UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 15, 2002 ------------------------------ NORTH BANCSHARES, INC. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its Charter) Delaware 0-22800 36-3915073 - ------------------------------------------------------------------------------ (State or other (commission file number) (IRS Employer jurisdiction of Identification incorporation) number) 100 West North Avenue, Chicago, Illinois 60610 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 664-4320 - ------------------------------------------------------------------------------ N/A - ------------------------------------------------------------------------------ (Former name or former address, if changed since last report) Item 5. Other Events On October 15, 2002, the Registrant issued the attached press release. Item 7. Financial Statements and Exhibits (a) Exhibits 1. Press Release, dated October 15, 2002, regarding third quarter 2002 earnings and declaration of a regular quarterly dividend. 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 hereunto duly authorized. NORTH BANCSHARES, INC. (Registrant) Date: October 15, 2002 /S/ Joseph A. Graber ---------------- -------------------- Joseph A. Graber President and Chief Executive Officer CERTIFICATION Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned hereby certifies in his capacity as an officer of North Bancshares, Inc. (the "Company") that the Current Report on Form 8-K for the event on October 15, 2002 fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods presented in the financial statements included in such report. Dated: October 15, 2002 /S/ Joseph A. Graber -------------------- ---------------------- Joseph A. Graber President and Chief Executive Officer Dated: October 15, 2002 /S/ Martin W. Trofimuk -------------------- ------------------------ Martin W. Trofimuk Vice President, Treasurer and Chief Financial Officer EXHIBIT NORTH BANCSHARES, INC. NEWS 100 West North Avenue - Chicago, Illinois 60610 - 312-664-4320 REALEASE: IMMEDIATELY CONTACT: Joseph A. Graber or Victor E. Caputo or Martin W. Trofimuk (312) 664-4320 NORTH BANCSHARES ANNOUNCES THIRD QUARTER EARNINGS QUARTERLY DIVIDEND DECLARED CHICAGO, IL, OCTOBER 15, 2002, - North Bancshares, Inc., (NASDAQ-NBSI), the holding company of North Federal Savings Bank today announced earnings increased to $.21 for both basic and diluted shares for the quarter ended September 30, 2002, compared with $.11 for both basic and diluted shares for the quarter ended September 30, 2001. Net income for the quarter ended September 30, 2002 increased by $114,000 and amounted to $242,000 compared with $128,000 for the quarter ended September 30, 2001. The increase in net income and earnings per share are primarily related to an increase in gain on the sale of securities available for sale. Concurrent with this earnings release the Board of Directors of the Company has declared a quarterly dividend of $.11 per share to be paid on November 15, 2002 to stockholders of record as of November 1, 2002. Net interest income, before provision for loan losses, increased by $120,000 to $1.1 million for the quarter ended September 30, 2002, compared with $931,000 for the quarter ended September 30, 2001. The increase was attributable to a $337,000 reduction in total interest expense partially offset by a $217,000 decrease in interest income. Non-interest income increased by $116,000 to $202,000 for the quarter ended September 30, 2002 compared with $86,000 for the quarter ended September 30, 2001. The increase was primarily attributable to a $98,000 increase in gain on the sale of securities available for sale. Non-interest expense increased by $48,000 to $846,000 for the quarter ended September 30, 2002 compared with $798,000 for the quarter ended September 30, 2001. The increase was primarily attributable to a $23,000 increase in compensation and benefits expense and a $21,000 increase in other non-interest expense. Cash and cash equivalents decreased by $7.0 million to $12.7 million at September 30, 2002 compared with $19.7 million at December 31, 2001. The decrease was due primarily to a $6.9 million decrease in federal funds sold. These funds were reinvested into longer-term higher-yielding securities available for sale and loans. Net loans receivable totaled $92.6 million at September 30, 2002 compared with $93.4 million at December 31, 2001. The Bank originated $32.4 million in loans during the nine months ended September 30, 2002 and recorded $31.1 million in repayments and $2.1 million in loan sales compared with $21.1 million in originations, $19.0 million in repayments and $1.1 million in loan sales during the nine months ended September 30, 2001. At September 30, 2002, the Bank had $2.7 million in loan applications pending approval or closing and $8.5 million in unused lines of credit. The company did not add to the allowance for loan losses during the quarter compared with $11,000 during the quarter ended September 30, 2001, due primarily to a decrease in commercial real estate loans in the portfolio. The total allowance for loan losses amounted to $326,000 or 0.35% of loans receivable at September 30, 2002 compared with $298,600 at December 31, 2001, which amounted to 0.32% of loans receivable. There were two loans delinquent 60 days or more at September 30, 2002 and amounted to approximately $83,000. One of the loans in the amount of $68,000 was brought current on October 1, 2002. Total deposits increased by $2.1 million and amounted to $89.5 million at September 30, 2002 compared with $87.4 million at December 31, 2001. The increase was primarily attributable to a $1.1 million increase in money market deposit accounts and a $600,000 increase in passbook accounts. The weighted average cost of deposits for the three months ended September 30, 2002 decreased to 3.06% from 4.46% for the three months ended September 30, 2001. Stockholders' equity was $13.8 million at September 30, 2002 compared with $13.5 million at December 31, 2001. The increase was primarily attributable to a $301,000 increase in other comprehensive income (loss). Retained earnings increased by net income of $532,000 which was partially offset by $383,000 in dividend payments. The increases were partially offset by a $193,000 increase in treasury stock and a $55,000 increase in unearned stock awards. Book value increased to $12.12 at September 30, 2002 compared with $11.66 at December 31, 2001. Joseph A. Graber, President and Chief Executive Officer, commented: "I am very pleased with this quarters results. We have been able to take advantage of the low interest rate environment by taking gains on the sale of certain fixed rate securities and reinvesting the proceeds into higher yielding adjustable rate loans and mortgage-backed securities without adversely affecting our interest rate spread." He added, "Our credit quality remains excellent and we signed a lease for a new branch office this quarter which we anticipate occupying around the summer of 2003 once construction is complete." North Bancshares, Inc. is the holding company for North Federal Savings Bank. Its common stock is traded on the Nasdaq Stock Market under the symbol "NBSI." North Federal has served the north side of Chicago from its home office in Old Town since 1886. It also operates a branch office in Wilmette IL. For 56 consecutive quarters, the bank has received a five-star superior rating for safety from Bauer Financial Reports, Inc., and is rated one of the best in the nation for safety and soundness by Sheshunoff Information Services, Inc. North Federal is proud to support local service and non-profit organizations. Its executives serve or have served on the boards of a variety of local community organizations. Further information is available on its website at www.northfederal.com including prior press releases, SEC filings, company history, and current products, services and interest rates. When used in this press release the words or phrases "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements which 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. 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. (FINANCIAL STATEMENTS ATTACHED) --MORE-- NORTH BANCSHARES, INC. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED) ASSETS SEPTEMBER 30, 2002 DECEMBER 31, 2001 Cash and due from Banks $ 1,702 1,497 Interest-bearing deposits 2,888 2,446 Federal funds sold 7,778 14,697 Investment in dollar denominated mutual funds 319 1,098 - ----------------------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS 12,687 19,738 Securities available for sale 28,102 18,753 Stock in Federal Home Loan Bank of Chicago 3,891 2,770 Loans receivable, net of allowance for loan losses of $326 at September 30, 2002 and $298 at December 31, 2001 92,576 93,425 Accrued interest receivable 661 725 Premises and equipment, net 861 743 Other assets 786 607 - ----------------------------------------------------------------------------------------------- TOTAL ASSETS 139,564 136,761 - ----------------------------------------------------------------------------------------------- LIABILITIES AND STOCKHOLDERS' EQUITY - ----------------------------------------------------------------------------------------------- Deposits Interest-bearing 84,855 82,964 Non-interest-bearing 4,667 4,484 Borrowed Funds 31,750 31,750 Advance payments by borrowers for taxes and insurance 1,444 770 Amounts due to broker 237 1,000 Accrued interest payable and other liabilities 2,819 2,300 - ----------------------------------------------------------------------------------------------- TOTAL LIABILITIES 125,772 123,268 - ----------------------------------------------------------------------------------------------- Preferred stock, $.01 par value. Authorized 500,000 shares; none outstanding - - Common stock, $.01 par value. Authorized 3,500,000 shares; 1,914,075 issued; outstanding 1,138,029 at September 30, 2002 and 1,156,774 at December 31, 2001 19 19 Additional paid in capital 13,265 13,251 Retained earnings, substantially restricted 12,077 11,928 Treasury stock, at cost (776,046 shares at September 30, 2002 and 757,301 shares at December 31, 2001) (11,745) (11,552) Accumulated other comprehensive income (loss) 259 (42) Unearned stock awards (55) - Common stock acquired by Employee Stock Ownership Plan (28) (111) - ----------------------------------------------------------------------------------------------- TOTAL STOCKHOLDERS' EQUITY 13,792 13,493 - ----------------------------------------------------------------------------------------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $139,564 136,761 - ----------------------------------------------------------------------------------------------- --MORE-- NORTH BANCSHARES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE DATA) THREE MONTHS ENDED NINE MONTHS ENDED SEPT 30, SEPT 30, 2002 2001 2002 2001 INTEREST INCOME: Loans receivable $1,688 1,729 5,097 5,132 Interest-bearing deposits and federal funds sold 42 120 136 366 Securities available for sale 369 468 1,031 1,444 Other interest income 50 49 132 133 - ---------------------------------------------------------------------------------------------------------------- TOTAL INTEREST INCOME 2,149 2,366 6,396 7,075 - ---------------------------------------------------------------------------------------------------------------- INTEREST EXPENSE: Deposit accounts 655 877 2,063 2,686 Borrowed funds 443 558 1,311 1,695 - ---------------------------------------------------------------------------------------------------------------- TOTAL INTEREST EXPENSE 1,098 1,435 3,374 4,381 - ---------------------------------------------------------------------------------------------------------------- NET INTEREST INCOME BEFORE PROVISION FOR LOAN LOSSES 1,051 931 3,022 2,694 PROVISION FOR LOAN LOSSES - 11 28 22 - ---------------------------------------------------------------------------------------------------------------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,051 920 2,994 2,672 - ---------------------------------------------------------------------------------------------------------------- NON-INTEREST INCOME: Gain on sale of securities available for sale 98 - 118 11 Gain on sale of mortgage loans held for sale 16 3 41 47 Service charges and other non-interest income 88 83 241 241 - ---------------------------------------------------------------------------------------------------------------- TOTAL NON-INTEREST INCOME 202 86 400 299 - ---------------------------------------------------------------------------------------------------------------- NON-INTEREST EXPENSE: Compensation and benefits 476 453 1,372 1,353 Occupancy expense 110 110 336 358 Professional fees 56 37 176 108 Data processing 66 49 190 153 Advertising and promotion 18 50 73 109 Other non-interest expense 120 99 380 282 - ---------------------------------------------------------------------------------------------------------------- TOTAL NON-INTEREST EXPENSE 846 798 2,527 2,363 - ---------------------------------------------------------------------------------------------------------------- INCOME BEFORE INCOME TAXES 407 208 867 608 INCOME TAX EXPENSE 165 80 335 237 - ---------------------------------------------------------------------------------------------------------------- NET INCOME $242 128 532 371 - ---------------------------------------------------------------------------------------------------------------- EARNINGS PER SHARE: Basic $.21 .11 .46 .32 Diluted $.21 .11 .46 .32 - ---------------------------------------------------------------------------------------------------------------- AVERAGE SHARES OUTSTANDING: Basic 1,150,321 1,141,148 1,152,765 1,147,113 Diluted 1,170,468 1,157,293 1,168,263 1,164,736 - ---------------------------------------------------------------------------------------------------------------- COMPREHENSIVE INCOME $409 679 833 1,029 - ---------------------------------------------------------------------------------------------------------------- --MORE-- SELECTED FINANCIAL RATIOS AND OTHER DATA (UNAUDITED): THREE MONTHS ENDED NINE MONTHS ENDED SEPT 30, SEPT 30, 2002 2001 2002 2001 PERFORMANCE RATIOS: - --------------------------------------------------------------------------------------------------------------------------- Return on assets (ratio of net income to average total assets) (1) 0.69% 0.36% 0.51% 0.36% Return on Stockholders' equity (ratio of net income to average equity) (1) 7.03 3.91 5.87 3.83 Interest rate spread information: Average during period (1) 2.57 2.13 2.49 2.08 End of period (1) 2.60 2.19 2.60 2.19 Net interest margin (1) 3.06 2.72 2.99 2.67 Ratio of operating expenses to average assets (1) 2.39 2.27 2.43 2.28 Efficiency ratio (2) .68 .78 .74 .79 Ratio of average interest-earning assets to average interest-bearing liabilities 115.38 113.97 114.88 113.58 - ---------------------------------------------------------------------------------------------------------------------------- SEPTEMBER 30, 2002 DECEMBER 31, 2001 ASSET QUALITY RATIOS: - ---------------------------------------------------------------------------------------------------------------------------- Non-performing assets to total assets 0.00 0.00 Allowance for loan losses to non-performing loans N/A N/A Allowance for loan losses to loans receivable 0.35 0.32 CAPITAL RATIOS: - ---------------------------------------------------------------------------------------------------------------------------- Stockholders' equity to total assets 9.88 9.90 Average Stockholders' equity to average assets 9.81 9.49 Shares outstanding-actual 1,138,029 1,156,774 Book value per share 12.12 11.66 Number of full service offices 2 2 - ---------------------------------------------------------------------------------------------------------------------------- (1) Annualized for the three and nine month periods presented. (2) Includes gains on sales.