FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2000 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to________ Commission File No. 0-20380 ------- FIRST FEDERAL BANCORP, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Ohio 31-1341110 - ------------------------------- ---------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 505 Market Street Zanesville, Ohio 43701 - --------------------- ---------- (Address of principal (Zip Code) executive office) Registrant's telephone number, including area code: (740) 588-2222 Check whether the issuer (1) 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 January 31, 2001, the latest practicable date, 3,113,321 shares of the registrant's common stock, no par value, were issued and outstanding. Page 1 of 11 Pages FIRST FEDERAL BANCORP, INC. INDEX ----- PART I FINANCIAL INFORMATION PAGE ---- Consolidated Statements of Financial Condition 3 Consolidated Statements of Income 4 Consolidated Statements of Cash Flows 5 Notes to Consolidated Financial Statements 6 Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II OTHER INFORMATION 10 SIGNATURES 11 PART I ------ FINANCIAL INFORMATION --------------------- First Federal Bancorp, Inc. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION At Dec. 31 At Sept. 30 2000 2000 ---- ---- ASSETS Cash and amounts due from banks $ 5,408,499 $ 4,837,402 Interest-bearing demand deposits 0 0 ---------------------------- Cash and cash equivalents $ 5,408,499 $ 4,837,402 Interest-bearing deposits 1,386,000 1,386,000 Investment securities held to maturity (Fair value - $12,220,000 in 12/00 and $11,375,000 in 9/00) 12,335,433 11,377,928 Loans receivable, net of losses of $1,821,000 and $1,723,615 207,467,761 207,048,507 Federal Home Loan Bank stock 4,147,900 4,071,200 Premises and equipment 6,404,050 6,498,446 Interest receivable and other assets 1,451,957 1,353,849 Other assets 304,870 303,271 ---------------------------- Total Assets $238,906,470 $236,876,603 ============================ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits $164,434,127 $158,720,119 Short-term FHLB advances 29,930,000 29,235,000 Long-term debt 23,966,708 28,970,160 Interest payable 752,895 625,943 Other liabilities 1,371,265 1,207,687 ---------------------------- Total Liabilities $220,454,995 $218,758,909 ============================ Stockholders' Equity Preferred stock: $100 par value; 1,000,000 shares authorized; no shares issued and outstanding Common stock: no par value; 9,000,000 shares authorized; 3,303,400 shares issued; 3,113,321 shares outstanding in both 12/00 and 9/00 $ 3,743,514 $ 3,736,076 Retained earnings 15,671,470 15,345,127 Treasury shares, 190,079 shares in both 12/00 and 9/00, at cost (963,509) (963,509) ---------------------------- Total Stockholders' Equity $ 18,451,475 $ 18,117,694 ---------------------------- Total Liabilities and Stockholders' Equity $238,906,470 $236,876,603 ============================ See Notes to the Consolidated Financial Statements. First Federal Bancorp, Inc. CONSOLIDATED STATEMENTS OF INCOME Three Months Ended December 31 -------------------------- 2000 1999 ---- ---- INTEREST INCOME Loans receivable $4,427,059 $ 3,628,251 Investment securities 273,954 191,7910 Deposits with financial institutions 24,200 32,582 -------------------------- Total Interest Income 4,725,213 3,852,624 -------------------------- INTEREST EXPENSE Deposits 1,968,553 1,372,611 Borrowed money 912,928 773,961 -------------------------- Total Interest Expense 2,881,481 2,146,572 -------------------------- Net Interest Income 1,843,732 1,706,052 Provision for Loan Losses (45,306) 31,290 -------------------------- Net Interest Income After Provision for Loan Losses 1,889,038 1,674,762 -------------------------- OTHER INCOME Service charges on deposit accounts 104,299 101,267 Net gains on loan sales 5,615 1,256 Other income 167,375 171,693 -------------------------- Total other income 277,289 274,216 -------------------------- OTHER EXPENSES Salaries and employee benefits 654,027 632,915 Occupancy and equipment expense 246,915 240,587 Data processing expense 145,988 118,270 Deposit insurance expense 21,617 35,026 Advertising 67,769 80,427 Ohio franchise taxes 51,161 52,765 Other operating expenses 279,365 302,063 -------------------------- Total other expenses 1,466,842 1,462,053 -------------------------- Income Before Income Taxes 699,485 486,925 Income tax expense 248,610 182,422 -------------------------- Net Income $ 450,875 $ 304,503 ========================== EARNINGS PER SHARE Basic Diluted $ .14 $ .10 -------------------------- $ .14 $ .09 -------------------------- WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES Basic 3,113,321 3,196,171 -------------------------- Diluted 3,290,742 3,406,188 -------------------------- DIVIDENDS DECLARED PER SHARE $ .04 $ .04 -------------------------- See Notes to the Consolidated Financial Statements. First Federal Bancorp, Inc. CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended December 31 --------------------------- CASH FLOWS FROM OPERATING ACTIVITIES: 2000 1999 ---- ---- Net Income $ 450,875 $ 304,503 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses (45,306) 31,290 Depreciation 148,317 150,369 Federal Home Loan Bank stock dividends (76,700) (66,800) Amortization of net premiums (discounts) on investment securities (33,426) (27,217) Mortgage loans originated for sale (540,500) (199,200) Proceeds from sale of mortgage loans 540,500 103,944 Gain on Sale of Loans 5,615 1,256 Change in other assets and other liabilities 63,871 (78,423) --------------------------- Net Cash Provided by Operating Activities 513,246 219,722 --------------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from maturities of investment securities 3,006,709 6,706,099 Purchases of investment securities/FHLB stock (3,955,000) (5,049,057) Loans originated, net of principal repayments (457,515) (11,514,985) Principal collected on mortgage-backed securities 24,212 88,243 Sale of real estate owned / repossessed assets 85,391 25,800 Purchases of premises and equipment (53,921) (41,150) --------------------------- Net Cash Used for Investing Activities (1,350,124) (9,785,050) --------------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Net change in deposit accounts 5,714,008 (5,582,068) Net change in advance payments by borrowers for taxes and insurance 126,952 149,804 Net change in borrowed funds with original maturities of less than three months 695,000 15,676,749 Repayment of long-term FHLB advances (5,003,452) (1,000,000) Cash dividends paid (124,533) (127,847) --------------------------- Net Cash Provided by Financing Activities 1,407,975 9,116,638 --------------------------- NET CHANGE IN CASH AND CASH EQUIVALENTS 571,097 (448,690) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 4,837,402 5,380,233 --------------------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,408,499 $ 4,931,543 =========================== See Notes to the Consolidated Financial Statements. FIRST FEDERAL BANCORP, INC. Notes to Consolidated Financial Statements 1. Basis of Presentation --------------------- The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-QSB. The Form 10-QSB does not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. Only material changes in financial condition and results of operations are discussed in Management's Discussion and Analysis of Financial Condition and Results of Operations. In the opinion of management, the condensed Consolidated Financial Statements contain all adjustments necessary to present fairly the financial condition of First Federal Bancorp, Inc. ("Bancorp"), as of December 31, 2000, and September 30, 2000, and the results of its operations for the three months ended December 31, 2000, and 1999, and its cash flow for the three months ended December, 2000 and 1999. The results of operations for the interim periods reported herein are not necessarily indicative of results of operations to be expected for the entire year. 2. Commitments ----------- Outstanding commitments to originate mortgage loans and to sell mortgage loans were $382,000 and $0 respectively, at December 31, 2000, and $645,487 and $0 respectively at September 30, 2000. 3. Earnings Per Common Share ------------------------- Basic earnings per share is based on net income divided by the weighted average number of shares outstanding during the period. Diluted earnings per share shows the dilutive effect of additional common shares issuable under stock options. 4. Allowance for Losses on Loans ----------------------------- Because some loans may not be repaid in full, an allowance for loan losses is recorded. Increases to the allowance are recorded by a provision for loan losses charged to expense. Estimating the risk of loss and the amount of loss on any loan is necessarily subjective. Accordingly, the allowance is maintained by management at a level considered adequate to cover probable losses that are currently anticipated based on past loss experience, general economic conditions, information about specific borrower situations, including their financial position and collateral values, and other factors and estimates which are subject to change over time. While management may periodically allocate portions of the allowance for specific problem loan situations, the whole allowance is available for any loan charge-offs that occur. A loan is charged-off by management as a loss when deemed uncollectible, although collection efforts continue and future recoveries may occur. Loans are considered impaired if full principal or interest payments are not anticipated. Impaired loans are carried at the present value of expected cash flows discounted at the loan's effective interest rate or at the fair value of the collateral if the loan is collateral dependent. A portion of the allowance for loan losses may be allocated to impaired loans. Smaller-balance, homogeneous loans are evaluated for impairment in total. Such loans include residential first mortgage loans secured by one- to four- family residences, residential construction loans, and automobile, home equity and second mortgage loans. Mortgage loans secured by other properties are evaluated individually for impairment. When analysis of borrower operating results and financial condition indicates that underlying cash flows of the borrower's business are not adequate to meet its debt service requirements, the loan is evaluated for impairment. Loans are generally moved to nonaccrual status when 90 days or more past due. These loans are often also considered impaired. Impaired loans, or portions thereof, are charged-off when deemed uncollectible. The nature of disclosures for impaired loans is considered generally comparable to prior nonaccrual and renegotiated loans and nonperforming and past-due asset disclosures. The Savings Bank had no loans meeting the definition of impaired during the quarter ended December 31, 2000, and the year ended September 30, 2000. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General - ------- First Federal Bancorp, Inc. ("Bancorp"), is a savings and loan holding company that wholly owns First Federal Savings Bank of Eastern Ohio (the "Savings Bank"). The Savings Bank is engaged in the savings and loan business primarily in Central and Eastern Ohio. The Savings Bank is a member of the Federal Home Loan Bank ("FHLB") of Cincinnati, and the deposit accounts in the Savings Bank are insured up to the applicable limits by the Federal Deposit Insurance Corporation in the Savings Association Insurance Fund ("SAIF"). Note Regarding Forward-Looking Statements - ----------------------------------------- In addition to historical information contained herein, the following discussion contains forward-looking statements that involve risks and uncertainties. Economic circumstances, First Federal's operations and First Federal'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 First Federal's market area generally. Some of the forward-looking statements included herein are the statements regarding the following: 1. Management's determination of the amount of loan loss allowance; 2. Management's belief that deposits will increase slightly during fiscal year 2001; 3. Management's anticipation that loan demand will remain stable, but that the loan portfolio will increase as lower interest rates make consumer loans more attractive; 4. Management's anticipation that advances from the FHLB will increase to fund loan originations; 5. Management's anticipation that adjustable-rate loans will reprice higher in fiscal year 2001 if interest rates remain relatively stable; 6. Legislative changes with respect to the activities of financial institutions; 7. Management's expectation that the amount of its consumer loans will remain stable; and 8. Management's expectation that a significant portion of the certificates of deposit at First Federal maturing in fiscal year 2001 will remain on deposit with First Federal. Changes in Financial Condition from September 30, 2000 to December 31, 2000 - --------------------------------------------------------------------------- Total consolidated assets of Bancorp increased by $2.0 million, or .84%, from $236.9 million at September 30, 2000, to $238.9 million at December 31, 2000. The increase is due primarily to an increase of $400,000 in loans receivable, an increase of $600,000 in cash and cash equivalents, and an increase of $1 million in investments held to maturity. Total liquidity (consisting of cash and amounts due from depository institutions, interest-bearing deposits in other banks, and investment securities) was $19.1 million at December 31, 2000, which is an increase of $1.5 million from September 30, 2000. The regulatory liquidity of the Savings Bank was 4.89% at December 31, 2000 and 4.83% at September 30, 2000, which was in excess of the minimum regulatory requirement of 4%. Funds are available through FHLB advances to meet the Savings Bank's liquidity requirement if necessary. The loans receivable balance increased $400,000 million for the three-month period. As rates remained uncertain, consumer demand for loans was flat. Management anticipates that loan demand will remain stable but that the loan portfolio will increase as lower interest rates make consumer loans more attractive. No assurance can be provided, however, that the loan portfolio will increase or that loan demand will remain stable. As of December 31, 2000, the Savings Bank had long and short term borrowed funds from the FHLB in the amount of $24.0 million and $29.9 million respectively, at a weighted average rate of 6.62%. Long term FHLB advances decreased $5.0 million from $29.0 million and short term FHLB advances increased $690,000 at September 30, 2000. The net decrease of $4.3 million was due to paying off a long term advance, when it became due, with the funds generated by increased deposits. Deposits increased by $5.7 million, or 3.60%, from $158.7 million at September 30, 2000, to $164.4 million at December 31, 2000. The increase in savings was due to a $6.1 million increase in certificates and a $400,000 reduction in noncertificate accounts. Management believes that deposits will increase slightly during fiscal year 2001 and that it will be necessary to fund the anticipated steady loan demand with further advances from the FHLB. No assurance can be provided, however, that deposits will increase slightly and that the loan portfolio will increase or that loan demand will remain stable. Deposit levels and loan demand are affected by national, as well as local, interest rates, the attractiveness of alternative investments and other national and local economic circumstances. The Savings Bank is subject to regulatory capital requirements established by the Office of Thrift Supervision ("OTS"). The Savings Bank's capital ratios were as follows at December 31, 2000. Amount Percent of (In Thousands) Assets -------------- ---------- Actual Tangible Capital $16,725 7.01% Required Tangible Capital 3,580 1.50% ---------------------- Excess Tangible Capital $13,145 5.51% Actual Core Capital $16,725 7.01% Required Core Capital (1) 9,548 4.00% ---------------------- Excess Core Capital $ 7,177 3.01% Actual Risk Based Capital $18,136 10.63% Required Risk Based Capital 13,652 8.00% ---------------------- Excess Risk Based Capital $ 4,484 2.63% (1) Although the general required minimum core capital is 4.00%, savings associations that meet certain requirements may be permitted to maintain minimum core capital of 3.00%. Management is not aware of any proposed regulations or recommendations by the OTS that, if implemented, would have a material effect upon the Savings Bank's capital. In August 1996, Congress passed legislation repealing the reserve method of accounting used by many thrifts to calculate their bad debt reserve for federal income tax purposes and requiring any bad debt reserves taken after 1987, using the percentage of taxable income method, be included in future taxable income of the association over a six-year period. A two-year delay is permitted for institutions meeting a residential mortgage loan origination test. At September 30, 2000, First Federal had approximately $1.6 million in bad debt reserves subject to recapture for federal income tax purposes. The deferred tax liability related to the recapture was established in prior years, so First Federal's net income will not be negatively affected by this legislation. Comparison of Operating Results for the Three-Month Periods Ended - ----------------------------------------------------------------- December 31, 2000, and 1999 - --------------------------- Net interest income before provision for loan losses increased $138,000 for the comparative three-month periods. Total interest income increased $873,000 for the three-month period ended December 31, 2000, compared to the same period in 1999, but was offset by an increase of interest expense of $735,000. Total interest income increased primarily due to an increase in the interest earned on loans receivable. The balance of loans receivable increased $9.0 million to $207.5 million at December 2000, compared to December 1999. Total interest expense increased due to the increased balance of savings deposits since December 31, 1999. The majority of the loans in the Savings Bank's portfolio are adjustable- rate mortgage loans whose interest rates fluctuate with market interest rates. If interest rates remain relatively stable during fiscal year 2001, the adjustable-rate mortgage loan portfolio will reprice at slightly higher rates, as most loans originated during fiscal year 2000 were not initially priced at the fully indexed interest rate. These loans will be repricing upward at their first adjustment in fiscal year 2001 while the balance of the adjustable-rate mortgage loan portfolio will not reprice substantially lower during fiscal year 2001. No assurance can be provided, however, that interest rates will remain stable. Interest rates are affected by general, local and national economic conditions, the policies of various regulatory authorities and other factors beyond the control of First Federal. Nonperforming and Delinquent Loans and Allowance for Loan Losses - ---------------------------------------------------------------- Total nonaccrual loans and accruing loans that are 90 days past due were $208,000 at December 31, 2000, which represents .10% of total loans. This was a decrease of $118,000 from December 31, 1999. There were no loans that are not currently classified as nonaccrual, 90 days past due or restructured but which may be so classified in the near future because management has concerns as to the ability of the borrowers to comply with repayment terms. The Savings Bank maintains an allowance for losses on loans. The allowance for losses on loans was $1,723,615 at December 31, 2000, compared to $1,770,000 at December 31, 1999. During the three-month periods ended December 31, 2000, and December 31, 1999, the Savings Bank recorded recoveries of $6,200 and $4,500 and charge-offs of $65,000 and $87,000, respectively. The provisions for loan losses during the three-month periods ended December 31, 2000, and 1999, were $(45,300) and $31,300 respectively. Based on management's review of the allowance for losses at December 31, 2000, it was determined that there was an excess allowance, based on collateral value, and therefore, $45,300 was reversed. Noninterest Income and Expense - ------------------------------ The federal income tax provision increased $66,000 for the three-month period ended December 31, 2000, compared to the same period in 1999 due to an increase in pre-tax net income for the period. Total noninterest income remained stable for the three-month period ended December 31, 2000, compared to the same period in 1999. There was an increase in a gain on the sale of loans of $4,000 for the three-month period ended December 31, 2000, due to an increase in the demand for fixed rate loans that were not retained in the portfolio. Total noninterest expenses increased $5,000 for the quarter ended December 31, 2000, compared to the same period in 1999. Salaries and benefits increased $21,000 as a result of increased entry-level pay ranges and normal pay increases in the three-month period ended December 2000 compared to the three-month period ended December 31, 1999. Occupancy expense increased $6,000 for the three-month period ended December 31, 2000, due to the repaving of parking lots. Data processing costs increased $27,000 due to accruing for additional costs associated with changing our core processor. Advertising decreased $13,000 due to a reduction in marketing. Other operating expense decreased $23,000 due to a reduction in training costs. Impact of Inflation and Changing Prices - --------------------------------------- The financial statements and related data presented herein have been prepared in accordance with generally accepted accounting principles ("GAAP"), which require the measurement of financial position and results of operations in terms of historical dollars without considering changes in relative purchasing power of money over time because of inflation. Unlike most industrial companies, virtually all of the assets and liabilities of First Federal are monetary in nature. As a result, interest rates have a more significant impact on First Federal's performance than the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as the prices of goods and services. Effect of Accounting Changes - ---------------------------- In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS No. 133 standardizes the accounting for derivative instruments, including certain derivative instruments embedded in other contracts. Under the standard, entities are required to carry all derivative instruments in the statement of financial position at fair value. The accounting for changes in the fair value (i.e. gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, on the reason for holding it. If certain conditions are met, entities may elect to designate a derivative instrument as a hedge of exposures to changes in fair value, cash flows, or foreign currencies. If the hedged exposure is a fair value exposure, the gain or loss on the derivative instrument is recognized in earnings in the period of change together with the offsetting loss or gain on the hedged item attributable to the risk being hedged. If the hedged exposure is a cash flow exposure, the effective portion of the gain or loss on the derivative instrument is reported initially as a component of other comprehensive income (outside earnings) and subsequently reclassified into earnings when the forecasted transaction affects earnings. Any amounts excluded from the assessment of hedge effectiveness as well as the ineffective portion of the gain or loss are reported in earnings immediately. Accounting for foreign currency hedges is similar to accounting for fair value and cash flow hedges. If the derivative instrument is not designated as a hedge, the gain or loss is recognized in earnings in the period of change. SFAS No. 133, as amended, is effective for fiscal years beginning after June 15, 2000. This Statement had no material effect on the Company. PART II OTHER INFORMATION ----------------- ITEM 1. LEGAL PROCEEDINGS ----------------- Not applicable ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS ----------------------------------------- Not applicable ITEM 3. DEFAULTS UPON 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 99.2 Safe Harbor Under the Private Securities Litigation Reform Act of 1995 No reports on Form 8-K were filed during the quarter for which this report is filed. 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. Date: February 12, 2001 By: /s/ J. William Plummer ---------------------- J. William Plummer President Date: February 12, 2001 By: /s/ Connie Ayres LaPlante ------------------------- Connie Ayres LaPlante Chief Financial Officer