SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark one) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2002 [ ] 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: (260) 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 May 1, 2002 - -------------------------------------------------------------------------------- Common Stock, par value $.01 per share 1,532,979 Transitional Small Business Disclosure Format: YES [ ] NO [X] NORTHEAST INDIANA BANCORP, INC. INDEX PAGE NO. PART 1. FINANCIAL INFORMATION (UNAUDITED) Item 1. Financial Statements Consolidated Balance Sheets March 31, 2002 and December 31, 2001 1 Consolidated Statements of Income for the three months ended March 31, 2002 and 2001 2 Consolidated Statement of Changes in Shareholders' Equity for the three months ended March 31, 2002 3 Consolidated Statements of Cash Flows for the three months ended March 31, 2002 and 2001 4 Notes to Consolidated Financial Statements 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 2. Change In Securities 14 Item 3. Defaults Upon Senior Securities 14 Item 4. Submissions of Matter to a Vote of Security Holders 14 Item 5. Other Information 15 Item 6. Exhibits and Reports on Form 8-K 15 Signature page 16 NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED BALANCE SHEETS March 31, 2002 and December 31, 2001 - -------------------------------------------------------------------------------- March 31, December 31, 2002 2001 (Unaudited) ASSETS Interest earning cash and cash equivalents $ 21,651,440 $ 23,541,599 Noninterest earning cash and cash equivalents 2,320,873 2,750,133 -------------- -------------- Total cash and cash equivalents 23,972,313 26,291,732 Securities available for sale 35,464,507 39,365,026 Securities held to maturity (fair value: March 31, 2002- $266,000; December 31, 2001- $306,000) 266,000 306,000 Loans held for sale 604,101 1,543,422 Loans receivable, net of allowance for loan losses (March 31, 2002 of $2,071,139 and at December 31, 2001 of $1,954,900) 162,182,012 162,830,186 Accrued interest receivable 741,224 753,000 Premises and equipment, net 2,270,310 2,298,102 Investments in limited liability partnerships 1,505,788 1,546,177 Other assets 3,368,154 3,460,884 -------------- -------------- Total assets $ 230,374,409 $ 238,394,529 ============== ============== LIABILITIES AND SHAREHOLDERS' EQUITY Demand deposits- noninterest bearing $ 6,036,993 $ 4,579,159 Savings 10,432,469 9,261,040 NOW and MMDA 32,664,262 31,350,364 Time deposits 85,456,229 91,839,448 -------------- -------------- Total deposits 134,589,953 137,030,011 Borrowed funds 68,412,392 73,966,411 Accrued expenses and other liabilities 1,254,212 1,117,069 -------------- -------------- Total liabilities 204,256,557 212,113,491 Shareholders' equity Preferred Stock, no par value: 500,000 shares authorized; 0 shares issued - - Common stock, $.01 par value: 4,000,000 shares authorized; 3/31/02: 2,640,672 shares issued, 1,532,979 shares outstanding 12/31/01: 2,640,672 shares issued, 1,550,656 shares outstanding 26,407 26,407 Additional paid in capital 28,893,737 28,874,771 Retained earnings, substantially restricted 12,615,858 12,447,813 Unearned employee stock ownership plan shares (620,566) (620,566) Unearned recognition and retention plan shares (10,396) (12,555) Accumulated other comprehensive income (loss), net of tax (85,839) 20,979 Treasury stock, 1,107,693 and 1,090,016 common shares, at cost, at March 31, 2002 and December 31, 2001 (14,701,349) (14,455,811) -------------- -------------- Total shareholders' equity 26,117,852 26,281,038 -------------- -------------- Total liabilities and shareholders' equity $ 230,374,409 $ 238,394,529 ============== ============== - -------------------------------------------------------------------------------- See accompanying notes to financial statements 1. NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME Three months ended March 31, 2002 and 2001 - -------------------------------------------------------------------------------- Three months ended March 31, 2002 2001 ---- ---- (Unaudited) Interest income Loans, including fees $ 3,179,398 $ 4,012,862 Taxable securities 467,504 467,362 Non-taxable securities 4,836 5,346 Deposits with financial institutions 102,562 50,092 -------------- -------------- Total interest income 3,754,300 4,535,662 Interest expense Deposits 1,271,588 1,972,512 Borrowed funds 894,421 915,005 -------------- -------------- Total interest expense 2,166,009 2,887,517 Net interest income 1,588,291 1,648,145 Provision for loan losses 217,300 150,000 -------------- -------------- Net interest income after provision for loan losses 1,370,991 1,498,145 Noninterest income Service charges on deposit accounts 83,627 88,641 Loan servicing fees 63,512 51,396 Net gain on sale of loans 30,425 31,259 Other service charges or fees 125,221 114,989 -------------- -------------- Total noninterest income 302,785 286,285 Noninterest expense Salaries and employee benefits 608,610 575,174 Occupancy 116,521 113,999 Data processing 152,061 160,703 Deposit insurance premium 6,485 6,497 Professional fees 49,494 83,195 Correspondent bank charges 53,428 52,976 Other expense 216,191 238,810 -------------- -------------- Total noninterest expense 1,202,790 1,231,354 -------------- -------------- Income before income taxes 470,986 553,076 Income tax expense 117,762 160,375 -------------- -------------- Net income $ 353,224 $ 392,701 ============== ============== Comprehensive income $ 246,406 $ 518,836 ============== ============== Basic earnings per common share $ 0.24 $ 0.25 Diluted earnings per common share $ 0.23 $ 0.24 - -------------------------------------------------------------------------------- See accompanying notes to financial statements 2. NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY Three months ended March 31, 2002 - ------------------------------------------------------------------------------- (Unaudited) Unearned Employee Additional Stock Common Paid-in Retained Ownership Stock Capital Earnings Plan Shares ----------- ------------ ------------ ------------ Balance, January 1, 2002 $ 26,407 $ 28,874,771 $ 12,447,813 $ (620,566) Net Income for three months ended March 31, 2002 353,224 Other comprehensive income (loss): Net change in unrealized gains (losses) on securities available for sale, net of tax Total other comprehensive income (loss) Comprehensive income Cash dividends declared $.12 per share year to date (185,179) Purchase of 19,676 shares of treasury stock Issuance of 1,999 shares of treasury stock upon exercise of options (2,480) 4,183 shares committed to be released under ESOP 21,446 Amortization of RRP contributions ----------- ------------ ------------ ------------ Balance at March 31, 2002 $ 26,407 $ 28,893,737 $ 12,615,858 $ (620,566) =========== ============ ============ ============ Accumulated Unearned Other Recognition Comprehensive Total And Retention Income (Loss), Treasury Shareholder's Plan Shares Net of Tax Stock Equity ----------- ------------ ------------ ------------ Balance, January 1, 2002 $(12,555) $ 20,979 $(14,455,811) $ 26,281,038 Net Income for three months ended March 31, 2002 353,224 Other comprehensive income (loss): Net change in unrealized gains (losses) on securities available for sale, net of tax (106,818) Total other comprehensive income (loss) (106,818) ------- Comprehensive income 246,406 Cash dividends declared $.12 per share year to date (185,179) Purchase of 19,676 shares of treasury stock (267,428) (267,428) Issuance of 1,999 shares of treasury stock upon exercise of options 21,890 19,410 4,183 shares committed to be released under ESOP 21,446 Amortization of RRP contributions 2,159 2,159 - - ----------- ------------ ------------ ------------ Balance at March 31, 2002 $ (10,396) $ (85,839) $(14,701,349) $ 26,117,852 =========== ============ ============ ============ - -------------------------------------------------------------------------------- See accompanying notes to financial statements 3. NORTHEAST INDIANA BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Three months ended March 31, 2002 and 2001 - -------------------------------------------------------------------------------- Three months ended March 31, 2002 2001 ---- ---- (Unaudited) Cash flows from operating activities Net income $ 353,224 $ 392,701 Adjustments to reconcile net income to net cash from operating activities Depreciation and amortization 111,610 101,972 Provision for loan losses 217,300 150,000 Net (gain) loss on sale of : Foreclosed real estate and repossessed assets (59,375) 9,917 Loans held for sale (30,425) (31,259) Originations of loans held for sale (1,930,700) (1,685,981) Proceeds from loans sold 2,900,446 1,717,240 Reduction of obligation under ESOP 21,446 49,139 Amortization of RRP 2,159 2,159 Net change in: Other assets 3,927 195,783 Accrued interest receivable 11,776 119,729 Accrued expenses and other liabilities 137,143 14,528 ------------ ------------ Total adjustments 1,385,307 643,227 ------------ ------------ Net cash from operating activities 1,738,531 1,035,928 Cash flows from investing activities Purchases of securities available for sale (3,564) (6,143,764) Proceeds from maturities and principal payments of: Securities available for sale 3,815,376 9,579,144 Securities held to maturity 40,000 38,000 Purchases of loans -- (79,997) Net change in loans 365,270 4,867,912 Proceeds from sale of foreclosed real estate and repossessed assets 185,125 236,665 Expenditures on premises and equipment (41,026) (52,137) Proceeds from sale of premises and equipment 8,143 -- ------------ ------------ Net cash from investing activities 4,369,324 8,445,823 Cash flows from financing activities Net change in deposits (2,440,058) 3,039,420 Advances from FHLB -- 12,000,000 Repayment of FHLB advances -- (22,999,775) Payments of demand notes -- (125,000) Net change in other borrowed funds (5,554,019) (1,756,723) Dividends paid (185,179) (186,178) Purchase of treasury stock (267,428) (221,580) Sale of treasury stock 19,410 114,210 ------------ ------------ Net cash from financing activities (8,427,274) (10,135,626) ------------ ------------ Net change in cash and cash equivalents (2,319,419) (653,875) Cash and cash equivalents at beginning of period 26,291,732 6,576,266 ------------ ------------ Cash and cash equivalents at end of period $ 23,972,313 $ 5,922,391 ============ ============ Cash paid for: Interest $ 2,125,948 $ 2,938,854 Income taxes 21,000 -- Non-cash transactions: Transfer from loans to other real estate and repossessed assets $ 65,604 $ 180,633 - -------------------------------------------------------------------------------- See accompanying notes to financial statements 4. NORTHEAST INDIANA BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2002 - -------------------------------------------------------------------------------- NOTE 1 - BASIS OF PRESENTATION The unaudited information for the three months ended March 31, 2002 and 2001 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 month period reported but should not be considered as indicative of the results to be expected for the full year. Certain reclassifications were made to the prior period financial statements to conform to the current period presentation. NOTE 2 - EARNINGS PER SHARE Basic earnings per share are based on weighted-average common shares outstanding. Diluted earnings per share further assume issue of any dilutive potential common shares. Three months ended March 31, ------------------------- 2002 2001 ---- ---- Earnings Per Share Net income available to common shareholders $ 353,224 $ 392,701 ========== ========== Weighted average common shares outstanding net of unallocated ESOP shares and non-vested RRP shares 1,465,452 1,592,959 ========== ========== Basic Earnings Per Share $ 0.24 $ 0.25 ========== ========== Earnings Per Share Assuming Dilution Net income available to common shareholders $ 353,224 $ 392,701 ========== ========== Weighted average common shares outstanding 1,465,452 1,592,959 Add: dilutive effects of assumed exercises of incentive stock options and non qualified stock options 46,522 16,727 ---------- ---------- Weighted average and dilutive common shares outstanding 1,511,974 1,609,686 ========== ========== Diluted earnings per share $ 0.23 $ 0.24 ========== ========== NOTE 3 - SUSEQUENT EVENT-CASH DIVIDENDS On May 3, 2002, the Board of Directors of Northeast Indiana Bancorp, Inc. announced a quarterly cash dividend of $.12 per share. The dividend will be paid on May 30, 2002, to shareholders of record on May 16, 2002. The payment of the cash dividend will reduce shareholders' equity (second quarter) by approximately $184,000. 5. NORTHEAST INDIANA BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2002 - -------------------------------------------------------------------------------- NOTE 4 - STOCK REPURCHASE PLAN On March 28, 2002, Northeast Indiana Bancorp announced a new stock repurchase program to repurchase up to 5.00% of the outstanding shares in the open market as Treasury shares over the next twelve months. This program will include up to 76,649 shares. As of May 3, 2002, no shares have been repurchased under this program since its announcement. There were also 1,999 shares repurchased from exercised options year to date through May 3, 2002. 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 March 31, 2002, the capital requirements for First Federal under those regulatory requirements and First Federal's actual capital ratios. As of March 31, 2002, First Federal substantially exceeded all current regulatory capital standards. Minimum Required To Be Well Minimum Required For Capitalized Under Prompt Actual Capital Adequacy Purposes Corrective Action Regulations --------------- ------------------------- ----------------------------- Amount Ratio Amount Ratio Amount Ratio ------ ----- ------ ----- ------ ----- (Dollars in thousands) Total capital (to risk weighted assets) $25,601 17.52% $11,687 8.00% $14,609 10.00% Tier 1 (core) capital (to risk weighted assets) 24,291 16.63% 5,844 4.00% 8,766 6.00% Tier 1(core) capital (to Adjusted total assets) 24,291 10.55% 9,211 4.00% 11,514 5.00% Tier 1 (core) capital (to Average assets) 24,291 10.04% 9,676 4.00% 12,095 5.00% 6. NORTHEAST INDIANA BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2002 - -------------------------------------------------------------------------------- NOTE 6- NEW ACCOUNTING PRONOUNCEMENTS On January 1, 2002, Northeast Indiana Bancorp adopted a new accounting standard, which addresses accounting for goodwill and intangible assets arising from business combinations. Identifiable intangible assets must be separated from goodwill. Identifiable intangible assets with finite useful lives are amortized under the new standard, whereas unidentified intangible assets resulting from business combinations, both amounts previously recorded and future amounts purchased, cease being amortized. Annual impairment testing is required for goodwill with impairment being recorded if the carrying amount of goodwill exceeds its implied fair value. Adoption of this standard on January 1, 2002 did not have a material effect on Northeast Indiana Bancorp's consolidated financial position or results of operations. In August 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 143, "Accounting for Asset Retirement Obligations" which will be adopted by Northeast Indiana Bancorp on January 1, 2003. The new accounting standard addresses accounting for obligations associated with the retirement of tangible, long-lived assets and requires a liability to be recognized for the fair value of any such obligations. Adoption of this standard on January 1, 2003 is not expected to have a material effect on Northeast Indiana Bancorp's consolidated financial position or results of operations. On January 1, 2002, Northeast Indiana Bancorp adopted SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets." This new accounting standard establishes more restrictive requirements for the classification of assets as "held for sale" and also expands the types of dispositions that are to be accounted for as discontinued operations. Adoption of this standard on January 1, 2002 did not have a material effect on Northeast Indiana Bancorp's consolidated financial position or results of operations. 7. NORTHEAST INDIANA BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- GENERAL Northeast Indiana Bancorp, Inc. ("Northeast Indiana Bancorp") 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") as a unitary thrift holding company. Prior to the conversion, Northeast Indiana Bancorp did not engage in any material operations and at March 31, 2002, 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 AND FINANCIAL SERVICES During the year of 1998, First Federal established a trust department, which began operations in the fourth quarter. At the end of March 31, 2002, $41.0 million was held under asset 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. provides 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. 8. NORTHEAST INDIANA BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- FINANCIAL CONDITION Northeast Indiana Bancorp's total assets decreased $8.0 million or 3.36%from $238.4 million at December 31, 2001 to $230.4 million at March 31, 2002. This decrease was due primarily to a decrease in securities and cash equivalents, which were used to fund net deposit outflows and to pay down borrowed funds. Net loans receivable decreased $648,000 or 0.40% from $162.8 million at December 31, 2001 to $162.2 million at March 31, 2002. Loans held for sale decreased $939,000 from $1.5 million at December 31, 2001 to $604,000 at March 31, 2002 as First Federal has elected to keep some short term residential mortgages in its portfolio. Allowances for loan losses increased approximately $116,000 through the three months ended March 31, 2002, which is discussed in more detail on the next page. Securities available-for-sale decreased $3.9 million or 9.91% from $39.4 million to $35.5 million for the period December 31, 2001 to March 31, 2002. Borrowed funds have been reduced by $5.6 million predominately by a reduction in short term borrowings under repurchase agreements at the bank level. RESULTS OF OPERATIONS Northeast Indiana Bancorp had net income of $353,000 or $0.23 per diluted share for the three months ended March 31, 2002 compared to $393,000 or $0.24 per diluted share for the three months ended March 31, 2001. Net interest income was stable at $1.6 million for both the three months ended March 31, 2002 and the three months ended March 31, 2001. Interest income decreased $781,000 to $3.8 million for March 31, 2002 compared to $4.5 million for March 31, 2001. For the first quarter interest expense decreased $722,000 to $2.2 million for the quarter ended March 31, 2002 compared to $2.9 million for March 31, 2001. The decreases are from lower earning asset balances and constricted margins due to the declining interest rate environment over the past twelve months. Provision for loan losses increased by $67,000 for the three months ended March 31, 2002 compared to the same period ended March 31, 2001. The increased provisions are discussed in more detail under the non-performing assets and allowance for loan loss section. Non-interest income increased to $303,000 for the three months ended March 31, 2002 compared to $286,000 for the comparable period in 2001. This represents an increase of $17,000 or 5.9% for the three months ended March 31, 2002. This increase is primarily from a $12,000 increase in loan servicing fees and increases in other income including fee income from Trust and Financial Services and insurance. 9. NORTHEAST INDIANA BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- RESULTS OF OPERATIONS (CONTINUED) Non-interest expense remained at $1.2 million for the three months ended March 31, 2002 compared to $1.2 million for the corresponding period in 2001. Salaries and employee benefits increased $33,000 for the three months ended March 31, 2002 due to both annual compensation increases and staffing changes between periods, which were partially offset by decreases to data processing, professional fees, and other expenses. Income tax expense decreased for the three months ended March 31, 2002 due to lower taxable income compared to 2001 combined with relatively unchanged available tax credits from the Northeast Indiana Bancorp's investment in low income housing partnerships. This decrease was reflected in an effective tax rate of 25% for the quarter ended March 31, 2002 compared to a 29% effective tax rate for the quarter ended March 31, 2001. NON-PERFORMING ASSETS AND ALLOWANCE FOR LOAN LOSSES The allowance for loan losses is established through a provision for loan losses calculation based on management's quarterly asset classification review and evaluation of the risk inherent in its loan portfolio and changes in the nature and volume of its loan activity. Such evaluation, which considers among other matters, the estimated value of the underlying collateral, economic conditions, cash flow analysis, historical loan loss experience, discussions held with delinquent borrowers and other factors that warrant recognition in providing for an adequate allowance for loan losses. As a result of this review process, management recorded provisions for loan losses in the amount of $217,300 for the three months ended March 31, 2002 compared to $150,000 for the same period ended March 31, 2001. Even though non-performing loans have decreased to $6.1 million at March 31, 2002 from $6.9 million at December 31, 2001, there were increased loan charge-offs during the current quarter compared to the year earlier period. This was the primary reason for the increase in the loan loss provisions for the first quarter 2002 as compared to the first quarter 2001. Management has also become more proactive with commercial loan grading and tracking to monitor the impact of the continued economic slowdown and conditions within the local economy. 10. NORTHEAST INDIANA BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- 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 foreclosed assets and repossessed assets which have been acquired as a result of foreclosure or insubstance foreclosure. The following table summarizes in thousands the various categories of non-performing assets: March 31 December 31 2002 2001 ---- ---- Non-performing loans One-to-four-family $ 335 $ 442 Multi-family -- -- Commercial real estate 4,528 5,085 Construction or development -- -- Consumer 959 1,125 Commercial Business 311 267 ------ ------ Total $6,133 $6,919 ------ ------ Foreclosed assets One-to-four-family 74 46 Commercial and land 102 173 ------ ------ Total $ 176 $ 219 ------ ------ Repossessed Assets Consumer 27 38 Commercial 40 45 ------ ------ Total $ 67 $ 83 ------ ------ Total non-performing assets $6,376 $7,221 ====== ====== Total non-performing assets as a Percentage of total assets 2.77% 3.03% ====== ====== Total non-performing assets decreased from $7.2 million to $6.4 million or 2.77% of total assets at March 31, 2002 from 3.03% of total assets at December 31, 2001. At March 31, 2002, one borrower comprised $1.4 million or 21.88% of the $6.4 million in total non-performing assets. Management is continuing to work with this borrower and is comfortable with the collateral position at this time. In addition, the $4.5 million in commercial real estate non-performing loans includes $800,000 in loans secured by one-to-four family residential rental properties that were placed on non-accrual status at March 31, 2001 due to weakness in cash flows. 11. NORTHEAST INDIANA BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- NON-PERFORMING ASSETS AND ALLOWANCE FOR LOAN LOSSES (CONTINUED) Although the loans are on non-accrual status, the Bank continues to receive some interest payments on a cash basis. Impaired loans at March 31, 2002 were $5.6 million compared to $5.9 million at December 31, 2001. No new impaired loans were added during the first quarter 2002. 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, a leverage ratio of core capital to total assets, and a core capital ratio expressed as a percent of total adjusted assets. At March 31, 2002, First Federal exceeded all regulatory capital standards. At March 31, 2002, First Federal's risk based capital was $25.6 million or 17.52% of risk adjusted assets, which exceeds the OTS requirement of $11.7 million and 8.00% by $13.9 million and 9.52%. First Federal's core capital at March 31, 2002 is $24.3 million or 10.04% of average assets, which exceeds the OTS requirement of $9.7 million, and 4.00% by $14.6 million and 6.04%. 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. 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 March 31, 2002, First Federal had commitments to originate loans and to fund open lines of credit totaling $16.3 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. 12. NORTHEAST INDIANA BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- 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. 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. 13. NORTHEAST INDIANA BANCORP, INC. PART II Other Information ITEM 1 - LEGAL PROCEEDINGS 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 HOLDERS (a) The Annual Meeting of Shareholders ("the meeting") of Northeast Indiana Bancorp, Inc. was held on May 1, 2002. The matters approved by shareholders at the meeting and the number of votes cast for, against or withheld (as well as the number of abstentions) as to each matter are set forth below: (1) The election of the following director for a three year term: Votes ----- For Withheld --- -------- J David Carnes 989,433 180,583 (2) Ratification of 2002 Omnibus Incentive Plan: Votes ----- For Against Withheld --- ------- -------- 496,579 298,445 21,745 14. NORTHEAST INDIANA BANCORP, INC. PART II Other Information Continued ITEM 5 - OTHER INFORMATION None ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None (b) Reports on Form 8-K (1) January 23, 2002 Announcing Fourth Quarter 2001 Earnings (2) January 29, 2002 Announcing Quarterly Cash Dividend (3) February 20, 2002 Announcing Seventh Annual Shareholder's Meeting Date (4) March 8, 2002 Announcing Completion of Stock Repurchase Program (5) March 29, 2002 Announcing Stock Repurchase Program 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: May 15, 2002 By: /s/ Stephen E. Zahn ------------------------------------- Stephen E. Zahn President and Chief Executive Officer (Duly Authorized Officer) Date: May 15, 2002 By: /s/ Randy J Sizemore ------------------------------------- Randy J. Sizemore Senior Vice President and Chief Financial Officer (Principal Financial Officer) 16.