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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
/X/ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT FOR THE TRANSITION PERIOD FROM __________ TO __________
COMMISSION FILE NUMBER 0-28894
ACCESS ANYTIME BANCORP, INC.
(Name of small business issuer in its charter)
DELAWARE 85-0444597
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
801 PILE STREET, CLOVIS, NEW MEXICO 88101
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (505) 762-4417
SECURITIES REGISTERED UNDER SECTION 12(b) OF THE EXCHANGE ACT: NONE
SECURITIES REGISTERED UNDER SECTION 12(g) OF THE EXCHANGE ACT:
COMMON STOCK $.01 PAR VALUE
---------------------------
(Title of class)
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 / /
1,247,336 Shares of Capital Stock $.01 par value
Outstanding as of April 27, 2001
Transitional Small Business Disclosure Format (check one): Yes / / No /X/
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TABLE OF CONTENTS
Page
----
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
Unaudited Condensed Consolidated Statements of Financial Condition...................... 3
Unaudited Condensed Consolidated Statements of Operations............................... 4
Unaudited Condensed Consolidated Statement of Stockholders' Equity...................... 5
Unaudited Condensed Consolidated Statements of Cash Flows............................... 6 - 7
Notes to Condensed Consolidated Financial Statements (Unaudited)........................ 8- 12
Item 2 - Management's Discussion and Analysis or Plan of Operation................................ 13 - 16
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings....................................................................... 17
Item 2 - Changes in Securities and Use of Proceeds............................................... None
Item 3 - Defaults Upon Senior Securities.......................................................... None
Item 4 - Submission of Matters to a Vote of Security Holders...................................... None
Item 5 - Other Information........................................................................ None
Item 6 - Exhibits and Reports on Form 8-K......................................................... 17
SIGNATURES................................................................................................ 18
2
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
The following unaudited consolidated financial statements include all
adjustments, which in the opinion of management, are necessary in order to
make such financial statements not misleading.
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
March 31, December 31,
ASSETS 2001 2000
- ------ -------------------- ---------------------
Cash and cash equivalents $ 7,494,087 $ 7,145,268
Certificates of deposit 4,394,000 3,796,000
Securities available-for-sale (amortized cost of $9,029,202 and $7,706,714) 9,056,376 7,638,711
Securities held-to-maturity (aggregate fair value of $3,075,302
and $6,110,834) 3,048,377 6,090,761
Loans held-for-sale (aggregate fair value of $3,602,204 and $844,558) 3,538,232 821,180
Loans receivable, net 120,545,788 119,479,443
Interest receivable 1,030,169 1,047,801
Real estate owned 289,926 154,218
Federal Home Loan Bank stock 957,600 944,600
Premises and equipment, net 3,421,221 3,512,894
Goodwill, net 1,978,550 2,014,965
Deferred tax asset 994,516 1,112,875
Other assets 348,917 585,923
-------------------- ---------------------
Total assets $ 157,097,759 $ 154,344,639
==================== =====================
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $ 140,150,819 $ 137,275,966
Federal Home Loan Bank advances 2,750,000 2,750,000
Accrued interest and other liabilities 674,730 1,134,847
Advanced payments by borrowers for taxes and insurance 195,417 157,778
Employee Stock Ownership Plan - Note Payable 1,258,157 1,289,739
-------------------- ---------------------
Total liabilities 145,029,123 142,608,330
-------------------- ---------------------
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value; 4,000,000 shares authorized; none
issued -- --
Common stock, $.01 par value; 6,000,000 shares authorized;
1,489,116 and 1,489,116 shares issued; 1,247,336 and 1,241,173
outstanding in 2001 and 2000, respectively 14,891 14,891
Capital in excess of par value 11,063,751 11,054,201
Retained earnings 2,332,259 2,165,273
Accumulated other comprehensive gain (loss), net of tax expense of
$9,240 and tax benefit of $23,019 17,935 (44,684)
-------------------- ---------------------
13,428,836 13,189,681
Unallocated Employee Stock Ownership Plan shares (1,185,000) (1,289,739)
Treasury stock, at cost (175,200) (163,633)
-------------------- ---------------------
Total stockholders' equity 12,068,636 11,736,309
--------------------
---------------------
Total liabilities and stockholders' equity $ 157,097,759 $ 154,344,639
==================== =====================
The accompanying notes are an integral part of
these unaudited condensed consolidated financial statements.
3
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Month Periods Ended
March 31,
--------------------------------------
2001 2000
------------------ ------------------
Interest income:
Loans receivable $ 2,567,568 $ 2,128,522
U.S. government agency securities 56,603 55,709
Mortgage-backed securities 170,825 225,933
Other interest income 135,049 102,186
------------------ ------------------
Total interest income 2,930,045 2,512,350
------------------ ------------------
Interest expense:
Deposits 1,546,636 1,130,634
Federal Home Loan Bank advances 34,001 104,325
Other borrowings 31,516 --
------------------ ------------------
Total interest expense 1,612,153 1,234,959
------------------ ------------------
Net interest income before provision for loan losses 1,317,892 1,277,391
Provision for loan losses 69,000 34,747
------------------ ------------------
Net interest income after provision for loan
losses 1,248,892 1,242,644
------------------ ------------------
Noninterest income:
Loan servicing and other fees 62,860 58,902
Net realized gains on sales of loans 72,398 9,469
Other income 194,101 171,741
------------------ ------------------
Total other income 329,359 240,112
------------------ ------------------
Noninterest expenses:
Salaries and employee benefits 636,537 582,449
Occupancy expense 212,285 192,359
Deposit insurance premium 29,727 24,121
Advertising 9,587 10,781
Real estate operations, net 2,442 4,920
Professional fees 66,601 62,246
Amortization of goodwill 36,415 35,981
Other expense 331,421 328,088
------------------ ------------------
Total other expenses 1,325,015 1,240,945
------------------ ------------------
Income before income taxes 253,236 241,811
Income tax expense 86,250 82,876
------------------ ------------------
Net income $ 166,986 $ 158,935
================== ==================
Earnings per common share $ .13 $ .13
================== ==================
Earnings per common share-assuming dilution $ .13 $ .13
================== ==================
The accompanying notes are an integral part of
these unaudited condensed consolidated financial statements.
4
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
Accumulated
Common Stock Treasury Stock Other
----------------- -------------------- Capital Comprehensive
Number in Excess Income
Comprehensive of Number Unallocated of Par Retained (Loss)
Income shares Amount of Shares Amount ESOP Shares Value Earnings Net Total
------------- --------- ------- --------- --------- ----------- ----------- ---------- --------- -----------
Balance at
December 31,
2000 1,489,116 $14,891 23,943 $(163,633) $(1,289,739) $11,054,201 $2,165,273 $ (44,684) $11,736,309
Net income $ 166,986 -- -- -- -- -- -- 166,986 -- 166,986
Net change in
unrealized
depreciation on
available-for-
sale securities,
net of tax 62,619 -- -- -- -- -- -- -- 62,619 62,619
----------
Total
comprehensive
income $ 229,605
==========
Common stock
issued -- -- -- -- -- -- -- -- --
Common stock rights
awarded in lieu
of directors'
cash
compensation -- -- -- -- -- 4,550 -- -- 4,550
Purchase of ESOP
shares -- -- -- -- -- -- -- -- --
Purchases of
treasury stock -- -- 1,837 (11,567) -- -- -- -- (11,567)
ESOP shares
allocated -- -- -- -- 104,739 5,000 -- -- 109,739
--------- ------- ------ --------- ----------- ----------- ---------- --------- -----------
Balance at
March 31, 2001 1,489,116 $14,892 5,780 $(175,200) $(1,185,000) $11,063,751 $2,332,259 $ 17,935 $12,068,636
========= ======= ====== ========= =========== =========== ========== ========= ===========
The accompanying notes are an integral part of
these unaudited condensed consolidated financial statements.
5
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Month Periods Ended
March 31,
--------------------------------------
2001 2000
------------------ ------------------
Cash flows from operating activities:
Net income $ 166,986 $ 158,935
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation 108,838 98,832
Deferred income taxes 86,100 82,876
Provision for loan losses 69,000 34,747
Amortization of premiums on investment securities 14,376 20,884
Amortization of loan premiums, discounts and
deferred fees, net 34,307 46,477
Amortization of goodwill 36,415 35,809
Non-cash ESOP contribution 109,739 --
Gain on sale of loans held-for-sale (72,398) (9,469)
Proceeds from sales of loans held-for-sale 4,046,394 459,217
Originations of loans held-for-sale (6,691,048) (811,665)
Common stock rights issued in lieu of directors
compensation 4,550 5,200
Loss on disposition of assets 2,010 --
Net decrease in accrued interest receivable and
other assets 72,812 175,126
Decrease in accrued expense and other liabilities (386,960) (13,227)
------------------ ------------------
Net cash provided by (used in) operating activities (2,398,879) 283,742
------------------ ------------------
Cash flows from investing activities:
Purchases of available-for-sale securities (200,000) --
Proceeds from maturities and principal repayments
of available-for-sale securities 471,304 296,043
Purchases of held-to-maturity securities -- (2,179,064)
Proceeds from maturities and principal repayments
of held-to-maturity securities 1,433,916 306,771
Purchase of FHLB stock (13,000) (13,300)
Net (increase) decrease in certificates of deposit (598,000) 499,000
Net increase in loans (1,123,532) (3,149,689)
Purchases of premises and equipment (19,175) (1,149,528)
------------------ ------------------
Net cash used by investing activities (48,487) (5,389,767)
------------------ ------------------
Cash flows from financing activities:
Net increase (decrease) in deposits 2,874,853 (238,673)
Net change in other borrowed funds -- 3,000,000
Net increase in advance payments by borrowers for
taxes and insurance 37,639 28,517
Repayment of debt (104,740) --
Purchase of treasury stock (11,567) (51,345)
------------------ ------------------
Net cash provided in financing activities 2,796,185 2,738,499
------------------ ------------------
Increase (decrease) in cash and cash equivalents 348,819 (2,367,526)
Cash and cash equivalents at January 1 7,145,268 7,874,748
------------------ ------------------
Cash and cash equivalents at March 31 $ 7,494,087 $ 5,507,222
================== ==================
(Continued)
6
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(CONTINUED)
Three Month Periods Ended
March 31,
--------------------------------------
2001 2000
------------------ ------------------
Supplemental disclosures of cash flow information: Cash paid during the period
for:
Interest $ 1,628,108 $ 1,148,919
Income taxes 150 1,000
Supplemental disclosure of non-cash investing and
financing activities
Real estate acquired in settlement of loans --
50,970
Non-cash transfer of investment security pursuant to FASB 133 1,607,997 --
The accompanying notes are an integral part of these unaudited condensed
consolidated financial statements.
7
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
IMPACT OF NEW ACCOUNTING STANDARDS - In June 1998, the FASB issued Statement
No. 133 ("SFAS 133"), ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING
ACTIVITIES. In July 1999, the FASB issued Statement No. 137, DEFERRAL OF THE
EFFECTIVE DATE OF FASB STATEMENT NO. 133, which deferred the effective date
of SFAS 133 to no later than January 1, 2001 for the Company's financial
statements. SFAS 133 requires companies to record derivatives on the balance
sheet at fair value. Changes in the fair values of those derivatives would be
reported in earnings or other comprehensive income depending on the use of
the derivative and whether it qualifies for hedge accounting. The key
criterion for hedge accounting is that the hedging relationship must be
highly effective in achieving offsetting changes in fair value of assets or
liabilities or cash flows from forecasted transactions. In June 2000, the
FASB issued Statement No. 138, ACCOUNTING FOR CERTAIN DERIVATIVE INSTRUMENTS
AND CERTAIN HEDGING ACTIVITIES, an amendment of FASB Statement No. 133. The
Company implemented SFAS 133 on January 1, 2001. The implementation did not
materially impact the Company's financial statements.
Upon implementation of FASB 133 the Company transferred $1,607,997 of
securities held-to-maturity to securities available-for-sale.
In September 2000, the FASB issued Statement No. 140 ("SFAS 140"), ACCOUNTING
FOR THE TRANSFERS AND SERVICING OF FINANCIAL ASSETS AND EXTINGUISHMENTS OF
LIABILITIES, which replaces Statement No. 125 (of the same title). SFAS 140
revises certain standards in the accounting for securitizations and other
transfers of financial assets and collateral, and requires some disclosures
relating to securitization transactions and collateral, but it carries over
most of SFAS 125's provisions. The collateral and disclosure provisions of
SFAS 140 are effective for year-end 2000 financial statements. The other
provisions of this Statement are effective for transfers and servicing of
financial assets and extinguishment of liabilities occurring after March 31,
2001. The adoption of this standard is not expected to have a material impact
to the Company.
NOTE 2 BASIS OF CONSOLIDATION AND PRESENTATION
Access Anytime Bancorp, Inc. (the "Company") is a thrift holding company for
its wholly-owned subsidiary FirstBank (the "Bank") and the Bank's
wholly-owned subsidiary, First Equity Development Corporation ("FEDCO"). The
consolidated financial statements include the accounts and transactions of
the Company, the Bank and FEDCO. All significant intercompany accounts and
transactions have been eliminated in consolidation.
The unaudited interim financial statements have been prepared by management
of the Company, without audit. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been omitted pursuant to such
rules and regulations, although management believes that the disclosures
included herein are adequate to make the information presented not
misleading. In the opinion of management, all adjustments (consisting of only
normal recurring accruals) considered necessary for presentation of the
information have been included. The December 31, 2000 consolidated statement
of financial condition, as presented herein, was derived from audited
financial statements, but does not include all disclosures required by
generally accepted accounting principles and should be read in conjunction
with the audited consolidated financial statements of the Company for the
year ended December 31, 2000.
8
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 3 SECURITIES
Securities have been classified in the consolidated statements of financial
condition according to management's intent. The carrying amount of securities
and their approximate fair value follows:
Amortized Gross unrealized Fair
Cost Gains Losses Value
----------------- ------------------ ----------------- -----------------
AVAILABLE-FOR-SALE SECURITIES:
March 31, 2001:
Mortgage-backed securities:
GNMA adjustable rate $ 7,214,347 $ 15,718 $ 43,518 $ 7,186,547
GNMA fixed rate 1,607,997 55,402 -- 1,663,399
Equity securities:
FNMA common stock 6,858 822 -- 7,680
Trust preferred securities 200,000 -- 1,250 198,750
----------------- ------------------ ----------------- -----------------
$ 9,029,202 $ 71,942 $ 44,768 $ 9,056,376
================= ================== ================= =================
December 31, 2000:
Mortgage-backed securities:
GNMA adjustable rate $ 7,699,556 $ 2,564 $ 71,597 $ 7,630,523
Equity securities:
FNMA common stock 6,858 1,330 -- 8,188
================= ================== ================= =================
$ 7,706,414 $ 3,894 $ 71,597 $ 7,638,711
================= ================== ================= =================
Amortized Gross unrealized Fair
Cost Gains Losses Value
----------------- ------------------ ----------------- -----------------
HELD-TO-MATURITY SECURITIES:
March 31, 2001:
Mortgage-backed securities:
FHLMC adjustable rate $ 804,653 $ -- $ 4,168 $ 800,485
US government agency bonds 1,000,000 8,941 -- 1,008,941
Corporate bonds 943,724 16,152 -- 959,876
Trust preferred securities 300,000 6,000 -- 306,000
----------------- ------------------ ----------------- -----------------
$ 3,048,377 $ 31,093 $ 4,168 $ 3,075,302
================= ================== ================= =================
December 31, 2000:
Mortgage-backed securities:
FNMA participation certificates $ 130,362 $ -- $ 886 $ 129,476
FHLMC participation certificates 972,584 -- 6,786 965,798
GNMA fixed rate 1,656,109 43,745 -- 1,699,854
FHLMC adjustable rate 838,859 -- 14,618 824,241
US government agency bonds 1,000,000 3,780 -- 1,003,780
Corporate bonds 1,192,847 6,497 659 1,198,685
Trust preferred securities 300,000 -- 11,000 289,000
----------------- ------------------ ----------------- -----------------
$ 6,090,761 $ 54,022 $ 33,949 $ 6,110,834
================= ================== ================= =================
9
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 4 LOANS HELD-FOR-SALE
The carrying amount of loans held-for-sale and their estimated fair value, as
determined on an aggregate basis, follows:
Gross unrealized
--------------------------------------------
Amortized cost Gains Losses Fair value
------------------- ------------------- ------------------- -------------------
March 31, 2001 $ 3,538,232 $ 63,972 $ -- $ 3,602,204
December 31, 2000 821,180 23,678 -- 844,858
NOTE 5 LOANS RECEIVABLE
The components of loans in the consolidated statements of financial condition
were as follows:
March 31, December 31,
2001 2000
----------------- -------------------
First mortgage loans:
Conventional $ 60,790,653 $ 61,062,423
FHA insured and VA guaranteed 7,542,796 7,720,504
Commercial real estate loans 23,793,822 25,144,372
Commercial loans, other than mortgage 8,114,644 6,958,873
Consumer loans 14,764,199 14,018,066
Construction loans 3,212,037 1,721,472
Other 5,431,642 4,928,708
----------------- -------------------
123,649,793 121,554,418
Less:
Loans in process 1,450,756 502,152
Unearned discounts, deferred loan fees, and other 925,643 891,337
Allowance for loan losses 727,606 681,486
----------------- -------------------
$ 120,545,788 $ 119,479,443
================= ===================
An analysis of the changes in allowance for loan losses follows:
Three Months Ended Year Ended
March 31, 2001 December 31, 2000
---------------------- --------------------
Balance at beginning of year $ 681,486 $ 864,317
Loans charged-off (54,487) (150,873)
Recoveries 31,607 18,664
---------------------- --------------------
Net loans charged-off (22,880) (132,209)
Provision for loan losses charged to operations 69,000 199,378
Acquired general valuation allowance -- (250,000)
---------------------- --------------------
Balance at end of period $ 727,606 $ 681,486
====================== ====================
10
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 5 LOANS RECEIVABLE (CONTINUED)
An analysis of the changes of loans to directors, executive officers, and major
stockholders is as follows:
Three Months Ended Year Ended
March 31, 2001 December 31, 2000
---------------------- --------------------
Balance at beginning of year $ 1,279,920 $ 1,300,285
Loans originated -- 98,114
Loan principal payments and other reductions (18,043) (118,479)
---------------------- --------------------
Balance at end of period $ 1,261,877 $ 1,279,920
====================== ====================
NOTE 6 NON-PERFORMING ASSETS
The composition of the Bank's portfolio of non-performing assets is shown in the
following table:
March 31, 2001 December 31, 2000
----------------------- ---------------------
Non-accruing loans* $ 525,222 $ 279,774
Past due 90 days or more and still accruing -- --
Real estate owned 289,926 154,218
----------------------- ---------------------
Total non-performing assets $ 815,148 $ 433,992
======================= =====================
Ratio of non-performing assets to total assets 0.52% 0.28%
======================= =====================
* Primarily loans which are past due for 90 days or more
11
ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 7 NET INCOME PER SHARE
Basic net income per share has been computed by dividing net income available
to common stockholders for the period by the weighted average number of
common shares outstanding during the period. Diluted net income per share has
been computed by dividing net income available to common stockholders for the
period by the weighted average number of common shares outstanding during the
period adjusted for the assumed exercise of outstanding stock options and
other contingently issuable shares of common stock. Net income for basic and
diluted earnings per share are the same, as there are no contingently
issuable shares of stock whose issuance would have impacted net income.
A reconciliation between basic and diluted weighted average common shares
outstanding follows:
Three Months Ended
March 31,
------------------------------------
2001 2000
------------------------------------
Weighted average common
shares - Basic* 1,254,200 1,241,699
Plus effect of dilutive securities:
Stock Options 7,204 15,751
Shares held by Rabbi Trust 25,081 8,106
----------------- -----------------
Weighted average common
shares - Assuming Dilution 1,286,485 1,265,556
================= =================
*Includes shares awarded to directors under the Non-Employee Director Retainer
Plan
12
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH ACCESS ANYTIME
BANCORP, INC.'S ("THE COMPANY") 2000 ANNUAL REPORT ON FORM 10-KSB.
GENERAL
The Company is a Delaware corporation which was organized in 1996 for the
purpose of becoming the thrift holding company of FirstBank (the "Bank"). The
Bank is a federally chartered stock savings bank conducting business from
five banking locations in Albuquerque, Clovis, Gallup, and Portales, New
Mexico. The Bank has a wholly-owned subsidiary which is currently inactive.
The Bank is principally engaged in the business of attracting retail and
commercial deposits from the general public and investing those funds in
first mortgage loans in owner occupied, single-family residential loans,
residential construction loans and commercial real estate loans. In addition,
the Bank originates consumer loans, including loans for the purchase of
automobiles and home improvement loans, and commercial business loans
including Small Business Administration loans.
The most significant outside factors influencing the operations of the Bank
and other financial institutions include general economic conditions,
competition in the local market place and the related monetary and fiscal
policies of agencies that regulate financial institutions. More specifically,
the cost of funds, primarily consisting of deposits, is influenced by
interest rates on competing investments and general market rates of interest.
Lending activities are influenced by the demand for real estate financing and
other types of loans, which in turn is affected by the interest rates at
which such loans may be offered and other factors affecting loan demand and
funds availability.
FINANCIAL CONDITION
Total assets for the Company increased by $2,753,120 or 1.78%, from December
31, 2000 to March 31, 2001. The increase in assets was primarily due to an
increase of approximately $2.7 million in loans held-for-sale and $1.1
million in loans receivable from December 31, 2000 to March 31, 2001. A
transfer of $1,607,997 of securities held-to-maturity to securities
available-for-sale was made on January 1, 2001, upon adoption of FASB 133.
Total liabilities increased by $2,420,793 or 1.70%, from December 31, 2000 to
March 31, 2001. The increase in total liabilities was primarily due to an
increase of approximately $2.9 million or 2.09% in deposits.
13
CAPITAL ADEQUACY AND LIQUIDITY
CAPITAL ADEQUACY - Under the Financial Institutions Reform, Recovery and
Enforcement Act of 1989 ("FIRREA") and the implementation of Office of Thrift
Supervision ("OTS") regulations on December 7, 1989 the Bank must have: (1)
Tier 1 or core capital equal to 3% of adjusted total assets and (2) total
capital equal to 8.0% of risk-weighted assets, which includes off-balance
sheet items.
Under the Federal Deposit Insurance Corporation Improvement Act ("FDICIA"),
to be deemed "well capitalized" the minimum ratios the Bank must have are:
(1) Tier 1 or core capital of 5% of adjusted total assets, (2) Tier 1
risk-based capital of 6% of risk-weighed assets, and (3) total risk-based
capital of 10% of risk weighted assets.
The following table is a reconciliation of the Bank's capital for regulatory
purposes at March 31, 2001 as reported to the OTS.
Tier 1- Tier 1- Total
Core Risk-based Risk-based
Capital Capital Capital
------------------ ----------------- -----------------
Total regulatory assets $ 157,080,106
Net unrealized depreciation on
available-for-sale securities, net (17,934)
Less intangible assets disallowed for
regulatory purposes (2,314,066)
------------------
Adjusted regulatory total assets $ 154,748,106
==================
Risk-based assets $ 106,729,000 $ 106,729,000
================= =================
Stockholders' equity $ 13,561,828 $ 13,561,828 $ 13,561,828
Net unrealized depreciation on
available-for-sale securities, net (17,934) (17,934) (17,934)
General valuation allowance -- -- 727,606
Less intangible assets disallowed for
regulatory purposes (2,314,066) (2,314,066) (2,314,066)
------------------ ----------------- -----------------
Regulatory capital 11,229,828 11,229,828 11,957,434
Regulatory capital required to be "well capitalized" 7,737,405 6,403,740 10,672,900
------------------ ----------------- -----------------
Excess regulatory capital $ 3,492,423 $ 4,826,088 $ 1,284,534
================== ================= =================
Bank's capital to adjusted regulatory assets 7.26%
==================
Bank's capital to risk-based assets 10.52% 11.20%
================= =================
LIQUIDITY
Liquidity enables the Bank to meet withdrawals of its deposits and the needs
of its loan customers. The Bank maintains its liquidity position through
maintenance of cash resources and a core deposit base. A further source is
the Bank's ability to borrow funds. The Bank is a member of the Federal Home
Loan Bank ("FHLB") which provides a source of borrowings to the Bank for
asset and asset/liability matching. FHLB borrowings were $2.75 million at
December 31, 2000 and March 31, 2001.
14
RESULTS OF OPERATIONS
THREE-MONTH COMPARATIVE ANALYSIS FOR PERIODS MARCH 31, 2001 AND 2000
Net income for the first quarter of 2001 increased by $8,051 or 5.07% to
$166,986 or $.13 per share compared to $158,935 or $.13 per share for the
first quarter of 2000.
Net Interest Income. Net interest income before provision for loan losses
increased by approximately $41,000 or 3.17% to $1,318,000 for the three-month
period ended March 31, 2001 compared to $1,277,000 for the same period in
2000. Interest income for the quarter ended March 31, 2001 increased by
$418,000 as compared to the quarter ended March 31, 2000. The increase in
interest income was primarily due to an increase in loan receivable interest
income of $439,000. Interest expense for the quarter ended March 31, 2001
increased by $377,000 as compared to the quarter ended March 31, 2000. The
increase in interest expense was primarily due to a $416,000 increase in
deposit expense, and an increase of $32,000 in other interest expense which
is related to the interest paid on the note payable on the Employee Stock
Ownership Plan.
Provision for Loan Losses. The level of the allowance for loan losses is
based on such factors as the amount of non-performing assets, historical loss
experience, regulatory policies, general economic conditions, the estimated
fair value of the underlying collateral and other factors which may affect
the collectibility of loans. During the first quarter of 2001, the provision
for loan losses increased by $34,000 to $69,000 compared to $35,000 in the
first quarter of 2000.
Noninterest Income. During the three-months ended March 31, 2001, noninterest
income increased by $89,000 to $329,000 compared to $240,000 in 2000. The
increase in noninterest income for the quarter ended March 31, 2001 was
primarily due to an increase of $63,000 in gains on sales of loans.
Noninterest Expense. Noninterest expense increased to $1,325,000 from
$1,241,000 for the quarter ended March 31, 2001 compared to the same quarter
in 2000. The $84,000 increase in noninterest expense was primarily due to an
increase in salaries and employee benefits of $54,000 and to a lesser extent
an increase in occupancy expense of $20,000.
Provision for Income Taxes. The income tax expense for the quarter ended
March 31, 2001 was an expense of $86,000 compared to $83,000 in the quarter
ended March 31, 2000.
FORWARD-LOOKING STATEMENTS
When used in this Form 10-QSB, certain words or phrases are intended to
identify "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements are subject to
certain risks and uncertainties - including, changes in economic conditions
in the Company's market area, changes in policies by regulatory agencies,
fluctuations in interest rates, demand for loans in the Company's market area
and competition, that could cause actual results to differ materially from
historical earnings and those presently anticipated or projected. The Company
wishes to caution readers not to place undue reliance on any such
forward-looking statements, which
15
speak only as of the date made. The Company wishes to advise readers that the
factors listed above could affect the Company's financial performance and
could cause the Company's actual results for future periods to differ
materially from any opinions or statements expressed with respect to future
periods in any current statements.
The Company does not undertake - and specifically disclaims any obligation -
to publicly release the results of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date
of such statements or to reflect the occurrence of anticipated or
unanticipated events.
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PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
None
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b) Reports on Form 8-K.
1. Two reports on Form 8-K, which were filed during the first
quarter, were previously described in the Company's Form
10-KSB for the fiscal year ended December 31, 2000.
2. In addition, on March 8, 2001, the Company filed a Form 8-K
reporting termination of the Company's relationship with its
former certifying accountants and providing a letter from
such accountants in compliance with SEC rules.
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SIGNATURES
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.
ACCESS ANYTIME BANCORP, INC.
Date: April 27, 2001 /s/ Norman R. Corzine
-----------------------------------------------
Norman R. Corzine, Chairman of the Board,
Chief Executive Officer
(DULY AUTHORIZED REPRESENTATIVE)
Date: April 27, 2001 /s/ Ken Huey, Jr.
---------------------------
Ken Huey, Jr., President, Chief Financial
Officer and Director
(PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
(DULY AUTHORIZED REPRESENTATIVE)
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