U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------- FORM 10-QSB (Mark One) [ X ] Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2001 ------------- [ ] Transition report under Section 13 or 15 (d) of the Exchange Act For the transition period from ___________ to ___________ Commission file number 000-26587 --------- COMMUNITY BANCORP OF NEW JERSEY ------------------------------- (Exact name of registrant as specified in its charter) New Jersey 22-3666589 - ------------------------------- ---------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3535 Highway 9 North, Freehold, New Jersey 07728 ------------------------------------------------- (Address of principal executive offices) (732) 863-9000 -------------- (Issuer's telephone number, including area code) Not Applicable ---------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 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 [ ] Common Stock, No Par Value - 2,014,729 shares outstanding as of August 6, 2001 - ------------------------------------------------------------------------------ INDEX COMMUNITY BANCORP OF NEW JERSEY PART I. FINANCIAL INFORMATION PAGE NO. Item 1. Financial Statements Consolidated Condensed Balance Sheets at June 30, 2001 (Unaudited) and December 31, 2000 3 Consolidated Condensed Statements of Income for the three and six months ended June 30, 2001 and 2000 (Unaudited) 4 Consolidated Condensed Statement of Changes in Stockholders' 5 Equity at June 30, 2001 (Unaudited) Consolidated Condensed Statements of Cash Flows for the three and six months ended June 30, 2001 and 2000 (Unaudited) 6 Notes to Consolidated Condensed Financial Statements (Unaudited) 7 - 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 11 - 24 PART II. OTHER INFORMATION Item 1. Legal Proceedings 25 Item 2. Changes in Securities and Use of Proceeds 25 Item 3. Defaults Upon Senior Securities 25 Item 4. Submission of Matters to a Vote of Security Holders 25 Item 5. Other Information 25 Item 6. Exhibits and Reports on Form 8-K a. Exhibits - None 25 b. Reports on Form 8-K 25 SIGNATURES 26 COMMUNITY BANCORP OF NEW JERSEY CONSOLIDATED CONDENSED BALANCE SHEETS June 30, 2001 December 31, (Unaudited) 2000 ----------- ----------- (Dollars in thousands) ASSETS Cash and cash equivalents: Cash and due from banks ..................................................... $ 13,073 $ 5,764 Federal funds sold .......................................................... 19,995 3,860 - ------------------------------------------------------------------------------------- --------- --------- Total cash and cash equivalents ................................... 33,068 9,624 - ------------------------------------------------------------------------------------- --------- --------- Investment securities available-for-sale ............................................ 33,533 34,106 Investment securities held-to-maturity (fair value of $1,543 at June 30, 2001 and $10,469 at December 31, 2000) ............................. 1,500 10,498 Loans receivable .................................................................... 140,163 121,966 Allowance for loan loss ............................................................. (1,827) (1,584) - ------------------------------------------------------------------------------------- --------- --------- Net loans receivable .............................................. 138,336 120,382 - ------------------------------------------------------------------------------------- --------- --------- Premises and equipment, net ......................................................... 6,006 5,002 Accrued interest receivable ......................................................... 991 1,497 Other assets ........................................................................ 713 943 - ------------------------------------------------------------------------------------- --------- --------- Total Assets ...................................................... $ 214,147 $ 182,052 - ------------------------------------------------------------------------------------- ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Non-interest bearing demand ................................................. $ 42,629 $ 30,090 Interest bearing - NOW ...................................................... 29,656 15,368 Savings and money market .................................................... 53,698 58,587 Certificates of deposit, under $100,000 ..................................... 40,320 34,291 Certificates of deposit, $100,000 and over .................................. 24,901 22,179 - ------------------------------------------------------------------------------------- --------- --------- Total deposits .................................................... 191,204 160,515 - ------------------------------------------------------------------------------------- --------- --------- Accrued interest payable ............................................................ 1,885 1,491 Other liabilities ................................................................... 925 631 - ------------------------------------------------------------------------------------- --------- --------- Total liabilities ................................................. 194,014 162,637 - ------------------------------------------------------------------------------------- --------- --------- Stockholders' equity Commonstock - authorized 10,000,000 shares of no par value; issued and outstanding, net of treasury shares, 2,014,729 at June 30, 2001 and 1,918,957 at December 31, 2000 .................................................. 23,147 21,663 Accumulated deficit ......................................................... (2,719) (1,913) Accumulated other comprehensive income ...................................... 68 28 Treasury stock, 22,357 shares, at cost ...................................... (363) (363) - ------------------------------------------------------------------------------------- --------- --------- Total stockholders' equity ........................................ 20,133 19,415 - ------------------------------------------------------------------------------------- --------- --------- Total Liabilities and Stockholders' Equity ........................ $ 214,147 $ 182,052 - ------------------------------------------------------------------------------------- ========= ========= See accompanying notes to consolidated condensed financial statements. 3 COMMUNITY BANCORP OF NEW JERSEY CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Six Months Ended June 30, June 30, --------------------- --------------------- 2001 2000 2001 2000 --------------------- --------------------- (Dollars in thousands, except per share data) INTEREST INCOME Loans, including Fees ............................... $2,847 $1,976 $5,573 $3,698 Federal funds sold .................................. 262 149 462 319 Investment securities - taxable ..................... 296 480 839 892 - ------------------------------------------------------------- ------ ------ ------ ------ Total interest income ............. 3,405 2,605 6,874 4,909 - ------------------------------------------------------------- ------ ------ ------ ------ INTEREST EXPENSE Interest bearing - NOW .............................. 68 70 130 132 Savings and money market ............................ 410 491 944 943 Certificates of deposit ............................. 893 499 1,829 952 - ------------------------------------------------------------- ------ ------ ------ ------ Total interest expense ............ 1,371 1,060 2,903 2,027 - ------------------------------------------------------------- ------ ------ ------ ------ Net interest income ............... 2,034 1,545 3,971 2,882 Provision for loan losses ................................... 100 80 246 138 - ------------------------------------------------------------- ------ ------ ------ ------ Net interest income after provision for loan losses .......... 1,934 1,465 3,725 2,744 - ------------------------------------------------------------- ------ ------ ------ ------ Non-interest income: Service fees on deposit accounts .................... 94 93 196 179 Other fees and commissions .......................... 282 172 538 238 - ------------------------------------------------------------- ------ ------ ------ ------ Total non-interest income ......... 376 265 734 417 - ------------------------------------------------------------- ------ ------ ------ ------ Non-interest expense: Salaries and wages .................................. 729 597 1,378 1,117 Employee benefits ................................... 113 98 216 184 Occupancy expense ................................... 122 93 244 197 Depreciation - occupancy, furniture & equipment ..... 146 124 292 240 Other ............................................... 658 578 1,261 1,037 - ------------------------------------------------------------- ------ ------ ------ ------ Total non-interest expense ........ 1,768 1,490 3,391 2,775 - ------------------------------------------------------------- ------ ------ ------ ------ Income before income taxes ........ 542 240 1,068 386 Income tax expense .......................................... 195 -- 387 -- - ------------------------------------------------------------- ------ ------ ------ ------ Net Income ........................ $ 347 $ 240 $ 681 $ 386 - ------------------------------------------------------------- ====== ====== ====== ====== Per Common Share: Net income - basic .................................. $ 0.17 $ 0.12 $ 0.34 $ 0.19 Net income - diluted ................................ $ 0.17 $ 0.12 $ 0.33 $ 0.19 Weighted average shares outstanding (in thousands): Basic ............................................... 2,015 2,015 2,015 2,015 Diluted ............................................. 2,060 2,026 2,050 2,025 See accompanying notes to consolidated condensed financial statements. 4 COMMUNITY BANCORP OF NEW JERSEY CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY Common Treasury Accumulated Comprehensive Comprehensive Stockholders' Stock Stock Deficit Income Income Equity --------- --------- --------- --------- --------- --------- (Dollars in thousands) Balance December 31, 2000 ..................... $ 21,663 $ (363) $ (1,913) $ 28 $ 19,415 5% stock dividend (95,772 shares) ............. 1,484 -- (1,484) -- -- Cash in lieu of fractional shares ............. -- -- (3) -- (3) Comprehensive Income: Net Income .......................... -- -- 681 -- $ 681 681 Increase in unrealized holding gains on securities, net..... -- -- -- 40 40 40 -------- -------- Total Comprehensive Income .................... -- -- -- -- $ 721 -------- -------- -------- -------- -------- ======== Balance, June 30, 2001 (Unaudited) ............ $ 23,147 $ (363) $ (2,719) $ 68 $ 20,133 ======== ======== ======== ======== ======== See accompanying notes to consolidated condensed financial statements. 5 COMMUNITY BANCORP OF NEW JERSEY CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) Six Months Ended June 30, ----------------------- 2001 2000 --------- --------- (Dollars in thousands) Cash flows from operating activities: Net income ........................................................ $ 681 $ 386 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization ..................... 292 240 Provision for loan losses ......................... 246 138 Accretion of investment discount .................. (71) (70) Amortization of investment premium ................ 13 3 Decrease (increase) in accrued interest receivable 506 (287) Decrease (increase in) other assets ............... 207 (265) Increase in accrued interest payable .............. 394 528 Increase in other liabilities ..................... 294 119 - ------------------------------------------------------------------------------- -------- -------- Net cash provided by operating activities 2,562 792 - ------------------------------------------------------------------------------- -------- -------- Cash flows from investing activities: Purchases of investment securities available-for-sale ............. (29,288) (14,315) Proceeds from maturities and calls of investment securities ....... 38,980 2,000 Net increase in loans made to customers ........................... (18,200) (17,040) Purchases of premises and equipment ............................... (1,296) (348) - ------------------------------------------------------------------------------- -------- -------- Net cash used in investing activities ... (9,804) (29,703) - ------------------------------------------------------------------------------- -------- -------- Cash flows from financing activities: Net increase in demand deposits and savings accounts .............. 21,938 20,443 Net increase in certificates of deposit ........................... 8,751 2,665 Stock dividend - cash paid in lieu of fractional shares ........... (3) (3) - ------------------------------------------------------------------------------- -------- -------- Net cash provided by financing activities 30,686 23,105 - ------------------------------------------------------------------------------- -------- -------- Net increase (decrease) in cash and cash equivalents .......................... 23,444 (5,806) Cash and cash equivalents as of beginning of year ............................. 9,624 25,266 - ------------------------------------------------------------------------------- -------- -------- Cash and cash equivalents as of end of period ................................. $ 33,068 $ 19,460 - ------------------------------------------------------------------------------- ======== ======== Supplemental disclosures of cash flow information: Cash paid during the period for interest .......................... $ 2,509 $ 1,499 Cash paid during the period for income taxes ...................... $ 545 $ 167 See accompanying notes to consolidated condensed financial statements. 6 COMMUNITY BANCORP OF NEW JERSEY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) NOTE A - BASIS OF PRESENTATION The consolidated condensed financial statements of Community Bancorp of New Jersey (the Company) included herein have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the financial statement date and the reported amounts of revenues and expenses during the reporting period. Since management's judgment involves making estimates concerning the likelihood of future events, the actual results could differ from those estimates which will have a positive or negative effect on future period results. The accompanying consolidated condensed financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Such adjustments are of a normal recurring nature. These consolidated condensed financial statements should be read in conjunction with the audited financial statements and the notes thereto as of and for the year ended December 31, 2000. The results for the three months and six months ended June 30, 2001 are not necessarily indicative of the results that may be expected for the year ended December 31, 2001. The consolidated condensed financial statements include the accounts of the Company and its wholly owned subsidiary, the Community Bank of New Jersey. All significant inter-company accounts and transactions have been eliminated. NOTE B - EARNINGS PER SHARE The Company follows the provisions of SFAS No. 128, Earnings Per Share. SFAS No. 128 eliminates primary and fully diluted earnings per share (EPS) and requires presentation of basic and diluted EPS in conjunction with the disclosure of the methodology used in computing such EPS. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average common shares outstanding during the period. Diluted EPS takes into account the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock. EPS is computed based on the weighted average number of shares of common stock outstanding. 7 NOTE C - RECENT ACCOUNTING PRONOUNCEMENT In September 2000, the Financial Accounting Standards Board adopted SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, which replaces SFAS No. 125, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, revises the standards for accounting for the securitizations and other transfers of financial assets and collateral. This new standard also requires certain disclosures, but carries over most of the provisions of SFAS No. 125. SFAS No. 140 is effective for transfers and servicing of financial assets and extinguishments of liabilities after March 31, 2001. However, for recognition and reclassification of collateral and for disclosures relating to securitizations, transactions and collateral, this statement is effective for fiscal years ending after December 15, 2000 with earlier application not allowed and is to be applied prospectively. We adopted SFAS No. 140 effective April 1, 2001. No adjustment was required as a result of the adoption of SFAS No. 140. On June 29, 2001, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 141, Business Combinations, and SFAS No. 142, Goodwill and Intangible Assets. These statements are expected to result in significant modifications relative to Company's accounting for goodwill and other intangible assets. SFAS No. 141 requires that all business combinations initiated after June 30, 2001 must be accounted for under the purchase method of accounting. SFAS No. 141 was effective upon issuance. SFAS No. 142 modifies the accounting for all purchased goodwill and intangible assets. SFAS No. 142 includes requirements to test goodwill and indefinite lived intangible assets for impairment rather than amortize them. SFAS No. 142 will be effective for fiscal years beginning after December 31, 2001 and early adoption is not permitted except for business combinations entered into after June 30, 2001. The Company is currently evaluating the provisions of SFAS No. 142, but its preliminary assessment is that these Statements will not have a material impact on the Company's financial position or results of operations. On July 6, 2001, the Securities and Exchange Commission (SEC) issued Staff Accounting Bulletin (SAB) No. 102, Selected Loan Loss Allowance Methodology and Documentation Issues. SAB No. 102 provides guidance on the development, documentation, and application of a systematic methodology for determining the allowance for loans and leases in accordance with US GAAP. The adoption of SAB No. 102 is not expected to have a material impact on the Company's financial position or results of operations. NOTE D - STOCK DIVIDEND On April 9, 2001 the Company's Board of Directors approved a 5% stock dividend that was paid May 15, 2001 to shareholders of record as of April 23, 2001. Weighted average shares outstanding and earnings per share were retroactively adjusted to reflect the stock dividend. 8 COMMUNITY BANCORP OF NEW JERSEY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) Continued NOTE E - INVESTMENT SECURITIES The following tables present the book values, fair values and gross unrealized gains and losses of the Company's investment securities portfolio as of June 30, 2001 and December 31, 2000 (Dollars in thousands). June 30, 2001 (Unaudited) ---------------------------------------------------- Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value -------- -------- -------- -------- Securities available-for-sale: U.S. Government and agency securities $ 33,130 $ 107 $ (1) $ 33,236 Other securities .................... 297 -- -- 297 -------- -------- -------- -------- $ 33,427 $ 107 $ (1) $ 33,533 ======== ======== ======== ======== Securities held-to-maturity: U.S. Government and agency securities $ 1,000 $ 6 $ -- $ 1,006 Other securities .................... 500 37 -- 537 -------- -------- -------- -------- $ 1,500 $ 43 $ -- $ 1,543 ======== ======== ======== ======== December 31, 2000 ---------------------------------------------------- Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value -------- -------- -------- -------- Securities available-for-sale: U.S. Government and agency securities $ 33,798 $ 48 $ (4) $ 33,842 Other securities .................... 264 -- -- 264 -------- -------- -------- -------- $ 34,062 $ 48 $ (4) $ 34,106 ======== ======== ======== ======== Securities held-to-maturity: U.S. Government and agency securities $ 9,998 $ -- $ (43) $ 9,955 Other securities .................... 500 14 -- 514 -------- -------- -------- -------- $ 10,498 $ 14 $ (43) $ 10,469 ======== ======== ======== ======== The following table sets forth as of June 30, 2001 the maturity distribution of the Company's investment portfolio (Dollars in thousands). Available-for-sale Held-to-maturity --------------------- ---------------------- Amortized Fair Amortized Fair Cost Value Cost Value ------- ------- ------- ------- Due in one year or less .............. $ 3,126 $ 3,143 $ 1,000 $ 1,006 Due after one year through five years 30,004 30,093 -- -- Due after five years through ten years -- -- 500 537 Due after ten years .................. 297 297 -- -- ------- ------- ------- ------- $33,427 $33,533 $ 1,500 $ 1,543 ======= ======= ======= ======= 9 COMMUNITY BANCORP OF NEW JERSEY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) Continued NOTE F - LOANS RECEIVABLE and ALLOWANCE FOR LOAN LOSSES The following table summarizes the components of the loan portfolio as of June 30, 2001 and December 31, 2000 (Dollars in thousands). Loan Portfolio By Type of Loan ------------------------------------------------- June 30, 2001 (Unaudited) December 31, 2000 --------------------- --------------------- Amount Percent Amount Percent -------- --------- -------- --------- Commercial and industrial loans $ 27,314 19.49% $ 24,865 20.39% Commercial mortgage loans ..... 65,503 46.73% 56,849 46.61% Residential mortgages ......... 8,350 5.96% 7,867 6.45% Construction loans ............ 22,261 15.88% 17,046 13.98% Consumer loans ................ 16,654 11.88% 14,275 11.70% Other loans ................... 81 0.06% 1,064 0.87% -------- ------ -------- ------ $140,163 100.00% $121,966 100.00% ======== ====== ======== ====== The following table represents the activity in the allowance for loan losses for the six month periods ended June 30, 2001 and 2000 and the year ended December 31, 2000 (Dollars in thousands). Allowance For Loan Losses ------------------------------------- Six Months Ended June 30, (Unaudited) Year Ended ---------------------- December 31, 2001 2000 2000 ------- ------- ------- Balance - beginning of period ........... $ 1,584 $ 1,237 $ 1,237 Charge-offs ............................. (3) -- (1) Recoveries .............................. -- -- -- ------- ------- ------- Net (charge-offs) recoveries ............ (3) -- (1) Provision for loan losses ............... 246 138 348 ------- ------- ------- Balance - end of period ................. $ 1,827 $ 1,375 $ 1,584 ======= ======= ======= Balance of Allowance at period-end as a % of loans at period-end .............. 1.30% 1.38% 1.30% ======= ======= ======= 10 COMMUNITY BANCORP OF NEW JERSEY Management's Discussion and Analysis of Financial Condition and Results of Operations This financial review presents management's discussion and analysis of financial condition and results of operations. It should be read in conjunction with the consolidated condensed financial statements and the accompanying notes included elsewhere herein. FINANCIAL CONDITION Total assets at June 30, 2001 increased by $32.0 million, or 17.6%, to $214.1 million compared to $182.1 million at December 31, 2000. Total assets averaged $187.9 million in the first six months of 2001, a $34.9 million, or 22.8%, increase from the 2000 full year average of $153.0 million. Average loans increased $33.3 million, or 34.1%, to $131.0 million in the first six months of 2001, from the 2000 full year average of $97.7 million. Average investment securities decreased by $6.0 million, or 18.7%, to $26.1 million; average Federal funds sold increased by $6.2 million, or 47.0%, to $19.4 million; the average of all other assets increased by $1.6 million, or 14.0%, to $13.0 million; and the loan loss reserve average increased $0.3 million, or 21.4%, to $1.7 million during the first six months of 2001 compared to the full year 2000 averages. These increases in average assets were funded primarily by a $33.1 million, or 25.0%, increase in average deposits, as the first six months of 2001 average deposits increased to $165.7 million from the full year 2000 average of $132.6 million. Lending Activity Total loans at June 30, 2001 were $140.2 million, a 14.9%, or $18.2 million increase from December 31, 2000. The loan portfolio consists primarily of loans secured by real estate, and, to a lesser extent, commercial, construction and consumer loans. Changes in the composition of the loan portfolio during the comparative periods included increases of $8.7 million in commercial mortgage loans, $5.3 million in construction loans, $2.4 million in commercial and industrial loans, $2.4 million in consumer loans and a decrease of $0.6 million in residential mortgage and other loans. The 14.9% increase in loans at June 30, 2001 compared to December 31, 2000 is partially attributable to greater penetration of our marketplace and the continuation of a strong general economic environment within our market area. From September 1997 through November 1999, we opened four new offices in our Monmouth County market area. In addition, we opened or sisth branch in June, 2001. Management believes that the maturation of these branch locations will continue to provide us with lending opportunities as well as funding sources for the loans. Our loans are primarily to businesses and individuals located in Monmouth, Middlesex, and Ocean Counties, New Jersey. We believe that our strategy of customer service, competitive rate structures, and selective marketing will continue to enable us to gain market entry to local loans and deposits. Bank mergers and consolidations have also contributed to our efforts to attract borrowers and depositors. We intend to continue to pursue quality loans in all lending categories within our market area. 11 Allowance for Loan Losses The allowance for loan losses was $1.8 million, or 1.30% of total loans, at June 30, 2001 compared to $1.6 million, or 1.30% of total loans, at December 31, 2000. At June 30, 2001 and December 31, 2000, we had no non-performing loans. The increase in the balance of the allowance for loan losses is the result of our review of several factors including the continued growth of our loan portfolio and our assessment of economic conditions, credit quality and other loss factors that may be inherent in the existiong loan portfolilo. We attempt to maintain an allowance for loan losses at a sufficient level to provide for potential losses in the loan portfolio. Loan losses are charged directly to the allowance when they occur and any recovery is credited to the allowance. Risks within the loan portfolio are analyzed on a continuous basis by our officers, by outside, independent loan review auditors, our Directors Loan Review Committee and the Board of Directors. A risk system, consisting of multiple grading categories, is utilized as an analytical tool to assess risk and set appropriate reserves. Along with the risk system, management further evaluates risk characteristics of the loan portfolio under current and anticipated economic conditions and considers such factors as the financial condition of the borrower, past and expected loss experience, and other factors we feel deserve recognition in establishing an appropriate reserve. These estimates are reviewed at least quarterly, and, as adjustments become necessary, they are realized in the periods in which they become known. Additions to the allowance are made by provisions charged to expense and the allowance is reduced by net charge-offs (i.e. - loans judged to be uncollectible and charged against the reserve, less any recoveries on such loans). Although we attempt to maintain the allowance at a level deemed adequate, future additions to the allowance may be necessary based upon changes in market conditions. In addition, various regulatory agencies periodically review our allowance for loan losses. These agencies may require us to take additional provisions based on their judgements about information available to them at the time of their examination. Investment Securities Activity Investment securities decreased by $9.6 million, or 21.5%, to $35.0 million at June 30, 2001 compared to $44.6 million at December 31, 2000. During the year ended December 31, 2000, we utilized our liquidity in excess of loan demand to fund additional purchases of investment securities available-for-sale. Based upon Asset/Liability management considerations expected to arise during the third quarter of 2001, primarily anticipated loan growth and deposit repricing opportunities, management has decided to retain planned, matured investment securities proceeds of $9.7 million, net of investment securities purchases of $29.3 million, for other funding purposes. Pending reinvestment, these funds have been invested in Federal funds sold., Management determines the appropriate classification of securities at the time of purchase. At June 30, 2001, investment securities of $33.5 million, or 95.7% of the total investment securities portfolio, were classified as available-for-sale and investment securities of $1.5 million, or 4.3% of the total investment securities portfolio, were classified as held-to-maturity. We had no investment securities classified as trading securities. The investment portfolio is comprised primarily of U.S. Government and agency securities with maturities of four years or less and with call features of one year or less. We currently maintain an investment portfolio of short duration in order to fund projected increased loan volume and to provide for other liquidity uses as needed, and secondarily as an additional source of interest income. 12 Deposits Deposits are our primary source of funds. Total deposits increased by $30.7 million, or 19.1%, to $191.2 million at June 30, 2001 compared to $160.5 million at December 31, 2000. The increase in deposits during this period was primarily due to greater penetration of our marketplace and the continued growth of our new locations, as well as $5.0 million in broker deposits recorded on June 27, 2001. Average total deposits increased by $33.1 million, or 25.0%, to $165.7 million for the six months ended June 30, 2001 compared to the 2000 full year average of $132.6 million. Changes in the deposit mix averages for the six months ended June 30, 2001 compared to the 2000 full year averages include a $3.4 million, or 7.7%, increase in savings deposits; a $1.8 million, or 11.6%, increase in NOW account deposits; a $19.0 million, or 47.1%, increase in time deposits; a $2.3 million, or 37.7%, increase in money market deposits; and a $6.6 million, or 24.9%, increase in non-interest bearing demand deposits. Short duration certificate of deposit promotions, targeted to retain maturing deposits and to gain market penetration, have contributed to deposit growth. During July 2000, a 12-month certificate of deposit promotion generated $10.3 million in funds as total deposits for the month of July 2000 increased by $14.2 million. Additionally, as of June 30, 2001 we maintained $5.0 million in brokered deposits, which were recorded on June 27, 2001 and will mature in one year. These deposits were obtained in order to implement our third quarter 2001 asset/liability management strategies, as the promotional certificates of deposit mature. Management intends to continue to promote targeted deposit products as funding needs and other balance sheet management considerations arise. We emphasize relationships with commercial customers and seek to obtain transactional accounts, which are frequently kept in non-interest bearing deposits. We also emphasize the origination of savings deposits, which amounted to $49.3 million at June 30, 2001, by offering rates higher than our peer group institutions. Our primary savings product is the stepped rate savings account. The interest rate is based upon the amount on deposit, and the deposit amount can be changed. We may modify the interest rate paid without notice, and the depositor may withdraw their funds on demand. We market this product as an alternative to time deposits and we believe it has resulted in a higher rate of core deposits and lower cost of funds than our peer group institutions. Deposits are obtained primarily from the market areas that we serve, with the exception of the brokered deposits discussed above. Liquidity Liquidity is a measurement of our ability to meet present and future funding obligations and commitments. We adjust our liquidity levels in order to meet funding needs for deposit outflows, repayment of borrowings, when applicable, and the funding of loan commitments. We also adjust our liquidity level as appropriate to meet our asset/liability objectives. Principal sources of liquidity are deposit generation, access to purchased funds, including borrowings from other financial institutions, repurchase agreements, maturities and repayments of loans and investment securities, and net interest income and fee income. Liquid assets (consisting of cash and Federal funds sold) comprised 15.5% and 5.3% of our total assets at June 30, 2001 13 and December 31, 2000, respectively. During the second quarter of 2001, liquid assets were increased by deposit growth and planned investment securities maturities in order to manage third quarter 2001 asset/liability considerations (primarily loan growth and deposit repricing opportunities). As shown in the Consolidated Condensed Statements of Cash Flows, our primary source of funds at June 30, 2001 was increased deposits and proceeds from maturities and calls of investment securities. Deposit increases amounted to $30.7 million for the six months ended June 30, 2001 and proceeds from maturities and calls of investment securities amounted to $39.0 million. During the first six months of 2001, we utilized deposit growth and liquid assets as funding sources for increased loans made to customers amounting to $18.2 million and securities purchases amounting to $29.3 million. Cash and cash equivalents as of June 30, 2001 increased by $13.6 million as we prepared for asset/liability management considerations as previously discussed. We also have several additional sources of liquidity, including the available-for-sale investment securities portfolio, which at June 30, 2001 amounted to $33.5 million. Also, many of our loans are originated pursuant to underwriting standards which make them readily marketable to other financial institutions or investors in the secondary market. In addition, in order to meet liquidity needs on a temporary basis, we have established lines of credit with other financial institutions to purchase up to $9.0 million in Federal funds and may borrow funds at the Federal Reserve discount window, subject to our ability to supply collateral. During the fourth quarter of 2000, we became a member of the Federal Home Loan Bank of New York and have an additional overnight borrowing line of $5.4 million. In addition, subject to certain Federal Home Loan Bank requirements, we may also obtain longer-term advances of up to 30% of our assets. As of June 30, 2001, we have no borrowed funds. We believe that our liquidity position is sufficient to provide funds to meet future loan demand or the possible outflow of deposits, in addition to enabling us to adapt to changing interest rate conditions. Capital Resources Stockholder's equity increased by $718 thousand at June 30, 2001 compared to December 31, 2000. The changes in stockholders' equity during the six months ended June 30, 2001 were comprised of an increase from net income of $681 thousand and an increase of $40 thousand in the unrealized gains, net of taxes, in the available-for-sale investment securities portfolio. These increases were partially offset by $3 thousand paid as cash in lieu of fractional shares for our second quarter 5% stock dividend. Our regulators, the Board of Governors of the Federal Reserve System (which regulates bank holding companies), and the Bank's Federal regulator, the Federal Deposit Insurance Corporation, have issued guidelines classifying and defining capital into the following components: (1) Tier I Capital, which includes tangible stockholders' equity for common stock and certain qualifying preferred stock, and excludes net unrealized gains or losses on available-for-sale securities and deferred tax assets that are dependent on projected taxable income greater than one year in the future, and (2) Tier II Capital (Total Capital), which includes a portion of the 14 allowance for loan losses and certain qualifying long-term debt and preferred stock that does not qualify for Tier I Capital. The risk-based capital guidelines require financial institutions to apply certain risk factors ranging from 0% to 100%, against assets to determine total risk-based assets. The minimum Tier I and the combined Tier I and Tier II capital to risk-weighted assets ratios are 4.0% and 8.0%, respectively. Our Regulators have also adopted regulations which supplement the risk-based capital guidelines to include a minimum leverage ratio of Tier I Capital to total assets of 3.0%. For those institutions with higher levels of risk or that are experiencing or anticipating significant growth, the minimum leverage ratio will be proportionately increased by 100 to 200 basis points. The following table summarizes the risk-based and leverage capital ratios for the Company and the Bank at June 30, 2001 as well as the regulatory required minimum and "well capitalized" capital ratios: June 30, 2001 Regulatory Requirement --------------- -------------------------- Company Bank Minimum "Well Capitalized" ------- ----- --------- ------------------ Risk-based Capital: Tier I capital ratio...........12.88% 12.88% 4.00% 6.00% Total capital ratio............14.05% 14.05% 8.00% 10.00% Leverage ratio.................10.53% 10.54% 3.00%-5.00% 5.00% or greater In addition, pursuant to the order of the New Jersey Department of Banking and Insurance approving the Bank's charter, as amended during April, 2001, for its first five years of operation, the Bank is required to maintain a ratio of equity to total assets of at least 8.00%. As of June 30, 2001 the Bank's ratio of equity capital to total assets was 9.37%. As noted in the above table, the Company's and the Bank's capital ratios exceed the minimum regulatory and "well capitalized" requirements. Impact of Inflation and Changing Prices Our financial statements and notes thereto, presented elsewhere herein, have been prepared in accordance with generally accepted accounting principles, which require the measurement of financial position and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time and due to inflation. The impact of inflation is reflected in the increased cost of our operations. Unlike most industrial companies, nearly all of our assets and liabilities are monetary. As a result, interest rates have a greater impact on our performance than do the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services. 15 RESULTS OF OPERATIONS for the six months ended June 30, 2001 compared to the six months ended June 30, 2000 Net Income For the six months ended June 30, 2001, we earned $681 thousand after $387 thousand of income tax expense compared to $386 thousand in net income after no income tax expense for the same period last year. During 2000, we benefited from the application of net operating loss carry-forwards which were not available in 2001. Basic and diluted net income per share for the six months ended June 30, 2001 was $0.34 and $0.33, respectively, compared to basic and diluted net income per share of $0.19 for the same prior year period. The increase in net income was primarily due to a $1.1 million, or 37.9%, increase in net interest income and a $0.3 million, or 75.0%, increase in non-interest income. These items were partially offset by a $0.1 million, or 100.0%, increase in the provision for loan losses, a $0.6 million, or 21.4%, increase in non-interest expenses, and $0.4 million in tax expense for the first six months of 2001 compared to no tax expense for 2000. Net Interest Income Net interest income increased $1.1 million, or 37.9%, to $4.0 million for the six months ended June 30, 2001 from $2.9 million for the same prior year period. The increase in net interest income was due primarily to volume increases as average interest earning assets, net of average interest bearing liabilities, increased by $9.5 million, or 27.5%, for the first six months of 2001 compared to the same prior year period. Our net interest margin (annualized net interest income divided by average interest earning assets) for the six months ended June 30, 2001 was relatively unchanged at 4.53% compared to 4.52% for the same prior year period. The consistent net interest margin resulted primarily from timely implementation of asset/liability management strategies as the Federal Reserve Bank reduced the target funds rate by 275 basis points to 3.75%, in five 50 basis point and one 25 basis point reductions during the first six months of 2001. Interest income increased $2.0 million, or 40.8%, to $6.9 million for the six months ended June 30, 2001 compared to $4.9 million for the same period in 2000. The improvement in interest income was primarily due to volume related increases in income from the loan portfolio of $1.8 million, volume related increases in income of $0.3 million in Federal funds sold, and volume related decreases in income of $0.1 million in investment securities, as our growth resulted in an increase in average earning assets of $48.7 million, or 38.1%, to $176.6 million for the six months ended June 30, 2001 compared to $127.9 million for the same period in 2000. In addition to the volume related net increase, total interest income increased by $22 thousand from rate related increases due to changes in the asset mix even though interest rates on earning assets repriced to current lower yields compared to first quarter 2000 yields. Total interest income also decreased by $21 thousand as a result of one less day during the first six months of 2001 compared to the first six months of 2000. Interest expense for the first six months of 2001 increased $0.9 million or 45.0%, compared to the same prior year period. The increase in interest expense was due primarily to net volume increases in interest bearing deposits which accounted for $1.0 million of the expense increase, and was partially offset by $0.1 million attributable to net rate related decreases and by a decrease of $10 16 thousand due to one less day in the first six months of 2001. The volume related increases in interest bearing liabilities and net expense rate decreases are the result of marketing and pricing decisions made by management in response to the need for cost effective sources of funds, primarily to provide for loan growth. The following tables titled "Consolidated Average Balance Sheet with Resultant Interest and Average Rates" and "Analysis of Changes in Consolidated Net Interest Income" present by category the major factors that contributed to the changes in net interest income for the quarter ended June 30, 2001 compared to the quarter ended June 30, 2000 and the six months ended June 30, 2001 compared to the same prior year period. 17 CONSOLIDATED AVERAGE BALANCE SHEETS With Resultant Interest And Average Rates Three Months Ended Three Months Ended June 30, 2001 June 30, 2000 -------------------------------- -------------------------------- Interest Interest Average Income/ Average Average Income/ Average Balance Expense Rate Balance Expense Rate --------- --------- ------ --------- --------- ------ (In thousands, except percentages) ASSETS Interest Earning Assets: Federal Funds Sold ....................................... $ 23,694 $ 262 4.44% $ 9,507 $ 149 6.29% Investment Securities .................................... 19,589 296 6.04% 31,101 480 6.17% Loans (net of unearned income) (1) (2) ................... 135,481 2,847 8.43% 92,500 1,976 8.57% --------- --------- -------- ------- Total Interest Earning Assets ........ 178,764 3,405 7.64% 133,108 2,605 7.85% --------- --------- -------- ------- Non-Interest Earning Assets: Loan Loss Reserve ........................................ (1,772) (1,342) All Other Assets ......................................... 13,526 11,150 Total Assets ......................... $ 190,518 $ 142,916 ========= ========= LIABILITIES & STOCKHOLDERS' EQUITY Interest-Bearing Liabilities: NOW Deposits ............................................. $ 19,307 68 1.41% $ 16,683 70 1.68% Savings Deposits ......................................... 48,113 356 2.97% 43,189 460 4.27% Money Market Deposits .................................... 6,829 54 3.17% 3,209 31 3.87% Time Deposits ............................................ 59,201 893 6.05% 33,794 499 5.92% Short-term Borrowings .................................... -- -- 0.00% -- -- 0.00% --------- --------- -------- ------- Total Interest Bearing Liabilities ... 133,450 1,371 4.12% 96,875 1,060 4.39% --------- --------- -------- ------- Non-Interest Bearing Liabilities: Demand Deposits .......................................... 34,466 26,229 Other Liabilities ........................................ 2,576 1,353 --------- --------- Total Non-Interest Bearing Liabilities 37,042 27,582 --------- --------- Stockholders' Equity ............................................ 20,026 18,459 --------- --------- Total Liabilities and Stockholders' Equity ............................... $ 190,518 $ 142,916 ========= ========= NET INTEREST INCOME ............................................. $ 2,034 $ 1,545 ========= ========= NET INTEREST SPREAD (3) ......................................... 3.52% 3.46% NET INTEREST MARGIN (4) ......................................... 4.56% 4.66% (1) Included in interest income on loans are loan fees. (2) Includes non-performing loans. (3) The interest rate spread is the difference between the weighted average yield on average interest earning assets and the weighted average cost of average interest bearing liabilities. (4) The interest rate margin is calculated by dividing annualized net interest income by average interest earning assets. 18 CONSOLIDATED AVERAGE BALANCE SHEETS With Resultant Interest And Average Rates Six Months Ended Six Months Ended June 30, 2001 June 30, 2000 ------------------------------ --------------------------- Interest Interest Average Income/ Average Income/ Balance Expense Rate Balance Expense Rate --------- -------- ---- --------- -------- ---- (In thousands, except percentages) ASSETS Interest Earning Assets: Federal Funds Sold ....................................... $ 19,436 $ 462 4.79% $ 10,804 $ 319 5.92% Investment Securities .................................... 26,113 839 6.43% 29,107 892 6.13% Loans (net of unearned income) (1) (2) ................... 131,036 5,573 8.58% 87,944 3,698 8.43% --------- --------- -------- -------- Total Interest Earning Assets ........ 176,585 6,874 7.85% 127,855 4,909 7.70% --------- --------- -------- -------- Non-Interest Earning Assets: Loan Loss Reserve ........................................ (1,700) (1,297) All Other Assets ......................................... 12,992 10,678 Total Assets ......................... $ 187,877 $ 137,236 ========= ========= LIABILITIES & STOCKHOLDERS' EQUITY Interest-Bearing Liabilities: NOW Deposits ............................................. $ 17,284 130 1.52% $ 15,530 132 1.70% Savings Deposits ......................................... 47,600 788 3.34% 42,096 885 4.22% Money Market Deposits .................................... 8,372 156 3.76% 3,078 58 3.78% Time Deposits ............................................ 59,286 1,829 6.22% 32,675 952 5.84% Short-term Borrowings .................................... -- -- 0.00% -- -- 0.00% Total Interest Bearing Liabilities ... 132,542 2,903 4.42% 93,379 2,027 4.35% Non-Interest Bearing Liabilities: Demand Deposits .................................. 33,114 24,233 Other Liabilities ................................ 2,381 1,234 --------- --------- Total Non-Interest Bearing Liabilities 35,495 25,467 --------- --------- Stockholders' Equity ............................................ 19,840 18,390 --------- --------- Total Liabilities and Stockholders' Equity ............................... $ 187,877 $ 137,236 ========= ========= NET INTEREST INCOME ............................................. $ 3,971 $ 2,882 ========= ========= NET INTEREST SPREAD (3) ......................................... 3.43% 3.35% NET INTEREST MARGIN (4) ......................................... 4.53% 4.52% (1) Included in interest income on loans are loan fees. (2) Includes non-performing loans. (3) The interest rate spread is the difference between the weighted average yield on average interest earning assets and the weighted average cost of average interest bearing liabilities. (4) The interest rate margin is calculated by dividing annualized net interest income by average interest earning assets. 19 ANALYSIS OF CHANGES IN CONSOLIDATED NET INTEREST INCOME Three Months Ended June 30, 2001 Six Months Ended June 30, 2001 Compared to Three Months Ended Compared to Six Months Ended June 30, 2000 June 30, 2000 ----------------------------- -------------------------------------------- Increase (Decrease) Due To Increase (Decrease) Due To ----------------------------- -------------------------------------------- Volume Rate Net Volume Rate Time Net ------ ---- --- ------ ---- ---- --- (In thousands) (In thousands) Interest Earned On: Federal Funds Sold ......................... $ 222 $ (109) $ 113 $ 253 $ (109) $ (1) $ 143 Investment Securities ...................... (177) (7) (184) (91) 38 -- (53) Loans (net of unearned income) ............. 918 (47) 871 1,802 93 (20) 1,875 ------- ------- ------- ------- ------- ------- ------- Total Interest Income 963 (163) 800 1,964 22 (21) 1,965 ------- ------- ------- ------- ------- ------- ------- Interest Paid On: NOW Deposits ............................... 11 (13) (2) 15 (16) (1) (2) Savings Deposits ........................... 52 (156) (104) 115 (207) (5) (97) Money Market Deposits ...................... 35 (12) 23 99 (1) -- 98 Time Deposits .............................. 375 19 394 771 111 (5) 877 Short-term Borrowings ...................... -- -- -- -- -- -- -- ------- ------- ------- ------- ------- ------- ------- Total Interest Expense 473 (162) 311 1,000 (113) (11) 876 ------- ------- ------- ------- ------- ------- ------- Net Interest Income .. $ 490 $ (1) $ 489 $ 964 $ 135 $ (10) $ 1,089 ======= ======= ======= ======= ======= ======= ======= 20 Provision for Loan Losses The provision for loan losses increased to $0.2 million for the first six months of 2001 compared to a provision of $0.1 million for the same period in 2000. The provision is the result of our review of several factors, including increased loan balances and our assessment of economic conditions, credit quality and other loss factors that may be inherent in the existing loan portfolio. Although we had no non-accrual loans at June 30, 2001, we established provisions for loan losses to create an adequate allowance based on our analysis of the loan portfolio and growth experienced over the periods, as well as the risks inherent in the lending function. The allowance for loan losses totaled $1.8 million, or 1.30% of total loans, at June 30, 2001. Non-Interest Income Total non-interest income was $0.7 million for the first six months of 2001 compared to $0.4 million for the first six months of 2000, an increase of $0.3 million, or 75.0%. The increase was attributable primarily to an increase in other fees and commissions of $0.3 million, or 150.0%. The growth in other fees and commissions is primarily due to higher non-yield related fee income on loans, which increased by $0.2 million at June 30, 2001 compared to the same prior year period. The increase in non-yield related fee income on loans is primarily attributable to an increase in loan participations sold and the fees and commissions generated on these transactions. Other increases in other fees and commissions, amounting to $0.1 million, resulted primarily from the continued growth of the Company. Non-Interest Expense Total non-interest expense amounted to $3.4 million for the six months ended June 30, 2001, an increase of $0.6 million, or 21.4%, over the same prior year period. The increase was due primarily to increases in employment expenses as well as increases in occupancy expenses, equipment expenses and other expenses generally attributable to our growth. Of this increase, employment costs increased $0.3 million, or 23.1%, and reflected increases in the number of employees from 70 full-time equivalents for the period ended June 30, 2000 to 87 full-time equivalents for the period ended June 30, 2001. The increase in personnel is primarily attributable to the acquisition of additional support personnel required due to the Company's growth, including the transfer of deposit services processing from a service bureau environment to an "in-house" environment and the opening of our Colts Neck, New Jersey branch. Occupancy and depreciation expenses increased $0.1 million, or 25.0%, for the first six months of 2001 compared to the same period in 2000. The increase was attributable primarily to increased lease expense and increased common area maintenance costs due on existing branch offices, in addition to increased depreciation costs associated with existing branch facilities, new deposit services facilities and on purchases of enhanced computer processing equipment. Other expenses increased $0.3 million, or 30.0%, for the first six months of 2001 compared to the first six months of 2000. The increase was attributable to increased other expenses resulting from our continued growth, in addition to $0.1 million of systems related conversion costs as we prepare for a bank-wide operating systems conversion during July, 2001. 21 Income Tax Expense For the six months ended June 30, 2001, we recognized $0.4 million in income tax expense and did not recognize any income tax expense during the first six months of 2000. We were fully taxable in the first six months of 2001 while no tax expense was recorded in the 2000 first six months because of the utilization of net operating loss carryforwards. These carryforwards are now exhausted. The effective tax rate for the first six months of 2001 was 36.2%. RESULTS OF OPERATIONS for the three months ended June 30, 2001 compared to the three months ended June 30, 2000 Net Income For the three months ended June 30, 2001, we earned $347 thousand after $195 thousand of income tax expense compared to $240 thousand in net income after no income tax expense for the same period last year. During 2000, we benefited from the application of net operating loss carry-forwards which were not available in 2001. Basic and diluted net income per share for the three months ended June 30, 2001 was $0.17, compared to basic and diluted net income per share of $0.12 for the same prior year period. The increase in net income was primarily due to a $489 thousand, or 31.7%, increase in net interest income and a $111 thousand, or 41.9%, increase in non-interest income. These items were partially offset by a $20 thousand, or 25.0%, increase in the provision for loan losses, a $278 thousand, or 18.7%, increase in non-interest expenses, and $195 thousand in income tax expense for the quarter ended June 30, 2001 compared to no tax expense for the same prior year period. Net Interest Income Net interest income increased $489 thousand, or 31.7%, to $2.0 million for the three months ended June 30, 2001 from $1.5 million for the same prior year period. The increase in net interest income was due primarily to volume increases as average interest earning assets, net of average interest bearing liabilities, increased by $9.1 million, or 25.1%, for the three months ended June 30, 2001 compared to the same prior year period. Our net interest margin (annualized net interest income divided by average interest earning assets) for the three months ended June 30, 2001 decreased to 4.56% from 4.66% for the same prior year period. The decrease in the net interest margin resulted primarily from an increase in the percent of average interest earning assets funded by average interest bearing liabilities, which increased to 74.7% for the quarter ended June 30, 2001 compared to 72.8% for the same prior year quarter. Interest income increased $800 thousand, or 30.7%, to $3.4 million for the three months ended June 30, 2001 compared to $2.6 million for the same period in 2000. The improvement in interest income was primarily due to volume related increases in income from the loan portfolio 22 of $918 thousand, volume related increases in income of $222 thousand in Federal funds sold, and was offset by volume related decreases in income of $177 thousand due primarily to matured/called securities. Our growth resulted in an increase in average earning assets of $45.7 million, or 34.3%, to $178.8 million for the three months ended June 30, 2001 compared to $133.1 million for the same period in 2000. In addition to the volume related net increase, total interest income decreased by $163 thousand from rate related decreases as interest rates on earning assets repriced to current lower yields compared to second quarter 2000 yields. Interest expense for the second quarter of 2001 increased $311 thousand, or 29.3%, compared to the same prior year period. The increase in interest expense was due primarily to net volume increases in interest bearing deposits which accounted for $473 thousand and was partially offset by a decrease of $162 thousand due to interest rate reductions . The volume related increases in interest bearing liabilities and expense rate reductions are the result of marketing and pricing decisions made by management in response to the need for cost effective sources of funds, primarily to provide for loan growth, as we adjust to the changing rate and competition environment. Provision for Loan Losses The provision for loan losses increased to $100 thousand for the second quarter of 2001 compared to a provision of $80 thousand for the same period in 2000. The provision is the result of our review of several factors, including increased loan balances and our assessment of economic conditions, credit quality and other loss factors that may be inherent in the existing loan portfolio. Although we had no non-accrual loans at June 30, 2001, we established provisions for loan losses to create an adequate allowance based on our analysis of the loan portfolio and growth experienced over the periods, as well as the risks inherent in the lending function. The allowance for loan losses totaled $1.8 million, or 1.30% of total loans, at June 30, 2001. Non-Interest Income Total non-interest income was $376 thousand for the second quarter of 2001 compared to $265 thousand for the second quarter of 2000, an increase of $111 thousand, or 41.9%. The increase was attributable primarily to an increase in other fees and commissions of $110 thousand, or 64.0%. The growth in other fees and commissions is primarily due to higher non-yield related fee income on loans, which increased by $82 thousand for the second quarter of 2001 compared to the same prior year period. The increase in non-yield related fee income on loans is primarily attributable to an increase in loan participations sold and the fees and commissions generated on these transactions. Other increases in other fees and commissions, amounting to $28 thousand, resulted primarily from the continued growth of the Company. Non-Interest Expense Total non-interest expense amounted to $1.77 million for the three months ended June 30, 2001, an increase of $278 thousand, or 18.7%, over the same prior year period. The increase was due primarily to increases in employment expenses as well as increases in occupancy expenses, equipment expenses and other expenses generally attributable to our growth. Of this increase, employment costs increased $147 thousand, or 21.2%, and reflected increases in the number of 23 employees from 70 full-time equivalents for the period ended June 30, 2000 to 87 full-time equivalents for the period ended June 30, 2001. The increase in personnel is primarily attributable to the acquisition of additional support personnel required due to the Company's growth, including the transfer of deposit services processing from a service bureau environment to an "in-house" environment and the opening of our Colts Neck, New Jersey branch. Occupancy expenses increased $29 thousand, or 31.2%, for the second quarter of 2001 compared to the same period in 2000. The increase was attributable primarily to increased lease expense and increased common area maintenance costs due on existing branch offices. Depreciation expenses on leasehold improvements, furniture, and equipment increased $22 thousand, or 17.7%, for the second quarter of 2001 compared to the second quarter of 2000 due primarily to depreciation costs associated with existing branch facilities, new deposit services facilities and on purchases of enhanced computer processing equipment. Other expenses increased $80 thousand, or 13.8%, for the second quarter of 2001 compared to the same prior year period. The increase was attributable to increased other expenses resulting from our continued growth, as costs of data processing services paid to our third party processors amounted to $160 thousand, an increase of $1 thousand; professional and stockholder related costs amounted to $84 thousand, a decrease of $20 thousand; marketing and advertising costs amounted to $96 thousand, a increase of $9 thousand; stationery, supplies and printing costs amounted to $63 thousand, an increase of $23 thousand; communications expenses amounted to $68 thousand, an increase of $2 thousand; systems related conversion costs amounted to $60 thousand, compared to $-0- the prior year; and all other expenses amounted to $127 thousand, an increase of $5 thousand. Income Tax Expense For the three months ended June 30, 2001, we recognized $195 thousand in income tax expense and did not recognize any income tax expense during the same prior year period. We were fully taxable in the first six months of 2001 while no tax expense was recorded in the 2000 first six months because of the utilization of net operating loss carryforwards. The effective tax rate for the second quarter of 2001 was 36.0%. 24 PART II OTHER INFORMATION Item 1. Legal Proceedings The Bank is periodically involved in various legal proceedings as a normal incident to its business. In the opinion of management, no material loss is expected from any such pending lawsuit. Item 2. Changes in Securities Not Applicable. Item 3. Defaults Upon Senior Securities Not Applicable. Item 4. Submission of Matters to a Vote of Security Holders The annual meeting of shareholders of Community Bancorp of New Jersey was held on April 19, 2001. The following were the results of voting on the one proposal presented: Note: Shares Outstanding were...... 1,918,957 Shares Voted were............ 1,629,953 Proposal No. 1 - The re-election of three nominees to the Board of Directors for a three year term. Note: Each Director received at least 99% of the shares voted, in favor of their appointment. Elected Director Votes For Votes Withheld % -------------------- --------- -------------- ------ Robert M. Kaye 1,652,228 5,506 99.7% Howard M. Schoor 1,651,688 6,046 99.6% Arnold G. Silverman 1,651,688 6,046 99.6% Item 5. Other Information Not Applicable. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - None (b) Reports on Form 8-K The Registrant filed no Form 8-K's during the second quarter 2001. 25 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. COMMUNITY BANCORP OF NEW JERSEY (Issuer) Date: August 9, 2001 By: /s/ Robert D. O'Donnell -------------- ------------------------- ROBERT D. O'DONNELL President and Chief Executive Officer By: /s/ Michael Bis ------------------------- MICHAEL BIS Vice President and Chief Financial Officer