SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 September 30, 2000 [_] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT For the transition period from _________ to _________ Commission file number 0-26012. NORTHEAST INDIANA BANCORP, INC. (Exact Name of Small Business Issuer as Specified in its Charter) Delaware 35-1948594 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 648 North Jefferson Street, Huntington, IN 46750 (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code: (219) 356-3311 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 Issuer was required to file such reports), and (2) has been subject to such requirements for the past 90 days. YES [X] NO [_] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: CLASS OUTSTANDING AT OCTOBER 31, 2000 - -------------------------------------------------------------------------------- Common Stock, par value $.01 per share approximately 1,718,036 Transitional Small Business Disclosure Format: YES [_] NO [X] NORTHEAST INDIANA BANCORP, INC. INDEX PART 1. FINANCIAL INFORMATION PAGE NO. Item 1. Financial Statements (Condensed) Consolidated Balance Sheets September 30, 2000 and December 31, 1999 1 Consolidated Statements of Income for the three and nine months ended September 30, 2000 and 1999 2 Consolidated Statement of Change in Shareholders' Equity for the nine months ended September 30, 2000 3 Consolidated Statements of Cash Flows for the nine months ended September 30, 2000 and 1999 4 Notes to Consolidated Financial Statements 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II. OTHER INFORMATION 14 Signature page 16 - -------------------------------------------------------------------------------- NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED BALANCE SHEET September 30, 2000 and December 31, 1999 - -------------------------------------------------------------------------------- September 30, December 31, 2000 1999 (Unaudited) ASSETS Interest earning cash and cash equivalents $ 8,204,380 $ 2,938,701 Noninterest earning cash and cash equivalents 2,630,878 2,960,502 ------------------- ------------------ Total Cash and cash equivalents 10,835,258 5,899,203 Interest-earning deposits in financial institutions - 100,000 Securities available for sale 33,365,941 33,192,217 Securities held to maturity (fair value: September 30, 2000- $383,081;December 31, 1999 - $456,511) 383,081 456,511 Loans receivable, net of allowance for loan losses of $2,284,987 at September 30, 2000 and $1,766,700 at December 31, 1999 205,451,838 208,394,576 Accrued interest receivable 1,082,684 839,967 Premises and equipment 2,223,343 2,292,342 Investments in limited liability partnerships 1,739,252 1,332,128 Other assets 3,481,803 2,239,874 ------------------- ------------------ Total assets $ 258,563,200 $ 254,746,818 =================== ================== LIABILITIES AND SHAREHOLDERS' EQUITY Demand deposits $ 4,625,443 $ 4,407,411 Savings 9,478,113 9,709,295 NOW and MMDDA 28,694,466 30,544,441 Other time deposits 89,878,781 98,550,446 ------------------- ------------------ Total deposits 132,676,803 143,211,593 Borrowed funds 98,190,697 84,753,919 Accrued expenses and other liabilities 1,195,083 1,126,007 ------------------- ------------------ Total liabilities $ 232,062,583 $ 229,091,519 Shareholders' equity Preferred Stock 500,000 shares authorized; 0 shares issued - - Common stock, $.01 par value: 4,000,000 shares authorized; 2,640,672 and 2,640,672 shares issued at September 30, 2000 and December 31,1999 26,407 26,407 Additional paid in capital 28,807,997 28,733,423 Retained earnings, substantially restricted 11,129,033 10,641,144 Unearned employee stock ownership plan shares (804,515) (1,018,325) Unearned recognition and retention plan shares (72,380) (229,851) Net unrealized appreciation on securities available for sale (314,452) (543,742) Treasury stock, 914,636 and 887,152 common shares, at cost, at September 30, 2000 and December 31, 1999 (12,271,473) (11,953,757) ------------------- ------------------ Total shareholders' equity 26,500,617 25,655,299 Total liabilities and shareholders' equity $ 258,563,200 $ 254,746,818 =================== ================= - -------------------------------------------------------------------------------- See accompanying notes to financial statements 1. - -------------------------------------------------------------------------------- NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME Three and nine months ended September 30, 2000 and 1999 - -------------------------------------------------------------------------------- Three months ended Nine months ended September 30, September 30, 2000 1999 2000 1999 ---- ----- ---- ---- (Unaudited) Interest income Loans, including fees $ 4,322,293 $ 3,981,230 $ 12,854,072 $ 11,630,809 Taxable securities 578,573 546,527 1,694,714 1,122,277 Non-taxable securities 5,475 6,227 16,837 19,077 Deposits with banks 63,506 36,703 177,326 129,810 Total interest income 4,969,847 4,570,687 14,742,949 12,901,973 Interest expense Deposits 1,671,821 1,315,487 4,942,778 3,977,206 Borrowed funds 1,578,409 1,253,615 4,292,769 3,074,894 ---------------- ------------------ --------------- --------------- Total interest expense 3,250,230 2,569,102 9,235,547 7,052,100 Net interest income 1,719,617 2,001,585 5,507,402 5,849,873 Provision for loan losses 891,250 46,500 1,273,750 181,500 ---------------- ------------------ --------------- --------------- Net interest income after provision for loan losses 828,367 1,955,085 4,233,652 5,668,373 Noninterest income Service charges on deposit accounts 97,472 84,433 276,428 248,512 Loan servicing fees 49,030 56,172 147,174 182,188 Net realized gain on sale of securities - - (1,563) - Other 125,852 72,995 303,437 180,360 ---------------- ------------------ --------------- --------------- Total noninterest income $ 272,354 $ 213,600 $ 725,476 $ 611,060 Noninterest expense Salaries and employee benefits 714,714 559,510 1,905,713 1,609,071 Occupancy 100,979 103,010 320,820 298,672 Data processing 150,675 135,275 431,822 397,261 Insurance expense 7,239 17,862 21,001 55,728 Professional fees 40,216 32,162 159,306 106,599 Correspondent bank charges 58,024 56,598 174,888 165,726 Other expense 181,073 162,259 570,507 494,335 ---------------- ------------------ --------------- --------------- Total noninterest expense $ 1,252,920 1,066,676 3,584,057 3,127,392 Income (loss) before income taxes (152,199) 1,102,009 1,375,071 3,152,041 Income tax expense (benefit) (138,347) 429,815 365,351 1,208,782 ---------------- ------------------ --------------- --------------- Net income (loss) $ (13,852) $ 672,194 $ 1,009,720 $ 1,943,259 ================ ================== =============== =============== Comprehensive Income $ 145,325 $ 539,114 $ 1,239,010 $ 1,616,253 ================ ================== =============== =============== Basic earnings (loss) per common share $ (0.01) $ 0.42 $ 0.63 $ 1.19 Diluted earnings (loss) per common share $ (0.01) $ 0.41 $ 0.62 $ 1.15 Return on average assets (0.02)% 1.11% 0.53% 1.15% Return on average equity (0.21)% 10.51% 5.15% 10.19% Equity to average assets 10.46 % 10.58% 10.24% 11.23% - -------------------------------------------------------------------------------- See accompanying notes to financial statements - -------------------------------------------------------------------------------- 2. - -------------------------------------------------------------------------------- NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY Nine months ended September 30, 2000 - -------------------------------------------------------------------------------- (Unaudited) Net Unearned Employee Unearned Additional Stock Recognition Common Paid-in Retained Ownership And Retention Stock Capital Earnings Plan Shares Plan Shares ------------ --------------- -------------- -------------- ------------------ Balance, January 1, 2000 26,407 28,733,423 10,641,144 (1,018,325) (229,851) Net Income September 30, 2000 1,009,720 Other Comprehensive income: Unrealized gains on securities Total tax effect Total other comprehensive income Comprehensive income Dividends Paid $.30 per share year to date (521,831) Purchase of 27,484 shares of Treasury Stock Sale of 4,422 shares of Treasury Stock (5,942) Tax effect on stock plans Shares committed to be released under ESOP 80,387 213,810 Purchase of 500 shares for RRP 129 (5,656) Amortization of RRP Contributions 163,127 ------------ --------------- -------------- -------------- ------------------ Balance at September 30, 2000 26,407 28,807,997 11,129,033 (804,515) (72,380) ============ =============== ============== ============== ================== Unrealized Appreciation On Securities Total Available- Treasury Shareholders' For-Sale Stock Equity ------------------ ---------------- ------------------ Balance, January 1, 2000 (543,742) (11,953,757) 25,655,299 Net Income September 30, 2000 1,009,720 Other Comprehensive income: Unrealized gains on securities 379,618 Total tax effect (150,328) ------------------ Total other comprehensive income 229,290 229,290 ------------------ Comprehensive income 1,239,010 Dividends Paid $.30 per share year to date (521,831) Purchase of 27,484 shares of Treasury Stock (361,145) (361,145) Sale of 4,422 shares of Treasury Stock 48,879 42,937 Tax effect on stock plans - Shares committed to be released under ESOP 294,197 Purchase of 500 shares for RRP 5,527 - Amortization of RRP Contributions (10,977) 152,150 ------------------ ---------------- ------------------ Balance at September 30, 2000 (314,452) (12,271,473) 26,500,617 ================== ================ ================== - -------------------------------------------------------------------------------- See accompanying notes to financial statements - -------------------------------------------------------------------------------- 3. - -------------------------------------------------------------------------------- NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Nine months ended September 30, 2000 & 1999 - -------------------------------------------------------------------------------- Nine months ended September 30, 2000 1999 -------------- -------------- (Unaudited) Cash flows from operating activities Net income $ 1,009,720 $ 1,943,259 Adjustments to reconcile net income to net cash from operating activities Depreciation and amortization 286,893 169,949 Provision for loan losses 1,273,750 181,500 Net (gain) loss on sale of foreclosed real estate 20,903 10,595 Net (gain) loss on sale of premises and equipment 14,227 (50) Net (gain) loss on sale of securities 1,563 - Reduction of obligation under ESOP 294,197 144,975 Amortization of RRP 152,150 158,913 Net change in: Other asset (1,198,281) 443,647 Accrued interest receivable (242,717) (423,559) Accrued expenses and other liabilities 69,076 (165,486) -------------- --------------- Total adjustments 671,761 520,484 -------------- -------------- Net cash from operating activities 1,681,481 2,463,743 Cash flows from investing activities Net decrease in interest bearing deposits in Other financial institutions 100,000 - Purchases of securities available for sale (5,112,294) (24,792,089) Proceeds from maturities and principal payments of securities available for sale 297,987 4,403,886 Proceeds from maturities and principal payments of securities held to maturity 73,382 71,670 Proceeds from sale of securities available for sale 4,998,438 - Purchases of loans (1,006,837) - Net change in loans 1,549,010 (14,292,860) Proceeds from sale of participation loans 682,095 46,051 Proceeds from sale of foreclosed real estate 229,841 170,261 Expenditures on premises and equipment (119,497) (202,407) Proceeds from sale of premises and equipment 500 50 -------------- -------------- Net cash from investing activities 1,692,625 (34,595,438) Cash flows from financing activities Net change in deposits (10,534,790) (3,021,791) Advances from FHLB 120,000,000 79,000,000 Repayment of FHLB advances (111,099,315) (47,599,227) Payments of demand notes (265,000) (576,250) Net change in other borrowed funds 4,301,093 4,589,135 Dividends paid (521,831) (445,831) Purchase of stock (361,145) (801,850) Sale of treasury stock 42,937 22,747 -------------- -------------- Net cash from financing activities 1,561,949 31,166,933 -------------- -------------- Net change in cash and cash equivalents 4,936,055 (964,762) Cash and cash equivalents at beginning of year 5,899,203 6,295,637 -------------- -------------- Cash and cash equivalents at end of year $ 10,835,258 $ 5,330,875 ============== ============== Cash paid for: Interest $ 9,221,470 $ 6,988,115 Income taxes 692,300 1,039,800 Non-cash transactions: Obligation relative to investment in limited partnership $ 500,000 $ - Transfer from loans to other real estate 444,720 70,144 - -------------------------------------------------------------------------------- See accompanying notes to financial statements - -------------------------------------------------------------------------------- 4. NORTHEAST INDIANA BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2000 - -------------------------------------------------------------------------------- NOTE 1 - BASIS OF PRESENTATION The unaudited information for the three and nine months ended September 30, 2000 and 1999 includes the results of operations of Northeast Indiana Bancorp, Inc. ("Northeast Indiana Bancorp") and its wholly-owned subsidiary, First Federal Savings Bank ("First Federal") and its wholly owned subsidiary, Northeast Indiana Financial, Inc ("Northeast Indiana Financial"). In the opinion of management, the information reflects all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the results of operations for the three and nine month periods reported but should not be considered as indicative of the results to be expected for the full year. NOTE 2 - EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share are based on weighted-average common shares outstanding. Diluted earnings (loss) per share further assumes issue of any dilutive potential common shares. Three months ended Nine months ended September 30, September 30, ------------- ------------- 2000 1999 2000 1999 ---- ---- ---- ---- Earnings (Loss) Per Share Net income(loss) available to common shareholders $ (13,852) $ 672, 194 $ 1,009,720 $ 1,943,259 Weighted average common shares outstanding 1,591,815 1,619,144 1,597,394 1,634,308 Basic Earnings (Loss) Per Share $ (0.01) 0.42 $ 0.63 $ 1.19 Earnings (Loss) Per Share Assuming Dilution Net income(loss) available to common shareholders $ (13,852) $ 672,194 $ 1,009,720 $ 1,943,259 Weighted average common shares outstanding 1,591,815 1,619,144 1,597,394 1,634,308 Add: dilutive effects of assumed exercises of incentive stock options and non qualified stock options -- 19,414 28,754 60,471 Weighted average and dilutive common shares Outstanding 1,591,815 1,638,558 1,626,148 1,694,779 Diluted Earnings (Loss) Per Share $ (0.01) $ 0.41 $ 0.62 $ 1.15 NOTE 3 - COMMON STOCK DIVIDENDS On October 25, 2000 the Board of Directors of Northeast Indiana Bancorp, Inc. announced a quarterly cash dividend of $.11 per share. This represents an effective increase of 10% over the quarterly amount previously paid. The dividend will be paid on November 22, 2000 to shareholders of record on November 8, 2000. The payment of the cash dividend will reduce shareholders' equity (fourth quarter) by approximately $189,000. - -------------------------------------------------------------------------------- (Continued) 5. NORTHEAST INDIANA BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2000 - -------------------------------------------------------------------------------- NOTE 4 - STOCK REPURCHASE PLAN On August 4, 2000 Northeast Indiana Bancorp announced a new stock repurchase program to repurchase up to 6.75% of the outstanding shares in the open market as Treasury shares over the next twelve months. This program will include up to 117,000 shares. As of October 31, 2000, 15,000 shares have been acquired towards this new repurchase program. There were also 4,422 shares repurchased from exercised options year to date through October 31, 2000 and 984 shares of RRP's relinquished due to early retirement. NOTE 5 - REGULATORY CAPITAL REQUIREMENTS Pursuant to federal regulatory agencies, savings institutions must meet three separate minimum capital-to-asset requirements. The following table summarizes, as of September 30, 2000, the capital requirements for First Federal under federal regulatory agencies and First Federal's actual capital ratios. As of September 30, 2000, First Federal substantially exceeded all current regulatory capital standards. Minimum Required To Be Well Minimum Required Capitalized Under For Capital Prompt Corrective Actual Adequacy Purpose Action Regulations Amount Ratio Amount Ratio Amount Ratio ------ ----- ------ ----- ------ ----- (Dollars in thousands) Total Capital (to risk weighted assets) $25,029 15.48% $12,935 8.00% $16,169 10.00% Tier 1 (core) capital (to risk weighted assets) 23,804 14.72% 6,468 4.00% 9,702 6.00% Tier 1(core) capital (to adjusted total assets) 23,804 9.21% 10,341 4.00% 12,927 5.00% Tier 1 (core) capital (to average assets) 23,804 9.32% 10,218 4.00% 12,772 5.00% NOTE 6 - RECLASSIFICATIONS Certain amounts in the 1999 consolidated financial statements have been reclassified to conform to the 2000 presentation. - -------------------------------------------------------------------------------- (Continued) 6. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- GENERAL Northeast Indiana Bancorp, Inc. (the "Company") was formed as a Delaware corporation in March, 1995, for the purpose of issuing common stock and owning all the common stock of First Federal Savings Bank ("First Federal" or the "Bank") as a unitary thrift holding company. Prior to the conversion, Northeast Indiana Bancorp did not engage in any material operations and at September 30, 2000, had no significant assets other than the investment in the capital stock of First Federal and cash and cash equivalents. The principal business of savings banks, including First Federal, has historically consisted of attracting deposits from the general public and making loans secured by residential real estate. First Federal's earnings are primarily dependent on net interest income, the difference between interest income and interest expense. Interest income is a function of the balances of loans and investments outstanding during the period and the yield earned on such assets. Interest expense is the function of the balances of deposits and borrowings. First Federal's earnings are also affected by provisions for loan losses, service charge and fee income, and other non-interest income, operating expenses and income taxes. Operating expenses consist primarily of employee compensation and benefits, occupancy and equipment expenses, data processing, federal deposit insurance premiums and other general administrative expenses. The most significant outside factors influencing the operations of First Federal Savings Bank and other savings institutions include general economic conditions, competition in the local market place and related monetary and fiscal policies of agencies that regulate financial institutions. More specifically, the cost of funds 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. TRUST/FINANCIAL SERVICES During the year of 1998, First Federal established a trust department that began operations in the fourth quarter 1998. At the end of September 30, 2000, approximately $26.1 million in Trust Assets were held under management. In February 1999, Northeast Indiana Bancorp announced the establishment of Northeast Indiana Financial, Inc., a wholly owned subsidiary of First Federal . Northeast Indiana Financial, Inc. will provide brokerage services through the purchase of mutual funds, annuities, stocks and bonds for its customers. Until these operations are well established, management expects a slight negative impact to net income. - -------------------------------------------------------------------------------- 7. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- FINANCIAL CONDITION Northeast Indiana Bancorp's total assets increased $3.9 million or 1.53% from $254.7 million at December 31, 1999 to $258.6 million at September 30, 2000. This increase was primarily from funds generated from increased borrowings of $13.4 million including $8.9 million additional FHLB advances and a $4.3 million increase in securities sold for repurchase. These increases were offset by decreased deposits of $10.5 million, which were primarily jumbo time deposits. In addition to asset growth through the first nine months of 2000, Northeast Indiana Bancorp purchased 1.57% of the outstanding shares to fund Treasury Stock which reduced our capital $361,000. Net loans receivable decreased $2.9 million or 1.39% from $208.4 million at December 31, 1999 to $205.5 million at September 30, 2000. The decrease in loans during the first nine months of 2000 was predominantly in construction loans, net of loans in process which accounted for $1.8 million of the decrease along with a $1.1 million decrease in consumer lending offset by a $383,000 increase in commercial lending. This reduction was because of the generally unfavorable interest rate environment along with efforts to improve liquidity conditions. Allowances for loan losses decreased the net loan receivables by approximately $518,000 through the nine months ended September 30, 2000 increasing the allowance for loan losses to a balance of $2.3 million. The classified loans have been adjusted to include the approximately $2.6 million as of September 30, 2000 for the borrower referred to in the following Non-performing assets and allowances for loan losses section. An additional provision for loan loss expense of $700,000 was incurred as of the third quarter specifically for that borrower. INVESTMENTS Securities available-for-sale increased $174,000 from $33.2 million at December 31, 1999 to $33.4 million at September 30, 2000. The securities were maintained to provide collateral for growth in our securities sold under repurchase agreements and collateral for FHLB advances. RESULTS OF OPERATIONS Northeast Indiana Bancorp had a net loss of $(13,852) or basic and diluted loss per share of $(0.01) each for the three months ended September 30, 2000 compared to net income of $672,000 or basic and diluted earnings per share of $0.42 and $0.41 each for the third quarter of 1999. Net income for the nine months ended September 30, 2000 was $1.0 million or basic and diluted earnings per share of $0.63 and $0.62 compared to $1.19 and $1.15 or a 53% decrease over the earnings per share for the nine months ended September 30, 1999. Net interest income decreased $282,000 to $1.7 million for the three months ended September 30, 2000 compared to $2.0 million for the three months ended September 30, 1999. Net interest income decreased $343,000 to $5.5 million or 5.9% for the nine months ended September 30, 2000 compared to $5.8 million for the same period 1999. - -------------------------------------------------------------------------------- 8. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- RESULTS OF OPERATIONS (Continued) Interest income increased $399,000 to $5.0 million for the three months ended September 30, 2000 compared to $4.6 million for September 30, 1999. Interest income for the nine months ended September 30, 2000 was $14.7 million compared to $12.9 million for the nine months ended September 30, 1999, an increase of $1.8 million or 14.27%. For the third quarter interest expense increased $681,000 to $3.3 million for the quarter ended September 30, 2000 compared to $2.6 million September 30, 1999. Interest expense for the nine months ended September 30, 2000 and September 30, 1999 was approximately $9.2 million and $7.1 million respectively. This change is primarily due to rate sensitivity. Provision for loan losses increased by $845,000 for the three months ended September 30, 2000 compared to the same period ended September 30, 1999. The increase is explained in the following Non-performing assets and allowances for loan losses section. Non-interest income increased to $272,000 for the three months-ended September 30,2000 compared to $214,000 for the comparable period in 1999. This represents an increase of $58,000 for the quarter over the same period last year. Non-interest income increased to $725,000 compared to $611,000 for the nine months ended September 30, 2000 and 1999 respectively. This increase of $114,000 is the result of revenue growth in deposit account service fees and non-interest income for the Trust department and the Financial Services subsidiary. These two new product lines opened in the fourth quarter 1998 and the first quarter 1999. Non-interest expense increased to $1.3 million and $3.6 million for the three and nine months ended September 30, 2000 compared to $1.1 million and $3.1 million for the corresponding periods in 1999. This represents an increase of $186,000 and $457,000 for the three and nine months ended September 30, 2000 compared to the corresponding periods in 1999. This increase is due partially to higher salaries and benefits reflecting increases in compensation for 2000 and additional employees added to support customer service needs. During the quarter an additional allocation to the ESOP in the amount of $155,000 was made to bring the allocated shares in compliance with the weighted- average allocation requirement. Additionally, accrued bonuses year-to-date were reduced by $40,000. Data processing expense has increased to $151,000 and $432,000 for the three and nine months ended September 30, 2000 due to software upgrades costs related to issuing and processing check cards and increased processing volume compared to $135,000 and $397,000 for the same periods ended September 30, 1999. Income tax expense decreased for the three and nine months ended September 30, 2000 due to lower taxable income compared to the same periods 1999 and an Indiana Financial Institutions Franchise Tax law change which is favorable to the institution. During the third quarter 2000 entries to record the adjustment for 1999 and year to date 2000 were made reducing third quarter 2000 tax expense. - -------------------------------------------------------------------------------- 9. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- NON-PERFORMING ASSETS AND ALLOWANCE FOR LOAN LOSSES The allowance for loan losses is established by management's quarterly asset classification review. Such evaluation considers among other matters, the estimated value of the underlying collateral, economic conditions, cash flow analysis, historical loan loss experience, discussion held with delinquent borrowers and other risks inherent in its loan portfolio. As a result of this review process, management recorded provisions for loan losses in the amount of $891,000 and $1.3 million for the three and nine months ended September 30, 2000 compared to $47,000 and $182,000 for the same periods ended September 30, 1999. Management will continue to make adequate provisions to allowance for loan loss. Subsequent to September 30, 2000 the Company became aware of circumstances that had occurred involving loans the Bank originated to a single borrower. As a result of these circumstances, management has determined that a loss is probable and, accordingly has classified $700,000 of the Bank's allowance for loan losses on borrower's outstanding balance of approximately $2.6 million as a specific reserve. In addition, these loans are not considered in the non-performing loans at September 30, 2000 but are considered to be impaired. At September 30, 2000 the balance of impaired loans was $4.9 million, including loans with allowance allocated specifically to them of $3.3 million. These compare to $2.4 million of impaired loans including $1.1 million with allowance allocated at December 31, 1999. At September 30, 2000 $1.0 million of the allowance was allocated to these impaired loans compared to $473,000 allocated to impaired loans at December 31, 1999. - -------------------------------------------------------------------------------- 10. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- NON-PERFORMING ASSETS AND ALLOWANCE FOR LOAN LOSSES(CONTINUED) The non-performing assets to total assets ratio is one indicator of the exposure to credit risk. Non-performing assets of First Federal consist of the non-accruing loans, troubled debt restructuring and real estate owned which has been acquired as a result of foreclosure or insubstance foreclosure. The following table summarizes in thousands the various categories of non-performing assets: September 30 December 31 2000 1999 ---- ---- Non-accruing loans One-to-four family 421 339 Multi-family 28 22 Commercial real estate - 247 Construction or development 468 683 Consumer 168 186 Commercial business 834 233 ----------------- ------------------ Total 1,919 1,710 ----------------- ------------------ Foreclosed assets One-to-four family - 49 Commercial - - Land 243 - ----------------- ------------------ Total 243 49 ----------------- ------------------ Repossessed assets Consumer 71 14 ----------------- ------------------ Total 71 14 ----------------- ------------------ Total non-performing assets 2,233 1,773 ================= ================== Total non-performing assets as a percentage of total assets 0.86% 0.70% ================= ================== LIQUIDITY AND CAPITAL RESOURCES First Federal is required to maintain specific amounts of regulatory capital pursuant to regulations of the Office of Thrift Supervision (OTS). Those capital requirements follow: a risk-based capital standard expressed as a percent of risk adjusted assets, and a leverage ratio of core capital to total assets. At September 30, 2000, First Federal exceeded all regulatory capital standards. - -------------------------------------------------------------------------------- 11. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- LIQUIDITY AND CAPITAL RESOURCES(CONTINUED) At September 30, 2000, First Federal's risk based capital was $25.0 million or 15.48% of risk adjusted assets, which exceeds the $13.0 million and the 8.0% OTS requirement by $12.0 million and 7.48%. First Federal's core capital at September 30, 2000 is $23.8 million or 9.21%, which exceeds the OTS requirement of $10.3 million, and 4.00% by $13.5 million and 5.21%. First Federal's primary sources of funds are deposits, FHLB advances, principal and interest payments of loans, operations income and short-term investments. Deposit flows and mortgage payments are greatly influenced by general interest rates, economic conditions and competition. Current OTS regulations require that First Federal maintain cash and eligible investments in an amount equal to at least 4% of its average daily balance of net withdrawable customer deposit accounts and short-term borrowings to assure its ability to meet demands for withdrawals and repayment of short-term borrowings. As of September 30, 2000, First Federal's liquidity ratio was 5.66%, which is in excess of the minimum regulatory requirements. First Federal uses its capital resources principally to meet its ongoing commitments to fund maturing certificates of deposit and loan commitments, maintain its liquidity, and meet operating expenses. As of September 30, 2000, First Federal had commitments to originate loans and to fund open lines of credit totaling $17.5 million. First Federal considers its liquidity and capital resources to be adequate to meet its foreseeable short and long term needs. First Federal expects to be able to fund or refinance, on a timely basis, its material commitments and long-term liabilities. First Federal, however, has grown substantially for the last several years and therefore our liquidity position has tightened as we have leveraged our capital. First Federal now expects asset growth to slow as rates increase, therefore reducing loan demand. FORWARD-LOOKING STATEMENTS When used in this filing and in future filings by Northeast Indiana Bancorp with the Securities and Exchange Commission, in Northeast Indiana Bancorp's press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases "would be," "will allow," "intends to," "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. - -------------------------------------------------------------------------------- 12. NORTHEAST INDIANA BANCORP, INC. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS - -------------------------------------------------------------------------------- FORWARD-LOOKING STATEMENTS(CONTINUED) Such statements are subject to risks and uncertainties, including but not limited to changes in economic conditions in Northeast Indiana Bancorp's market area, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in Northeast Indiana Bancorp's market area and competition, all or some of which could cause actual results to differ materially from historical earnings and those presently anticipated or projected. Northeast Indiana Bancorp wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made, and advises readers that various factors, including regional and national economic conditions, substantial changes in levels of market interest rates, credit and other risks of lending and investment activities and competitive and regulatory factors, could affect Northeast Indiana Bancorp's financial performance and could cause Northeast Indiana Bancorp's actual results for future periods to differ materially from those anticipated or projected. Northeast Indiana Bancorp does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements. RECENT ACCOUNTING PRONOUNCEMENTS Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative Instruments and Hedging Activities, as amended by SFAS No. 138, requires derivative instruments be carried at fair value on the balance sheet. The statement continues to allow derivative instruments to be used to hedge various risks and sets forth specific criteria to be used to determine when hedge accounting can be used. The statement also provides for offsetting changes in fair value of cash flows of both the derivative and the hedged asset or liability to be recognized in earnings in the same period; however, any changes in fair value of cash flow that represent the ineffective portion of a hedge are required to be recognized in earnings and cannot be deferred. For derivative instruments not accounted for as hedges, changes in fair value are required to be recognized in earnings. The adoption of this statement on January 1, 2001 is not expected to have a material effect on the consolidated financial statements. - -------------------------------------------------------------------------------- 13. NORTHEAST INDIANA BANCORP, INC. PART II Other Information ITEM 1 - LEGAL PROCEEDING Northeast Indiana Bancorp and First Federal are involved from time to time, as plaintiff or defendant in various legal actions arising from the normal course of their businesses. While the ultimate outcome of these proceedings cannot be predicted with certainty, it is the opinion of management that the resolution of these proceedings should not have a material effect on Northeast Indiana Bancorp's results of operations on a consolidated basis. ITEM 2 - CHANGES IN SECURITIES None ITEM 3 - DEFAULTS UPON SENIOR SECURITIES None ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDER None ITEM 5 - OTHER INFORMATION None - -------------------------------------------------------------------------------- 14. NORTHEAST INDIANA BANCORP, INC. PART II (Continued) Other Information ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None (b) Reports on Form 8-K (1) July 21, 2000 Announcing Second Quarter Earnings (2) August 01, 2000 Announcing Cash Dividend (3) October 23, 2000 Announcing Third Quarter Earnings (4) October 25, 2000 Announcing Increased Cash Dividend (5) November 14, 2000 Announcing Intention to amend Third Quarter Earnings - -------------------------------------------------------------------------------- 15. 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. NORTHEAST INDIANA BANCORP, INC. Date: November 20, 2000 By: /s/ STEPHEN E. ZAHN ------------------------------------- Stephen E. Zahn President and Chief Executive Officer (Duly Authorized Officer) Date: November 20, 2000 By: /s/ DARRELL E. BLOCKER ------------------------------------- Darrell E. Blocker Senior Vice President and Chief Financial Officer (Principal Financial Officer - -------------------------------------------------------------------------------- 16.