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) Aril 15, 2003 -------------------------------- 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) 1 Item 7. Financial Statements and Exhibits (c) Exhibits 99.1. Press release, dated April 15, 2003. Item 9. Regulation FD Disclosure (Information furnished in this Item 9 is furnished pursuant to Item 12) On April 15, 2003, the Registrant issued the attached press release regarding first quarter 2003 earnings and the declaration of a regular quarterly dividend. The press release is attached as Exhibit 99.1 to this current report on Form 8-K and is being furnished pursuant to Item 12 of Form 8-K. 2 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: April 15, 2003 /S/ Joseph A. Graber -------------- ------------------------- Joseph A. Graber President and Chief Executive Officer 3 EXHIBIT 4 NORTH BANCSHARES, INC. NEWS 100 West North Avenue - Chicago, Illinois 60610 - 312-664-4320 RELEASE: IMMEDIATELY CONTACT: Joseph A. Graber or Victor E. Caputo or Martin W. Trofimuk (312) 664-4320 NORTH BANCSHARES ANNOUNCES FIRST QUARTER EARNINGS QUARTERLY DIVIDEND DECLARED CHICAGO, IL, APRIL 15, 2003, - North Bancshares, Inc., (NASDAQ-NBSI), the holding company of North Federal Savings Bank today announced both basic and diluted earnings per share decreased to $.06 for the quarter ended March 31, 2003 compared with $.14 per share for the quarter ended March 31, 2002. Net income for the quarter ended March 31, 2003 decreased by $91,000 and amounted to $66,000 compared with $157,000 for the quarter ended March 31, 2002. The decrease was primarily attributable to a $121,000 decrease in net interest income and a $75,000 increase in non-interest expense. These items were partially offset by a $38,000 increase in non-interest income and a $49,000 decrease in income tax expense. 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 May 15, 2003 to stockholders of record as of May 1, 2003. Net interest income, before provision for loan losses, decreased by $121,000 to $847,000 for the quarter ended March 31, 2003, compared with $968,000 for the quarter ended March 31, 2002. The decrease was attributable to a $279,000 reduction in total interest income partially offset by a $158,000 decrease in total interest expense. Non-interest income increased by $38,000 to $123,000 for the quarter ended March 31, 2003 compared with $85,000 for the quarter ended March 31, 2002. The increase was primarily attributable to a $27,000 increase in gain on the sale of investment securities available for sale. Non-interest expense increased by $75,000 to $868,000 for the quarter ended March 31, 2003 compared with $793,000 for the quarter ended March 31, 2002. The increase was primarily attributable to a $67,000 charge related to an embezzlement by a former employee that was discovered this quarter. The Company anticipates recovering approximately $17,000 from insurance and is pursuing criminal and civil actions to recover the balance. Cash and cash equivalents increased by $6.3 million to $24.6 million at March 31, 2003 compared with $18.3 million at December 31, 2002. The increase was primarily due to loan prepayments not reinvested into loans or securities available for sale at the end of the quarter. Net loans receivable decreased by $6.0 million and amounted to $80.5 million at March 31, 2003 compared with $86.5 million at December 31, 2002. The $6.0 million decrease was due primarily to greater than normal prepayments of loans due to the low interest rate environment. Equity line of credit loans increased by $2.0 million to $14.3 million at March 31, 2003 from $12.3 million at December 31, 2002. The Bank originated $8.3 million in loans during the quarter ended March 31, 2003 and recorded $14.2 million in repayments and $180,000 loan sales compared with $13.5 million in originations,$12.5 million in repayments and $509,000 in loan sales during the quarter ended March 31, 2002. At March 31, 2003, the Bank had $10.2 million in loan applications pending approval or closing and $10.5 million in unused lines of credit. The company did not add to the allowance for loan losses during the quarter compared with $18,000 during the quarter ended March 31, 2002, due primarily to a decrease in total loans receivable. The total allowance for loan losses amounted to $326,000 or 0.40% of loans receivable at March 31, 2003 compared with $326,000 and 0.38% of loans receivable at March 31, 2002. There were no mortgage loans delinquent 60 days or more at March 31, 2003. Total deposits decreased by $400,000 and amounted to $89.8 million at March 31, 2003 compared with $90.2 million at December 31, 2002. The decrease was due primarily to a $1.0 million decrease in certificates of deposit partially 5 offset by a $700,000 increase in checking and money market accounts. The weighted average cost of deposits decreased to 2.75% at March 31, 2003 from 3.46% at March 31, 2002. Stockholders' equity was $13.8 million at March 31, 2003 compared with $13.9 million at December 31, 2002. The slight decrease was primarily attributable to a $58,000 decrease in accumulated other comprehensive income due primarily to the sale of investment securities available for sale and a $60,000 decrease in retained earnings. The decrease in retained earnings was due to net income of $66,000 that was offset by $126,000 in dividend payments. Book value decreased to $12.08 at March 31, 2003 compared with $12.22 at December 31, 2002. Joseph A. Graber, President and Chief Executive Officer, commented: "Mortgage loans continue to be refinanced at record rates, continuing a trend that began in 2001, with the result being a decrease in our interest rate spread. We remain cautious about investing long term at such low rates and thus have excess liquidity. We will continue to focus our lending on products that will adjust to the prime rate." He added, "We hope that the geopolitical issues that appear to be holding back the economy will be resolved in such a way so that the local and the national economies will recover to the point where hiring and investment will again be a priority for businesses large and small." 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 58 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-- 6 NORTH BANCSHARES, INC. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED) ASSETS MARCH 31, 2003 DECEMBER 31, 2002 Cash and due from banks $ 1,899 $ 1,629 Interest-bearing deposits 3,224 4,338 Federal funds sold 19,419 12,253 Investment in dollar denominated mutual funds 83 83 - ---------------------------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS 24,625 18,303 Securities available for sale 25,068 26,875 Stock in Federal Home Loan Bank of Chicago 4,049 3,999 Loans receivable, net of allowance for loan losses of $326 at March 31, 2003 and December 31, 2002 80,492 86,464 Accrued interest receivable 484 503 Premises and equipment, net 872 850 Other assets 854 799 - ---------------------------------------------------------------------------------------------------- TOTAL ASSETS 136,444 137,793 - ---------------------------------------------------------------------------------------------------- LIABILITIES AND STOCKHOLDERS' EQUITY - ---------------------------------------------------------------------------------------------------- Deposits Interest-bearing 84,879 85,074 Non-interest-bearing 4,910 5,076 Borrowed funds 30,000 31,000 Advance payments by borrowers for taxes and insurance 454 871 Accrued interest payable and other liabilities 2,394 1,867 - ---------------------------------------------------------------------------------------------------- TOTAL LIABILITIES 122,637 123,888 - ---------------------------------------------------------------------------------------------------- Preferred stock, $.01 par value. Authorized 500,000 shares; none outstanding - - Common stock, $.01 par value. Authorized 3,500,000 shares; issued 1,914,075; outstanding 1,142,927 at March 31, 2003 and 1,138,029 at December 31, 2002 19 19 Additional paid in capital 13,224 13,284 Retained earnings, substantially restricted 12,080 12,140 Treasury stock, at cost (771,148 shares at March 31, 2003 and 776,046 shares at December 31, 2002) (11,668) (11,745) Accumulated other comprehensive income 201 259 Unearned stock awards (49) (52) - ---------------------------------------------------------------------------------------------------- TOTAL STOCKHOLDERS' EQUITY 13,807 13,905 - ---------------------------------------------------------------------------------------------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $136,444 $137,793 - ---------------------------------------------------------------------------------------------------- --MORE-- 7 NORTH BANCSHARES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED) THREE MONTHS ENDED MARCH 31, 2003 2002 INTEREST INCOME: Loans receivable $1,431 $1,719 Interest-bearing deposits and federal funds sold 56 58 Securities available for sale 298 303 Dividend on FHLB stock and other interest income 50 34 - ------------------------------------------------------------------------------------------- TOTAL INTEREST INCOME 1,835 2,114 - ------------------------------------------------------------------------------------------- INTEREST EXPENSE: Deposit accounts 587 720 Borrowed funds 401 426 - ------------------------------------------------------------------------------------------- TOTAL INTEREST EXPENSE 988 1,146 - ------------------------------------------------------------------------------------------- NET INTEREST INCOME BEFORE PROVISION FOR LOAN LOSSES 847 968 PROVISION FOR LOAN LOSSES - 18 - ------------------------------------------------------------------------------------------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 847 950 - ------------------------------------------------------------------------------------------- NON-INTEREST INCOME: Gain on sale of securities available for sale 27 - Gain on sale of mortgage loans held for sale 7 11 Other non-interest income 89 74 - ------------------------------------------------------------------------------------------- TOTAL NON-INTEREST INCOME 123 85 - ------------------------------------------------------------------------------------------- NON-INTEREST EXPENSE: Compensation and benefits 413 437 Occupancy expense 123 110 Professional fees 40 56 Data processing 72 55 Advertising and promotion 29 24 Other non-interest expense 191 111 - ------------------------------------------------------------------------------------------- TOTAL NON-INTEREST EXPENSE 868 793 - ------------------------------------------------------------------------------------------- INCOME BEFORE INCOME TAXES 102 242 INCOME TAX EXPENSE 36 85 - ------------------------------------------------------------------------------------------- NET INCOME $ 66 $ 157 - ------------------------------------------------------------------------------------------- EARNINGS PER SHARE: Basic $.06 $.14 Diluted $.06 $.14 - ------------------------------------------------------------------------------------------- AVERAGE SHARES OUTSTANDING: Basic 1,138,681 1,151,616 Diluted 1,148,354 1,161,030 - ------------------------------------------------------------------------------------------- COMPREHENSIVE INCOME $8 $(95) - ------------------------------------------------------------------------------------------- --MORE-- 8 SELECTED FINANCIAL RATIOS AND OTHER DATA (UNAUDITED): THREE MONTHS ENDED MARCH 31, 2003 2002 PERFORMANCE RATIOS: - --------------------------------------------------------------------------------------------- Return on assets (ratio of net income to average total assets) (1) 0.19% 0.46% Return on Stockholders' equity (ratio of net income to average equity) (1) 1.89 4.66 Interest rate spread information: Average during period (1) 2.09 2.42 End of period (1) 1.97 2.41 Net interest margin (1) 2.53 2.93 Ratio of operating expenses to average assets (1) 2.51 2.34 Efficiency Ratio (2) .89 .75 Ratio of average interest-earning assets to average interest-bearing liabilities 115.17 114.57 - --------------------------------------------------------------------------------------------- MARCH 31, 2003 DECEMBER 31, 2002 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 0.40 0.38 CAPITAL RATIOS: - --------------------------------------------------------------------------------------------- Stockholders' equity to total assets 10.12 10.09 Average Stockholders' equity to average assets 10.04 9.83 Shares outstanding-actual 1,142,927 1,138,029 Book value per share 12.08 12.22 Number of full service offices 2 2 - --------------------------------------------------------------------------------------------- (1) Annualized for the three month periods presented. (2) Includes gains on sales. 9