loan loss provision decreased by $8,000 for the
six months ending March 31, 2001 from the comparable period in 2000 and actual
loan losses net of recoveries were $4,000 for the periods ending March 31, 2001
and for the period ending March 31, 2000.
NONINTEREST INCOME. Noninterest income of $269,000 for the six months
ended March 31, 2001 increased $93,000 from $176,000 for the six months ended
March 31, 2000. This increase was primarily attributable to a $37,000 increase
in the gain on the sale of loans and a $24,000 gain on the sale of an
investments with no gain in the prior comparable period. In addition, there was
an increase of $14,000 in banking service charges and fees and a $14,000
increase in mortgage banking fees for the six months ending March 31, 2001 when
compared to the period ending March 31, 2000.
NONINTEREST EXPENSE. Noninterest expense increased $58,000 to $939,000
for the six months ended March 31, 2001 from $881,000 for the six months ended
March 31, 2000. Compensation and employee benefits increased by $34,000 as a
result of annual salary increases effective October 1, 2000 and additional
personnel needed in the normal operations of business. Data processing increased
$7,000, printing, postage and stationery increased $6,000, advertising expenses
increased by $6,000 as a result of normal operation of the Company and some
special direct mail advertising used in a new checking account program, and
professional fees increased $5,000 from the comparable period. These increases
were partially offset by a decrease of $5,000 in deposit insurance premiums.
NET INTEREST MARGIN. Net interest margin was 2.85% for the six months
ended March 31, 2001 compared to 3.16% for the six months ended March 31, 2000.
Income from earning assets increased by $205,000, or 8.6%, between the two
periods while interest expense increased by $279,000, or 21.5%. The average
earning asset base increased by $2.2 million, or 3.2%. The average
interest-bearing liability base increased by $2.4 million, or 4.2%.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Company's primary sources of funds are deposits, proceeds from
principal and interest payments on loans, mortgage-backed securities, investment
securities, net operating income and cash advances from Federal Home Loan Bank
of Des Moines when appropriate. While maturities and scheduled amortization of
loans and mortgage-backed securities are a somewhat predictable source of funds,
deposit flows and mortgage prepayments are greatly influenced by general
interest rates, economic conditions and competition.
The Association must maintain an adequate level of liquidity to ensure
availability of sufficient funds to support loan growth and deposit withdrawals,
satisfy financial commitments and to take advantage of investment opportunities.
During the fiscal year 2001 and 2000, the Association used cash advances from
Federal Home Loan Bank of Des Moines as part of its investment strategy. At
March 31, 2001, the Association had FHLB advances of $9.5 million that were used
to offset fixed rate mortgage loans and provide liquidity and had approved loan
commitments totaling $2.8 million and undisbursed loans in process of $391,000.
14
17
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
Liquid funds necessary for normal daily operations of the Association are
maintained in a working checking account and a daily time account with the
Federal Home Loan Bank of Des Moines. It is the Association's current policy to
maintain adequate collected balances in those deposit accounts to meet daily
operating expense, customer withdrawals, and fund loan demand. Funds received
from daily operating activities are deposited, on a daily basis, in the checking
account and transferred, when appropriate, to the daily time account to enhance
income.
Normal daily operating expenses are not expected to significantly change.
Noninterest expense as a percentage of average assets at 2.6% is expected to
remain basically constant. Interest expense is expected to gradually increase as
the average balance of customer accounts has increased. However, overall
interest expense should remain stable because interest is now being paid on a
smaller average balance of cash advances. The cash advance expenses are being
offset as the funds have been invested at rates higher than the expense incurred
by them. Loan interest income is expected to continue to increase as the average
balance of loans increases although rates on adjustable-rate loans may not
continue to rise as those loans reprice at the annual adjustment dates. Customer
deposits have increased in the past six months as a result of some special rate
offerings, but increased competition as new financial institutions enter the
market area may make increasing deposits more difficult.
At March 31, 2001, certificates of deposit amounted to $36.5 million, or
67.6% of the Association total deposits, including $32.5 million of fixed rate
certificates scheduled to mature within twelve months. Historically, the
Association has been able to retain a significant amount of its deposits as they
mature. Management believes it has adequate resources to fund all loan
commitments from savings deposits, loan payments, maturities of investment
securities and advances from Federal Home Loan Bank of Des Moines.
15
18
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
The Office of Thrift Supervision requires institutions such as the
Association to meet certain tangible, core, and risk-based capital requirements.
Tangible capital generally consists of stockholders' equity minus certain
intangible assets. Core capital generally consists of stockholders' equity. The
risk-based capital requirements presently address risk related to both recorded
assets and off-balance sheet commitments and obligations. The following table
summarizes the Association's capital ratios at March 31, 2001.
Percent of Adjusted
Amount Total Assets
------------------------------------
(Unaudited)
(Dollars in thousands)
Tangible capital $ 7,162 9.66%
Minimum tangible capital requirement 1,112 1.50
-------- ------
Excess $ 6,050 8.16%
======== ======
Core capital $ 7,162 9.66%
Minimum core capital requirement 2,967 4.00
-------- ------
Excess $ 4,195 5.66%
======== ======
Risk-based capital $ 7,223 22.70%
Minimum risk-based capital requirement 2,546 8.00
-------- ------
Excess $ 4,677 14.70%
======== ======
16
19
N S & L BANCORP, INC. AND SUBSIDIARY
PART II - OTHER INFORMATION
ITEM 1, LEGAL PROCEEDINGS
Neither the Registrant nor the Association is a party to any material legal
proceedings at this time. From time to time the Association is involved in
various claims and legal actions arising in the ordinary course of business.
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
The annual Meeting of Stockholders of the Company ("Meeting") was held January
17, 2001. The results of the vote on the matters presented at the Meeting is as
follows:
1. The following individuals were elected as directors, each for a
three-year term:
Vote For Vote Withheld
Robert J. Johnson 606,716 4,420
------- --------
George A. Henry 606,356 4,780
------- --------
The terms of Directors John C. Genisio John D. Mills, Larry Neff,
C.R. Butler and Ralph J. Haas continued after the meeting.
Broker non-votes totaled 0
------------
2. The Appointment of Kirkpatrick, Phillips & Miller, CPAs, P.C. as
auditors for the Company for the fiscal year ending September 30,
2001 was ratified by stockholders by the following vote:
For 611,136 : Against 0 Abstain 0
------- ------ ------
Broker non-votes totaled 0
---------
ITEM 5, OTHER INFORMATION
None.
17
20
N S & L BANCORP, INC. AND SUBSIDIARY
PART II - OTHER INFORMATION
(Continued)
ITEM 6, EXHIBITS AND REPORT ON FORM 8-K
A. Exhibits
None.
B. Forms 8-K
None.
18
21
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.
N S & L Bancorp, Inc.
Date May 10, 2001 By: /s/C.R. Rick Butler
------------- -----------------------------------------
C. R. 'Rick' Butler
President
CEO
Date May 10, 2001 By: /s/Carol Guest
------------- -----------------------------------------
Carol Guest
Treasurer