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, 2002 ------------- [ ] 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 incorporation or organization) (I.R.S. Employer 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-2,115,237 shares outstanding as of August 9, 2002 ---------------------------------------------------------------------------- INDEX COMMUNITY BANCORP OF NEW JERSEY PART I. FINANCIAL INFORMATION PAGE NO. - ------- --------------------- -------- Item 1. Financial Statements Consolidated Condensed Balance Sheets at June 30, 2002 (Unaudited) and December 31, 2001 3 Consolidated Condensed Statements of Income for the three and six months ended June 30, 2002 and 2001 (Unaudited) 4 Consolidated Condensed Statement of Changes in Stockholders' 5 Equity at June 30, 2002 (Unaudited) Consolidated Condensed Statements of Cash Flows for the six months ended June 30, 2002 and 2001 (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 - 23 PART II. OTHER INFORMATION Item 1. Legal Proceedings 24 Item 2. Changes in Securities and Use of Proceeds 24 Item 3. Defaults Upon Senior Securities 24 Item 4. Submission of Matters to a Vote of Security Holders 24 Item 5. Other Information 24 Item 6. Exhibits and Reports on Form 8-K a. Exhibits - CERTIFICATION 25 b. Reports on Form 8-K - None 24 SIGNATURES 26 2 COMMUNITY BANCORP OF NEW JERSEY CONSOLIDATED CONDENSED BALANCE SHEETS June 30, 2002 December 31, (Unaudited) 2001 ----------- ---- ASSETS (Dollars in thousands) Cash and cash equivalents: Cash and due from banks ................................................. $ .13,343 $ 9,342 Federal funds sold ...................................................... -- -- --------- --------- Total cash and cash equivalents 13,343 9,342 --------- --------- Investment securities available-for-sale ...................................... 77,324. 65,439 Investment securities held-to-maturity (fair value of $9,646 at June 30, 2002 and $15,217 at December 31, 2001) ......................... 9,535 15,310 Loans receivable .............................................................. 171,819 147,603 Allowance for loan loss ....................................................... (2,648) (1,964) --------- --------- Net loans receivable 169,171 145,639 --------- --------- Premises and equipment, net ................................................... 6,277 6,335 Accrued interest receivable ................................................... 1,603 1,457 Other assets .................................................................. 2,215 2,116 --------- --------- Total Assets $ 279,468 $ 245,638 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Non-interest bearing demand ............................................. $ 44,978 $ 43,539 Interest bearing - NOW .................................................. 27,149 24,741 Savings and money market ................................................ 91,093 66,466 Certificates of deposit, under $100,000 ................................. 50,334 47,894 Certificates of deposit, $100,000 and over .............................. 28,958 38,488 --------- --------- Total deposits 242,512 221,128 --------- --------- Short-term borrowings ......................................................... 14,300 1,600 Accrued interest payable ...................................................... 274 1,334 Other liabilities ............................................................. 268 433 --------- --------- Total liabilities 257,354 224,495 --------- --------- Stockholders' equity Commonstock - authorized 10,000,000 shares of no par value; issued and outstanding, net of treasury shares, 2,115,237 at June 30, 2002 and December 31, 2001 .......................................................... 25,509 23,147 Accumulated deficit ..................................................... (3,552 (1,889) Accumulated other comprehensive income .................................. 520 248 Treasury stock, 22,357 shares, at cost .................................. (363) (363) Total stockholders' equity 22,114 21,143 --------- --------- Total Liabilities and Stockholder's Equity $ 279,468 $ 245,638 ========= ========= 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, -------- -------- 2002 2001 2002 2001 ---- ---- ---- ---- (Dollars in thousands, except per share data) INTEREST INCOME Loans, including Fees .......................................... $2,889 $2,847 $5,681 $5,573 Federal funds sold ............................................. 3 262 5 462 Investment securities .......................................... 963 296 1,925 839 ------ ------ ------ ------ Total interest income 3,855 3,405 7,611 6,874 ------ ------ ------ ------ INTEREST EXPENSE Interest bearing - NOW ....................................... 50 68 92 130 Savings and money market ..................................... 443 410 841 944 Certificates of deposit ...................................... 704 893 1,515 1,829 Short-term borrowings ........................................ 30 -- 59 -- ------ ------ ------ ------ Total interest expense ............................. 1,227 1,371 2,507 2,903 ------ ------ ------ ------ Net interest income ................................ 2,628 2,034 5,104 3,971 Provision for loan losses....................................... 595 100 685 246 ------ ------ ------ ------ Net interest income after provision for loan losses 2,033 1,934 4,419 3,725 ------ ------ ------ ------ Non-interest income: Service fees on deposit accounts ............................. 109 94 205 196 Service fees on loans ........................................ 96 215 232 401 Other fees and commissions ................................... 104 67 258 137 ------ ------ ------ ------ Total non-interest income 309 376 695 734 ------ ------ ------ ------ Non interest expense: Salaries and wages ........................................... 837 729 1,632 1,378 Employee benefits ............................................ 149 113 283 216 Occupancy expense ............................................ 184 122 344 244 Depreciation - occupancy, furniture & equipment .............. 220 146 437 292 Other ........................................................ 717 658 1,338 1,261 ------ ------ ------ ------ Total non-interest expense 2,107 1,768 4,034 3,391 ------ ------ ------ ------ Income before income taxes ......................... 235 542 1,080 1,068 Income tax expense.............................................. 84 195 376 387 ------ ------ ------ ------ Net Income $ 151 $ 347 $ 704 $ 681 ====== ====== ====== ====== Per Common Share Net income - basic ........................................... $ 0.07 .$0.16 $ 0.33 $ 0.32 Net income - diluted ......................................... $ 0.07 $0.16 $ 0.32 $ 0.32 Weighted average shares outstanding (in thousands) Basic ........................................................ 2,115 2,115 2,115 2,115 Diluted ...................................................... 2,228 2,163 2,210 2,153 See accompanying notes to consolidated condensed financial statements. 4 COMMUNITY BANCORP OF NEW JERSEY CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY Accumulated (1) Other Total Common Treasury Accumulated Comprehensive Comprehensive Stockholders' Stock Stock Deficit Income Income Equity ---------- ---------- ------------ ------------- -------------- ------------- (Dollars in thousands) Balance December 31, 2001 ................ $ 23,147 $ (363) $ (1,889) $ 248 $ 21,143 5% stock dividend (100,508 shares) ....... 2,362 -- (2,362) -- -- Cash in lieu of fractional shares ........ -- -- (5) -- (5) Comprehensive Income: Net Income ......................... -- -- 704 -- $ 704 704 Increase in unrealized holding gains on securities, net ....... -- -- -- 272 272 272 -------- -------- Total Comprehensive Income ............... -- -- -- -- $ 976 -------- -------- -------- -------- -------- ======== Balance, June 30, 2002 (Unaudited) ....... $ 25,509 $ (363) $ (3,552) $ 520 $ 22,114 ======== ======== ======== ======== ======== (1) Includes accumulated charges for stock dividends of $5,822 and $3,455 at June 30, 2002 and December 31, 2001, respectively. 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, ------------------------- 2002 2001 -------- -------- (Dollars in thousands) Cash flows from operating activities: Net income ................................................ $ 704 $ 681 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization .................... 437 292 Provision for loan losses ........................ 685 246 Accretion of investment discount ................. (11) (71) Amortization of investment premium ............... 6 13 (Increase) decrease in accrued interest receivable (146) 506 (Increase) decrease other assets ................. (253) 207 (Decrease) increase in accrued interest payable .. (1,060) 394 (Decrease) increase in other liabilities ......... (165) 294 - ------------------------------------------------------------------- -------- -------- Net cash provided by operating activities .. 197 2,562 - ------------------------------------------------------------------- -------- -------- Cash flows from investing activities: Purchases of investment securities available-for-sale ..... (30,208) (29,288) Proceeds from maturities and calls of investment securities 24,529 38,980 Net increase in loans made to customers ................... (24,217) (18,200) Purchases of premises and equipment ....................... (379) (1,296) - ------------------------------------------------------------------- -------- -------- Net cash used in investing activities ...... (30,275) (9,804) - ------------------------------------------------------------------- -------- -------- Cash flows from financing activities: Net increase in demand deposits and savings accounts ...... 28,474 21,938 Net (decrease) increase in certificates of deposit ........ (7,090) 8,751 Stock dividend - cash paid in lieu of fractional shares ... (5) (3) Increase in short-term borrowings ......................... 12,700 -- - ------------------------------------------------------------------- -------- -------- Net cash provided by financing activities .. 34,079 30,686 - ------------------------------------------------------------------- -------- -------- Net increase (decrease) in cash and cash equivalents .............. 4,001 23,444 Cash and cash equivalents as of beginning of year ................. 9,342 9,624 - ------------------------------------------------------------------- -------- -------- Cash and cash equivalents as of end of period ..................... $ 13,343 $ 33,068 - ------------------------------------------------------------------- ======== ======== Supplemental disclosures of cash flow information: Cash paid during the period for interest .................. $ 3,567 $ 2,509 Cash paid during the period for income taxes .............. $ 694 $ 545 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, 2001. The results for the three months and six months ended June 30, 2002 are not necessarily indicative of the results that may be expected for the year ended December 31, 2002. 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 - STOCK DIVIDEND On April 9, 2002 the Company's Board of Directors approved a 5% stock dividend payable May 15, 2002 to shareholders of record as of April 23, 2002. 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 D - 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, 2002 and December 31, 2001 (Dollars in thousands). June 30, 2002 (Unaudited) ------------------------------------------------------- Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ------- ------- ------- ------- Securities available-for-sale: U.S. Government and agency securities... $75,698 $ 816 $ -- $76,514 Other securities ....................... 810 -- -- 810 ------- ------- ------- ------- $76,508 $ 816 $ -- $77,324 ======= ======= ======= ======= Securities held-to-maturity: U.S. Government and agency securities .. $ 8,500 $ 60 $ -- $ 8,560 Other securities ....................... 1,035 51 -- 1,086 ------- ------- ------- ------- $ 9,535 $ 111 $ -- $ 9,646 ======= ======= ======= ======= December 31, 2001 ------------------------------------------------------- Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ------- ------- ------- ------- Securities available-for-sale: U.S. Government and agency securitiesvvv $ 64,569 $ 510 $ (120) $ 64,959 Other securities ....................... 480 -- -- 480 -------- -------- -------- -------- $ 65,049 $ 510 $ (120) $ 65,439 ======== ======== ======== ======== Securities held-to-maturity: U.S. Government and agency securities .. $ 14,275 $ 6 $ (145) $ 14,136 Other securities ....................... 1,035 46 -- 1,081 -------- -------- -------- -------- $ 15,310 $ 52 $ (145) $ 15,217 ======== ======== ======== ======== The following table sets forth as of June 30, 2002 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 ................. $ -- $ -- $ 535 $ 535 Due after one year through five years.... 75,698 76,514 8,500 8,560 Due after five years through ten years .. -- -- 500 551 Due after ten years ..................... 810 810 -- -- ------- ------- ------- ------- $76,508 $77,324 $ 9,535 $ 9,646 ======= ======= ======= ======= 9 COMMUNITY BANCORP OF NEW JERSEY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) Continued NOTE E - LOANS RECEIVABLE and ALLOWANCE FOR LOAN LOSSES The following table summarizes the components of the loan portfolio as of June 30, 2002 and December 31, 2001 (Dollars in thousands). Loan Portfolio By Type of Loan --------------------------------------------------- June 30, 2002 (Unaudited) December 31, 2001 -------------------- ------------------------- Amount Percent Amount Percent ------- ------- ------- ------- Commercial and industrial loans..... $31,240 18.18% $25,736 17.44% Commercial mortgage loans .......... 84,367 49.10% 74,258 50.31% Residential mortgages .............. 7,161 4.17% 6,970 4.72% Construction loans ................. 28,869 16.80% 21,962 14.88% Consumer loans ..................... 20,137 11.72% 18,559 12.57% Other loans ........................ 45 0.03% 118 0.08% -------- ------ -------- ------ $171,819 100.00% $147,603 100.00% ======== ====== ======== ====== The following table represents the activity in the allowance for loan losses for the six month periods ended June 30, 2002 and 2001 and the year ended December 31, 2001 (Dollars in thousands). Allowance For Loan Losses ----------------------------------------------- Six Months Ended June 30, (Unaudited) Year Ended ------------------------- December 31, 2002 2001 2001 ------- ------- ------- Balance - beginning of period .............. $ 1,964 $ 1,584 $ 1,584 Charge-offs ................................ (1) (3) (6) Provision for loan losses .................. 685 246 386 ------- ------- ------- Balance - end of period .................... $ 2,648 $ 1,827 $ 1,964 ======= ======= ======= Balance of Allowance at period-end as a % of loans at period-end ................. 1.54% 1.30% 1.33% ======= ======= ======= 10 COMMUNITY BANCORP OF NEW JERSEY Management's Discussion and Analysis of Financial Condition and Results of Operations CRITICAL ACCOUNTING POLICIES, JUDGMENTS AND ESTIMATES The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (US GAAP) and predominant practices within the banking industry. The accompanying consolidated financial statements include the accounts of the Company, and all its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The principal estimate that is particularly susceptible to significant change in the near term relates to the allowance for loan losses. The evaluation of the adequacy of the allowance for loan losses includes an analysis of the individual loans and overall risk characteristics and size of the different loan portfolios, and takes into consideration current economic and market conditions, the capability of specific borrowers to pay specific loan obligations, as well as current loan collateral values. However, actual losses on specific loans, which also are encompassed in the analysis, may vary from estimated losses. The allowance for loan loss is maintained at an amount management deems adequate to cover estimated losses. In determining the level to be maintained, management evaluates many factors including current economic trends, industry experience, historical loss experience, industry loan concentrations, the borrowers' ability to repay and repayment performance, and estimated collateral values. In the opinion of management, the present allowance is adequate to absorb reasonable, foreseeable loan losses. While management uses available information to recognize losses on loans, future additions to the allowance may be necessary based on changes in economic conditions or any of the other factors used in management's determination. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Company's allowance for losses on loans. Such agencies may require the Company to recognize additions to the allowance based on their judgments about information available to them at the time of their examination. Loans are placed on non-accrual when a loan is specifically determined to be impaired or when principal or interest is delinquent for 90 days or more. Any unpaid interest previously accrued on those loans is reversed from income. Interest income generally is not recognized on specific impaired loans unless the likelihood of further loss is remote. Interest payments received on such loans are applied as a reduction of the loan principal balance. Interest income on other non-accrual loans is recognized only to the extent of interest payments received. The Company accounts for its impaired loans in accordance with SFAS No. 114. This standard requires that a creditor measure impairment based on the present value of expected future cash flows discounted at the loan's effective interest rat, except that as a practical expedient, a creditor may measure impairment based on a loan's observable market price, or the fair value of the collateral if the loan is collateral dependent. Regardless of the measurement method, a creditor must measure impairment based on the fair value of the collateral when the creditor determines that foreclosure is probable. The Company recognizes deferred tax assets and liabilities for the future tax effects of temporary differences, net operating loss carryforwards and tax credits. Deferred tax assets are subject to management's judgment based upon available evidence that future realization is more likely than not. In the event management determines the inability to realize all or part of net deferred tax assets in the future, a direct charge to income tax expense may be required to reduce the recorded value of the net deferred tax asset to the expected realizable amount. 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, 2002 increased by $33.8 million, or 13.8%, to $279.5 million compared to $245.6 million at December 31, 2001. Total assets averaged $256.3 million in the first six months of 2002, a $53.1 million, or 26.1%, increase from the 2001 full year average of $203.2 million. Average loans increased $20.0 million, or 14.4%, to $158.5 million in the first six months of 2002, from the 2001 full year average of $138.5 million. Average investment securities increased by $40.4 million, or 98.5%, to $81.4 million; average Federal funds sold decreased by $10.1 million, or 94.4%, to $600 thousand; the average of all other assets increased by $3.1 million, or 20.9%, to $17.9 million; and the loan loss reserve average increased $242 thousand, or 11.1%, to $2.0 million during the first six months of 2002 compared to the full year 2001 averages. These increases in average assets were funded primarily by a $47.2 million, or 26.3%, increase in average deposits, as average deposits for the first six months of 2002 increased to $227.0 million from the full year 2001 average of $179.8 million. Increases in average assets were further funded by a $5.1 million, or 463.6%, increase in average short-term borrowings, as average short-term borrowings for the first six months of 2002 increased to $6.2 million from the full year 2001 average of $1.1 million. Lending Activity - ---------------- Total loans at June 30, 2002 were $171.8 million, a 16.4%, or $24.2 million increase from December 31, 2001. 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 $10.1 million in commercial mortgage loans, $6.9 million in construction loans, $5.5 million in commercial and industrial loans, $1.5 million in consumer and other loans and $191 thousand in residential mortgage loans. The 16.4% increase in loans at June 30, 2002 compared to December 31, 2001 is partially attributable to greater penetration of our marketplace and continued loan demand within our market area and targeted customer base. Since September 1997, we have opened six new offices. 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. Further enhancing loan growth has been our desire to provide quality customer service. Our focus is on the continued origination, retention and service of a high quality loan portfolio. 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 11 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. Allowance for Loan Losses - ------------------------- The allowance for loan losses was $2.6 million, or 1.54% of total loans, at June 30, 2002 compared to $2.0 million, or 1.33% of total loans, at December 31, 2001. At June 30, 2002 we had $2.4 million in non-accrual loans compared to no non-accrual loans at December 31, 2001. 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 existing loan portfolio. During the second quarter, the Company placed $2.4 million of commercial loans issued to this borrower on non-accrual, and has subsequently been negotiating a settlement of these problem loans. Although no settlement has yet been finalized, based upon the current facts and circumstances regarding these loans, the Company added $480,000 to its loan loss reserve to fully cover anticipated losses on these credits. We also added $480,000 to our loan loss reserve at June 30, 2002 to fully cover anticipated losses associated with a series of credit facilities to a single borrower, an insurance premium financer. 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 increased by $6.2 million, or 7.7%, to $86.9 million at June 30, 2002 compared to $80.7 million at December 31, 2001. During the last three quarters of 2001 and first two quarters of 2002, we utilized our liquidity in excess of loan demand to fund additional purchases of investment securities available-for-sale. This strategy resulted from Asset/Liability management considerations arising from our analysis of several economic scenarios including reduced loan growth and deposit repricing opportunities starting within the second quarter of 2001. During the first six months of 2002, forecasted maturities and calls of $24.5 million in investment securities were used to fund loan growth amounting to $24.2 million as loan demand increased and we utilized excess liquidity with additional purchases of investment securities of $30.2 million. 12 Management determines the appropriate classification of securities at the time of purchase. At June 30, 2002, investment securities of $77.3 million, or 89.0% of the total investment securities portfolio, were classified as available-for-sale and investment securities of $9.5 million, or 11.0% 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 two years 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. Deposits - -------- Deposits are our primary source of funds. Total deposits increased by $21.4 million, or 9.7%, to $242.5 million at June 30, 2002 compared to $221.1 million at December 31, 2001. 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 we adjusted the mix of our deposit base through marketing and pricing initiatives, lower costing demand deposits and savings accounts increased by $28.5 million, while higher costing certificates of deposit decreased by $7.1 million. Average total deposits increased by $47.2 million, or 26.3%, to $227.0 million for the six months ended June 30, 2002 compared to the 2001 full year average of $179.8 million. Changes in the deposit mix averages for the six months ended June 30, 2002 compared to the 2001 full year averages include a $24.4 million, or 47.8%, increase in savings deposits; a $807 thousand, or 4.1%, decrease in NOW account deposits; a $15.8 million, or 23.8%, increase in time deposits; a $605 thousand, or 9.2%, increase in money market deposits; and a $7.3 million, or 20.1%, 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. 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 $83.7 million at June 30, 2002, 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. 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 4.8% and 3.8% of our total assets at June 30, 2002 and December 31, 2001, respectively. 13 As shown in the Consolidated Condensed Statements of Cash Flows, our primary source of funds at June 30, 2002 was increased targeted deposit products, proceeds from maturities and calls of investment securities, and to a lesser extent, short-term borrowed funds. Deposit increases amounted to $21.4 million for the six months ended June 30, 2002 and proceeds from maturities and calls of investment securities amounted to $24.5 million. These sources of funds were augmented with an increase of $12.7 million in short-term borrowings as of June 30, 2002. During the first six months of 2002, we utilized deposit growth, matured investment securities, and to a lesser extent, short-term borrowings as funding sources for increased loans made to customers amounting to $24.2 million and securities purchases amounting to $30.2 million. We also have several additional sources of liquidity, including the available-for-sale investment securities portfolio, which at June 30, 2002 amounted to $77.3 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 $11.0 million in Federal funds and may borrow funds at the Federal Reserve discount window, subject to our ability to supply collateral. We are also a member of the Federal Home Loan Bank of New York and have an additional combined overnight borrowing line term line of $21.4 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, 2002, we had $14.3 million in short-term borrowings. 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 $1.0 million at June 30, 2002 compared to December 31, 2001. The changes in stockholders' equity during the six months ended June 30, 2002 were comprised of an increase from net income of $704 thousand and an increase of $272 thousand in the unrealized gains, net of taxes, in the available-for-sale investment securities portfolio. These increases were partially off-set by a payment of $5 thousand of cash in lieu of fractional shares associated with our second quarter 5% stock dividend. Our regulators, the Board of Governors of the Federal Reserve System (which regulates bank holding companies), and the Federal Deposit Insurance Corporation, have issued guidelines classifying and defining capital. The following table summarizes the risk-based and leverage capital ratios for the Company and the Bank at June 30, 2002 as well as the regulatory required minimum and "well capitalized" capital ratios: June 30, 2002 Regulatory Requirement ------------------- -------------------------------- Company Bank Minimum "Well Capitalized" ------- ---- ------- ------------------ Risk-based Capital: Tier I capital ratio........... 10.98% 10.99% 4.00% 6.00% Total capital ratio............ 12.23% 12.24% 8.00% 10.00% Leverage ratio.................. 8.22% 8.23% 3.00%-5.00% 5.00% or greater 14 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. RESULTS OF OPERATIONS for the six months ended June 30, 2002 compared to the six months ended June 30, 2001 Net Income - ---------- For the six months ended June 30, 2002, we earned $704 thousand compared to $681 thousand in net income for the same period last year. Basic and diluted net income per share for the six months ended June 30, 2002 was $0.33 and $0.32, respectively, compared to basic and diluted net income per share of $0.32 for the same prior year period. The marginal increase in net income was primarily due to a $1.1 million, or 28.5%, increase in net interest income, an $11 thousand, or 2.8% reduction in income tax expense, and was partially offset by an increase in loan loss provision of $439 thousand, or 178.5%, a reduction in non-interest income of $39 thousand, or 5.3%, and increased non-interest expenses of $643 thousand, or 19.0%. Net Interest Income - ------------------- Net interest income increased $1.1 million, or 28.5%, to $5.1 million for the six months ended June 30, 2002 from $4.0 million for the same prior year period. The increase in net interest income was due primarily to volume related increases amounting to $1.3 million as average interest earning assets, net of average interest bearing liabilities, increased by $6.8 million, or 15.5%, for the first six months of 2002 compared to the same prior year period. The volume related increases in net interest income were partially offset by rate related decreases in net interest income amounting to $151 thousand. Our net interest margin (annualized net interest income divided by average interest earning assets) for the six months ended June 30, 2002 decreased to 4.28% compared to 4.53% for the same prior year period. The decrease in net interest margin of 25 basis points resulted from a change in the mix of average interest earning assets, as average investment securities increased by 211.8% to $81.4 million from $26.1 million. The relatively consistent net interest margin resulted primarily from timely implementation of asset/liability management strategies as the Federal Reserve Bank reduced the target funds rate to 1.75%. 15 Interest income increased $737 thousand, or 10.7%, to $7.6 million for the six months ended June 30, 2002 compared to $6.9 million for the same period in 2001. The improvement in interest income was primarily due to volume related increases in income from the loan portfolio of $1.8 million and volume related increases in income of $1.777 million in investment securities and was offset by a reduction in Federal funds sold income of $448 thousand, as our growth resulted in an increase in average earning assets of $63.9 million, or 36.2%, to $240.5 million for the six months ended June 30, 2002 compared to $176.6 million for the same period in 2001. In addition to the volume related net increase amounting to $2.5 million, total interest income decreased by $1.8 million from rate related decreases as interest rates on earning assets repriced to current lower yields compared to yields in the same period in 2001. Interest expense for the first six months of 2002 decreased $396 thousand, or 13.6%, compared to the same prior year period. The decrease in interest expense was due primarily to net rate related decreases in interest bearing deposits, which accounted for $1.6 million of the expense decrease, and was partially offset by $1.2 million attributable to net volume related increases. 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 changing market rates and the need to provide cost effective sources of funds. 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, 2002 compared to the quarter ended June 30, 2001 and the six months ended June 30, 2002 compared to the same prior year period. 16 CONSOLIDATED AVERAGE BALANCE SHEETS With Resultant Interest And Average Rates Three Months Ended Three Months Ended June 30, 2002 June 30, 2001 ------------------------------------- ----------------------------------- Average Interest Average Average Interest Average Balance Income/Expense Rate Balance Income/Expense Rate ---------- -------------- --------- ---------- -------------- ------- (In thousands, except percentages) ASSETS Interest Earning Assets: Federal Funds Sold ............................. $ 738 $ 3 1.63% $ 23,694 $ 262 4.44% Investment Securities .......................... 81,789 963 4.71% 19,589 296 6.04% Loans (net of unearned income) (1) (2) ......... 164,194 2,889 7.06% 135,481 2,847 8.43% --------- --------- --------- --------- Total Interest Earning Assets ........ 246,721 3,855 6.27% 178,764 3,405 7.64% --------- --------- --------- --------- Non-Interest Earning Assets: Loan Loss Reserve .............................. (2,103) (1,772) All Other Assets ............................... 17,994 13,526 --------- Total Assets ......................... $ 262,612 $ 190,518 ========= ========= LIABILITIES & STOCKHOLDERS' EQUITY Interest-Bearing Liabilities: NOW Deposits ................................... $ 19,107 50 1.05% $ 19,307 68 1.41% Savings Deposits ............................... 79,897 402 2.02% 48,113 356 2.97% Money Market Deposits .......................... 7,279 41 2.26% 6,829 54 3.17% Time Deposits .................................. 81,220 704 3.48% 59,201 893 6.05% Short-term Borrowings .......................... 6,291 30 1.91% -- -- 0.00% --------- --------- --------- --------- Total Interest Bearing Liabilities ... 193,794 1,227 2.54% 133,450 1,371 4.12% --------- --------- --------- --------- Non-Interest Bearing Liabilities: Demand Deposits ................................ 45,961 34,466 Other Liabilities .............................. 953 2,576 --------- --------- Total Non-Interest Bearing Liabilities 46,914 37,042 --------- --------- Stockholders' Equity ................................... 21,904 20,026 --------- --------- Total Liabilities and Stockholders' Equity ............................... $ 262,612 $ 190,518 ========= ========= NET INTEREST INCOME .................................... $ 2,628 $ 2,034 ========= ========= NET INTEREST SPREAD (3) ................................ 3.73% 3.52% NET INTEREST MARGIN (4) ................................ 4.27% 4.56% (1) Included in interest income on loans are loan fees. (2) Includes non-performing loans. Average non-accrual loans for the periods presented amounted to $2.38 million for the quarter ended June 30, 2002. (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. 17 CONSOLIDATED AVERAGE BALANCE SHEETS With Resultant Interest And Average Rates Six Months Ended Six Months Ended June 30, 2002 June 30, 2001 -------------------------------------- ----------------------------------- Average Interest Average Average Interest Average Balance Income/Expense Rate Balance Income/Expense Rate ---------- -------------- -------- ---------- -------------- -------- (In thousands, except percentages) ASSETS Interest Earning Assets: Federal Funds Sold ............................. $ 598 $ 5 1.69% $ 19,436 $ 462 4.79% Investment Securities .......................... 81,418 1,925 4.73% 26,113 839 6.43% Loans (net of unearned income) (1) (2) ......... 158,488 5,681 7.23% 131,036 5,573 8.58% --------- --------- --------- --------- Total Interest Earning Assets ........ 240,504 7,611 6.38% 176,585 6,874 7.85% --------- --------- --------- --------- Non-Interest Earning Assets: Loan Loss Reserve .............................. (2,041) (1,700) All Other Assets ............................... 17,855 12,992 --------- --------- Total Assets ......................... $ 256,318 $ 187,877 ========= ========= LIABILITIES & STOCKHOLDERS' EQUITY Interest-Bearing Liabilities: NOW Deposits ................................... $ 18,771 92 0.99% $ 17,284 130 1.52% Savings Deposits ............................... 75,330 762 2.04% 47,600 788 3.34% Money Market Deposits .......................... 7,087 79 2.25% 8,372 156 3.76% Time Deposits .................................. 82,227 1,515 3.72% 59,286 1,829 6.22% Short-term Borrowings .......................... 6,246 59 1.90% -- -- 0.00% --------- --------- --------- --------- Total Interest Bearing Liabilities ... 189,661 2,507 2.67% 132,542 2,903 4.42% --------- --------- --------- --------- Non-Interest Bearing Liabilities: Demand Deposits ................................ 43,562 33,114 Other Liabilities .............................. 1,405 2,381 --------- --------- Total Non-Interest Bearing Liabilities 44,967 35,495 --------- --------- Stockholders' Equity ................................... 21,690 19,840 --------- --------- Total Liabilities and Stockholders' Equity ............................... $ 256,318 $ 187,877 ========= ========= NET INTEREST INCOME .................................... $ 5,104 $ 3,971 ========= ========= NET INTEREST SPREAD (3) ................................ 3.72% 3.43% NET INTEREST MARGIN (4) ................................ 4.28% 4.53% (1) Included in interest income on loans are loan fees. (2) Includes non-performing loans. Average non-accrual loans for the periods presented amounted to $1.19 million for the six months ended June 30, 2002. (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 ANALYSIS OF CHANGES IN CONSOLIDATED NET INTEREST INCOME Three Months Ended June 30, 2002 Six Months Ended June 30, 2002 Compared to Three Months Ended Compared to Six Months Ended June 30, 2001 June 30, 2001 ------------------------------- -------------------------------- Increase (Decrease) Due To Increase (Decrease) Due To ------------------------------- -------------------------------- Volume Rate Net Volume Rate Net ------- ------- ------- ------- ------- ------- (In thousands) (In thousands) Interest Earned On: Federal Funds Sold ............. $ (254) $ (5) $ (259) $ (448) $ (9) $ (457) Investment Securities .......... 940 (273) 667 1,777 (691) 1,086 Loans (net of unearned income) . 603 (561) 42 1,168 (1,060) 108 ------- ------- ------- ------- ------- ------- Total Interest Income 1,289 (839) 450 2,497 (1,760) 737 ------- ------- ------- ------- ------- ------- Interest Paid On: NOW Deposits ................... (1) (17) (18) 11 (49) (38) Savings Deposits ............... 235 (189) 46 459 (485) (26) Money Market Deposits .......... 4 (17) (13) (24) (53) (77) Time Deposits .................. 332 (521) (189) 708 (1,022) (314) Short-term Borrowings .......... 30 -- 30 59 -- 59 ------- ------- ------- ------- ------- ------- Total Interest Expense 600 (744) (144) 1,213 (1,609) (396) ------- ------- ------- ------- ------- ------- Net Interest Income .. $ 689 $ (95) $ 594 $ 1,284 $ (151) $ 1,133 ======= ======= ======= ======= ======= ======= 19 Provision for Loan Losses - ------------------------- The provision for loan losses increased to $685 thousand for the first six months of 2002 compared to a provision of $246 thousand for the same period in 2001. 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. We had $2.4 million of non-accrual loans at June 30, 2002, and established $480 thousand in provisions for loan losses to cover anticipated losses associated with these loans. The allowance for loan losses totaled $2.6 million, or 1.54% of total loans, at June 30, 2002. Non-Interest Income - ------------------- Total non-interest income was $695 thousand for the first six months of 2002 compared to $734 thousand for the first six months of 2001, a decrease of $39 thousand, or 5.3%. The decrease was attributable primarily to a decrease in non-interest service fees on loans, which amounted to $232 thousand for the six months ended June 30, 2002 compared to $401 thousand earned for the same prior year period, a decrease of $169 thousand, or 42.1%. This decrease in non-interest service fees on loans resulted primarily from reduced activity in loan participations. All other non-interest income increased by $130 thousand, or 39.0%, to $463 thousand, and resulted from the continued growth of the Company. Non-Interest Expense - -------------------- Total non-interest expense amounted to $4.0 million for the six months ended June 30, 2002, an increase of $643 thousand, or 19.0%, 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 $321 thousand, or 20.1%, and reflected increases in the number of employees from 87 full-time equivalents for the period ended June 30, 2001 to 96 full-time equivalents for the period ended June 30, 2002. 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 and Shrewsbury, New Jersey branches. Occupancy and depreciation expenses increased $245 thousand, or 45.7%, for the first six months of 2002 compared to the same period in 2001. The increase was attributable primarily to increased lease expense and increased common area maintenance costs due on new branch offices, in addition to increased depreciation costs associated with new deposit services facilities and on purchases of enhanced computer processing equipment. Other expenses increased $77 thousand, or 6.1%, for the first six months of 2002 compared to the first six months of 2001. The increase was attributable to increased other expenses resulting from our continued growth. In addition, 2001 expenses were increased by $130 thousand due to systems related conversion costs as we prepared for a bank-wide operating systems conversion which was successfully completed during July, 2001. 20 Income Tax Expense - ------------------ For the six months ended June 30, 2002, we recognized $376 thousand in income tax expense compared to $387 thousand in income tax expense during the first six months of 2001. The effective tax rate for the first six months of 2002 was 34.8% compared to 36.2% for the same period during 2001. Return on Average Assets and Average Equity - -------------------------------------------- Two industry measures of performance by a banking institution are its return on average assets and return on average equity. Return on average assets ("ROA") measures net income in relation to total average assets and indicates a company's ability to employ its resources profitably. For the six months ended June 30, 2002, our ROA was 0.55% compared to 0.74% for the year ended December 31, 2001. Return on average equity ("ROE") is determined by dividing annual net income by average stockholders' equity and indicates how effectively a company can generate net income on the capital invested by its stockholders. ROE decreased to 6.55% for the six months ended June 30, 2002, compared to 7.45% for the year ended December 31, 2001. The decrease in both performance measures resulted from the addition of $480 thousand to our loan loss reserve at June 30, 2002 to fully cover anticipated losses associated with a series of credit facilities to a single borrower. RESULTS OF OPERATIONS for the three months ended June 30, 2002 compared to the three months ended June 30, 2001 Net Income - ---------- For the three months ended June 30, 2002, we earned $151 thousand compared to $347 thousand in net income for the same period last year, a decrease of $196 thousand, or 56.5%. Basic and diluted net income per share for the three months ended June 30, 2002 was $0.07, compared to basic and diluted net income per share of $0.16 for the same prior year quarter. The decrease in net income was primarily due to a $594 thousand, or 29.2%, increase in net interest income, a $111 thousand, or 56.9% reduction in income tax expense, and was further effected by an increase in loan loss provision of $495 thousand, or 495.0%, a reduction in non-interest income of $67 thousand, or 17.8%, and increased non-interest expenses of $339 thousand, or 19.2%. Net Interest Income - ------------------- Net interest income increased $594 thousand, or 29.2%, to $2.6 million for the three months ended June 30, 2002 from $2.0 million for the same prior year period. The increase in net interest income was due primarily to volume related increases amounting to $689 thousand as average interest earning assets, net of average interest bearing liabilities, increased by $7.6 million, or 16.8%, for the second quarter of 2002 compared to the same prior year period. The volume related increases in net interest income were partially offset by rate related decreases in net interest income amounting to $95 thousand. Our net interest margin (annualized net interest income divided by average interest earning assets) for the three months ended June 30, 2002 decreased to 4.27% compared to 4.56% for the same prior year period. The decrease in net interest margin of 29 basis points resulted from a change in the mix of average interest earning assets, as average investment securities increased by 317.5% to $81.8 million from $19.6 million. The relatively consistent net interest margin 21 resulted primarily from timely implementation of asset/liability management strategies as the Federal Reserve Bank reduced the target funds rate to 1.75%. Interest income increased $450 thousand, or 13.2%, to $3.9 million for the three months ended June 30, 2002 compared to $3.4 million for the same period in 2001. The improvement in interest income was primarily due to volume related increases in income from the loan portfolio of $603 thousand and volume related increases in income of $940 thousand in investment securities and was offset by a reduction in Federal funds sold income of $254 thousand, as our growth resulted in an increase in average earning assets of $67.9 million, or 38.0%, to $246.7 million for the quarter ended June 30, 2002 compared to $178.8 million for the same period in 2001. In addition to the volume related net increase amounting to $1.3 million, total interest income decreased by $839 thousand from rate related decreases as interest rates on earning assets repriced to current lower yields compared to yields in the same period in 2001. Interest expense for the second quarter of 2002 decreased $144 thousand, or 10.5%, compared to the same prior year period. The decrease in interest expense was due primarily to net rate related decreases in interest bearing deposits, which accounted for $744 thousand of the expense decrease, and was partially offset by $600 thousand attributable to net volume related increases. 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 changing market rates and the need to provide cost effective sources of funds. Provision for Loan Losses - ------------------------- The provision for loan losses increased to $595 thousand for the second quarter of 2002 compared to a provision of $100 thousand for the same period in 2001. 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. We had $2.4 million of non-accrual loans at June 30, 2002, and established $480 thousand in provisions for loan losses to cover anticipated losses associated with these loans. The allowance for loan losses totaled $2.6 million, or 1.54% of total loans, at June 30, 2002. Non-Interest Income - ------------------- Total non-interest income was $309 thousand for the second quarter of 2002 compared to $376 thousand for the second quarter of 2001, a decrease of $67 thousand, or 17.8%. The decrease was attributable primarily to a decrease in non-interest service fees on loans, which amounted to $96 thousand for the three months ended June 30, 2002 compared to $215 thousand earned for the same prior year period, a decrease of $119 thousand, or 55.3%. This decrease in non-interest service fees on loans resulted primarily from reduced activity in loan participations. All other non-interest income increased by $52 thousand, or 32.3%, to $213 thousand, and resulted from the continued growth of the Company. Non-Interest Expense - -------------------- Total non-interest expense amounted to $2.1 million for the quarter ended June 30, 2002, an increase of $339 thousand, or 19.2%, over the same prior year period. The increase was due primarily to increases in employment expenses as well as increases in occupancy expenses, 22 equipment expenses and other expenses generally attributable to our growth. Of this increase, employment costs increased $144 thousand, or 17.1%, and reflected increases in the number of employees from 87 full-time equivalents for the period ended June 30, 2001 to 96 full-time equivalents for the period ended June 30, 2002. 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 and Shrewsbury, New Jersey branches. Occupancy and depreciation expenses increased $136 thousand, or 50.7%, for the second quarter of 2002 compared to the same period in 2001. The increase was attributable primarily to increased lease expense and increased common area maintenance costs due on new branch offices, in addition to increased depreciation costs associated with new deposit services facilities and on purchases of enhanced computer processing equipment. Other expenses increased $59 thousand, or 9.0%, for the second three quarter of 2002 compared to the second quarter of 2001. The increase was attributable to increased other expenses resulting from our continued growth. In addition, 2001 expenses were increased by $60 thousand due to systems related conversion costs as we prepared for a bank-wide operating systems conversion which was successfully completed during July, 2001. Income Tax Expense - ------------------ For the three months ended June 30, 2002, we recognized $84 thousand in income tax expense compared to $195 thousand in income tax expense during the second quarter of 2001. The effective tax rate for the second quarter of 2002 was 35.7% compared to 36.0% for the same period during 2001. Return on Average Assets and Average Equity - -------------------------------------------- Two industry measures of performance by a banking institution are its return on average assets and return on average equity. Return on average assets ("ROA") measures net income in relation to total average assets and indicates a company's ability to employ its resources profitably. For the three months ended June 30, 2002, our ROA was 0.23% compared to 0.74% for the year ended December 31, 2001. Return on average equity ("ROE") is determined by dividing annual net income by average stockholders' equity and indicates how effectively a company can generate net income on the capital invested by its stockholders. ROE decreased to 2.76% for the quarter ended June 30, 2002, compared to 7.45% for the year ended December 31, 2001. The decrease in both performance measures resulted from the addition of $480 thousand to our loan loss reserve at June 30, 2002 to fully cover anticipated losses associated with a series of credit facilities to a single borrower. 23 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 18, 2002. The following were the results of voting on the one proposal presented: Note: Shares Outstanding were..................... 2,014,729 Shares Voted were............................ 1,658,757 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 97% of the shares voted, in favor of their appointment. Elected Director Votes For Votes Withheld % ------------------------- ------------- ---------------- --------- Charles Kaempffer 1,656,165 2,592 99.8% William Mehr 1,655,598 3,159 99.8% Robert O'Donnell 1,623,719 35,159 97.9% Item 5. Other Information ----------------- Not Applicable. Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) Exhibits - CERTIFICATION (page 25) (b) Reports on Form 8-K The Registrant filed no Form 8-K's during the second quarter 2002. 24 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 The undersigned, Robert D. O'Donnell and Michael Bis hereby jointly certify, Pursuant to U.S. C. Section 1350,as adopted to Section 906 of the Sarbanes-Oxley Act of 2002 as follows: (a) They are the Chief Executive Officer and the Chief Financial Officer, respectively, of Community Bancorp of New Jersey (the "Company"); (b) To the best of their knowledge, the Company's Quarterly Report on Form 10-QSB for the quarter ended June 30, 2002 (the "Report") complies in all material respects with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and (c) To the best of their knowledge, based upon a review of the Report, the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Robert D. O'Donnell ------------------------- Robert D. O'Donnell President and Chief Executive Officer ------------------------------------- Title August 13, 2002 --------------- Date /s/ Michael Bis --------------------------- Michael Bis Sr. Vice President and Chief Financial Officer ---------------------------------------------- Title August 13, 2002 --------------- Date 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 13, 2002 By: /s/ Robert D. O'Donnell --------------- ------------------------------------- ROBERT D. O'DONNELL President and Chief Executive Officer By: /s/ Michael Bis ---------------------------------------------- MICHAEL BIS Sr. Vice President and Chief Financial Officer 26