SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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, 2004
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from__________________to_______________________
COMMISSION File Number: 0-26577
Webster City Federal Bancorp
(Exact name of registrant as specified in its charter)
United States 42-1491186
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
820 Des Moines Street, Webster City, Iowa 50595-0638
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 515-832-3071
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) has filed all reports required to be filed by
section 13 or 15(d) of the Exchange Act during the past 12 months (or shorter
period that the registrant was required to file such reports), and (2) has been
subject to current filing requirements for the past 90 days. |X| Yes |_| No
Transitional Small Business Disclosure Format: |_| Yes |X| No
Indicate the number of shares outstanding for each of the issuer's classes
of common stock, as of the latest practicable date:
3,772,372 shares of common stock, $.10 par value, outstanding at July, 31, 2004.
Webster City Federal Bancorp and Subsidiaries
Index
Page
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Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets
at June 30, 2004 (unaudited) and December 31, 2003 1
Consolidated Statements of Operations
for the three and six months ended June 30, 2004
and 2003 (unaudited) 2
Consolidated Statements of Cash Flows
for the six months ended June 30, 2004
and 2003 (unaudited) 3
Notes to Consolidated Financial Statements (unaudited) 4
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 6
Item 3. Controls and Procedures
Part II. Other Information
Other Information 11
Webster City Federal Bancorp and Subsidiaries
Consolidated Balance Sheets
June 30, December 31,
2004 2003
------------- -------------
Assets (Unaudited)
Cash and cash equivalents $ 3,442,826 $ 3,430,915
Time deposits in other financial institutions 12,768,000 12,273,000
Securities available-for-sale 12,950,744 13,627,119
Securities held-to-maturity 3,699,067 3,478,632
(market value of $3,678,797 and $3,566,728, as of
June 30, 2004 and Decemeber 31, 2003, respectively.)
Loans receivable, net 69,032,794 69,028,234
Federal Home Loan Bank (FHLB) stock, at cost 555,500 555,400
Bankers' Bank stock, at cost 147,500 147,500
Office property and equipment, net 655,433 692,976
Deferred taxes on income 422,851 339,000
Accrued interest receivable 511,860 498,603
Prepaid expenses and other assets 609,129 681,154
------------- -------------
Total assets $ 104,795,704 $ 104,752,533
============= =============
Liabilities and Stockholders' Equity
Deposits $ 70,978,356 $ 70,855,734
Federal Home Loan Bank advances 9,700,000 9,700,000
Advance payments by borrowers for
taxes and insurance 366,596 314,758
Accrued interest payable 20,895 30,295
Current income taxes payable 10,681 76,611
Accrued expenses and other liabilities 1,139,943 1,117,061
------------- -------------
Total liabilities 82,216,471 82,094,459
------------- -------------
Serial preferred stock, $0.10 par value -- --
Authorized 10,000,000 shares; none issued
Common stock, $.10 par value. 20,000,000 shares authorized: 430,123 430,123
4,301,228 issued and 3,772,372 outstanding at
June 30, 2004 and at December 31, 2003
Additional paid-in capital 9,439,592 9,439,592
Retained earnings, substantially restricted 16,689,747 16,627,337
Unrealized (loss) gain on securities available-for-sale (98,851) 42,400
Treasury stock, 528,856 shares as of June 30, 2004 (3,881,378) (3,881,378)
and December 31, 2003, respectively
------------- -------------
Total stockholders' equity 22,579,233 22,658,074
------------- -------------
Total liabilities and stockholders' equity $ 104,795,704 $ 104,752,533
============= =============
See accompying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Consolidated Statements of Operations
(Unaudited)
For the Three Months For the Six Months
Ended June 30, Ended June 30,
-------------------------- --------------------------
2004 2003 2004 2003
---------- ---------- ---------- ----------
Income
Interest Income:
Loans receivable $1,116,282 $1,229,392 $2,248,043 $2,526,417
Mortgage-backed & related securities 36,313 30,952 73,362 66,738
Investment securities 139,582 143,326 272,735 249,622
Other interest earning assets 111,346 103,030 216,097 225,638
---------- ---------- ---------- ----------
Total interest income 1,403,523 1,506,700 2,810,237 3,068,415
---------- ---------- ---------- ----------
Interest Expense:
Deposits 386,394 474,616 782,861 965,326
FHLB advances 125,601 126,376 238,214 251,364
---------- ---------- ---------- ----------
Total interest expense 511,995 600,992 1,021,075 1,216,690
---------- ---------- ---------- ----------
Net interest income 891,528 905,708 1,789,162 1,851,725
Provision for losses on loans -- -- -- --
---------- ---------- ---------- ----------
Net interest income after
provision for losses on loans 891,528 905,708 1,789,162 1,851,725
---------- ---------- ---------- ----------
Non-interest income:
Fees and service charges 56,551 53,487 103,027 105,260
Other 37,443 98,577 81,654 129,396
---------- ---------- ---------- ----------
Total non-interest income 93,994 152,064 184,681 234,656
---------- ---------- ---------- ----------
Expense
Non-interest expense:
Compensation, payroll taxes,
and employees benefits 306,186 293,195 620,496 595,509
Office property and equipment 37,543 43,917 77,636 81,713
Data processing services 52,917 47,977 106,547 102,656
Federal insurance premiums 2,712 2,838 5,483 5,677
Other real estate expenses, net 2,909 542 7,082 1,051
Advertising 10,109 10,013 16,461 18,994
Other 128,993 162,954 242,822 289,402
---------- ---------- ---------- ----------
Total non-interest expense 541,369 561,436 1,076,527 1,095,002
---------- ---------- ---------- ----------
Earnings before taxes on income 444,153 496,336 897,316 991,379
Taxes on income 169,650 195,495 334,300 384,967
---------- ---------- ---------- ----------
Net earnings $ 274,503 $ 300,841 $ 563,016 $ 606,412
========== ========== ---------- ----------
Earnings per share - basic $ 0.07 $ 0.08 $ 0.15 $ 0.16
========== ========== ========== ==========
Earnings per share - diluted $ 0.07 $ 0.08 $ 0.15 $ 0.16
========== ========== ========== ==========
See accompanying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Consolidated Statements of Cash Flows
For the Six Months
Ended June 30,
-----------------------------
2004 2003
----------- -----------
(Unaudited)
Cash flows from operating activities
Net earnings $ 563,016 $ 606,412
----------- -----------
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation 65,028 45,714
Amortization of premiums and discounts, net (10,952) (8,370)
Loss on sale of real estate owned 17,622 --
Gain on sale of investments available for sale -- (27,712)
Change in:
Deferred taxes on income (83,851) (1,490)
Accrued interest receivable (13,257) 112,731
Prepaid expenses and other assets 72,025 24,911
Accrued interest payable (9,400) (11,969)
Current income taxes payable (65,930) (68,326)
Accrued expenses and other liabilities 24,163 120,436
----------- -----------
Total adjustments (4,552) 185,925
----------- -----------
Net cash provided by operating activities 558,464 792,337
----------- -----------
Cash flows from investing activities
Proceeds from the maturity of interest bearing deposits 1,683,000 2,682,000
Purchase of interest earning deposits (2,178,000) (3,864,000)
Proceeds from sales of securities available-for-sale 3,090,395 4,856,271
Purchase of securities available-for-sale (2,550,000) (9,845,000)
Purchase of mortgage-backed and related securities (485,000) --
Principal collected on mortgage-backed and related securities 268,965 581,203
Net change in loans receivable (22,182) 4,567,306
Purchase of office property and equipment (27,485) (32,020)
Purchase of FHLB Stock (100) --
----------- -----------
Net cash used in investing activities (220,407) (1,054,240)
----------- -----------
Cash flows from financing activities
Net change in deposits 122,622 2,451,408
Net increase (decrease) in advance payments by borrowers
for taxes and insurance 51,838 (15,607)
Dividends paid (500,606) (366,451)
----------- -----------
Net cash (used in) provided by financing activities (326,146) 2,069,350
----------- -----------
Net increase in cash and cash equivalents 11,911 1,807,447
Cash and cash equivalents at beginning of period 3,430,915 5,251,946
----------- -----------
Cash and cash equivalents at end of period $ 3,442,826 $ 7,059,393
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 792,261 $ 953,357
Taxes on income 335,000 338,819
Transfers from loans to real estate acquired
through foreclosure $ 73,809 $ 56,187
=========== ===========
See accompanying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
1. DESCRIPTION OF BUSINESS
Webster City Federal Bancorp ( the "Company" ) and its subsidiaries, Webster
City Federal Savings Bank, a federal stock savings bank (the "Bank"), and
Security Title and Abstract, Inc., conduct operations in Webster City, Iowa, a
community of approximately 8,000 people. The Bank is primarily engaged in the
business of attracting deposits from the general public in its market area and
investing such deposits in mortgage loans secured by one-to-four family
residential real estate. The Bank's primary area of lending and other financial
services consists of Hamilton County, Iowa, and the surrounding contiguous
counties. Security Title and Abstract, Inc. is engaged in the business of
providing abstracting and title services for properties located in Hamilton
County, Iowa.
Approximately 60% of the Company's outstanding common stock is owned by WCF
Financial M.H.C., a mutual holding company (the "Holding Company"). The
remaining 40% of the Company's outstanding common stock is owned by the general
public including the Bank's Employee Stock Ownership Plan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICES
The consolidated financial statements for the three and six month periods ended
June 30, 2004 and 2003 are unaudited. In the opinion of management of the
Company, these financial statements reflect all adjustments, consisting only of
normal recurring accruals necessary to present fairly these consolidated
financial statements. The results of operations for the interim periods are not
necessarily indicative of results that may be expected for an entire year.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been omitted.
Principles of Consolidation
The consolidated financial statements include the accounts of Webster City
Federal Bancorp, Security Title and Abstract, Inc., Webster City Federal Savings
Bank and its wholly owned subsidiary, WCF Service Corporation, which is engaged
in the sales of mortgage life and credit life insurance to the Bank's loan
customers. All material inter-company accounts and transactions have been
eliminated in consolidation.
The consolidated financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America. In
preparing such financial statements, management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities as of the date of the balance
sheet and revenues and expenses for the period. Actual results could differ
significantly from those estimates. Material estimates that are particularly
susceptible to significant change relate to management's determination of the
allowance for loan losses.
Critical Accounting Policy - The Company's critical accounting policy relates to
the allowance for losses on loans. The Company has established a systematic
method of periodically reviewing the credit quality of the loan portfolio in
order to establish a sufficient allowance for losses on loans. The allowance for
losses on loans is based on management's current judgments about the credit
quality of individual loans and segments of the loan portfolio. The allowance
for losses on loans is established through a provision, and considers all known
internal and external factors that affect loan as of the reporting date. Such
evaluation, which included a review of all loans on which full collect ability
may not be reasonably assured, considers among other matters, the estimated net
realizable value or the fair value of the underlying collateral, economic
conditions, historical loan loss experience, management's knowledge of inherent
risks in the
portfolio that are probable and reasonably estimable and other factors that
warrant recognition in providing an appropriate loan loss allowance.
Uses of Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.
3. DIVIDENDS
On January 21, 2004 the Company declared a cash dividend on its common stock
payable on February 26, 2004 to stockholders of record as of February 10, 2004,
equal to $.17 per share or approximately $641,303. Of this amount, the payment
of approximately $391,000 (representing the dividend payable on 2,300,000 shares
owned by WCF Financial, M.H.C., the Company's mutual holding company) was waived
by the mutual holding company, resulting in an actual dividend distribution of
$250,303.
On April 21, 2004 the Company declared a cash dividend on its common stock
payable on May 26, 2004 to stockholders of record as of May 10, 2004, equal to
$.17 per share or approximately $641,303. Of this amount, the payment of
approximately $391,000 (representing the dividend payable on 2,300,000 shares
owned by WCF Financial, M.H.C., and the Company's mutual holding company) was
waived by the mutual holding company, resulting in an actual dividend
distribution of $250,303.
4. EARNINGS PER SHARE COMPUTATIONS
2004
Earnings per share - basic is computed using the weighted average number of
common shares outstanding of 3,772,372 for the three and six months ended June
30, 2004, respectively, and divided into the net earnings of $274,500 and
$563,000 for the three and six months ended June 30, 2004, respectively,
resulting in net earnings per share basic of $.07 and $.15 for the three and six
months ended June 30, 2004, respectively.
Earnings per share - diluted is computed using the weighted average number of
common shares outstanding after giving effect to additional shares assumed to be
issued in relation to the Bank's stock option plan using the average price per
share for the period. Such additional shares were 5,678 and 5,813 for the three
and six months ended June 30, 2004, respectively, due to the average price per
share being more than the stock option exercise price. Net earnings for the
three and six months ended June 30, 2004 were $274,500 and $563,000,
respectively, resulting in net earnings per share diluted of $.07 and $.15 for
the three and six months ended June 30, 2004, respectively.
2003
Earnings per share - basic is computed using the weighted average number of
common shares outstanding of 1,886,186 and 1,886,186 for the three and six
months ended June 30, 2003, respectively, and divided into the net earnings of
$300,800 and $606,400 for the three and six months ended June 30, 2003,
respectively, resulting in net earnings per share basic of $.16 and $.32 for the
three and six months ended June 30, 2003, respectively.
Earnings per share - diluted is computed using the weighted average number of
common shares outstanding after giving effect to additional shares assumed to be
issued in relation to the Bank's stock option plan using the average price per
share for the period. Such additional shares were 3,878 and 3,597 for the three
and six months ended June 30, 2003, respectively, due to the average price per
share being more than the stock option exercise price. Net earnings for the
three and six months ended June 30, 2003 were $300,800 and $606,400,
respectively, resulting in net earnings per share diluted of $.16 and $.32 for
the three and six months ended June 30, 2003, respectively.
5. INTANGIBLE ASSET
A Company subsidiary maintains an intangible asset relating to a customer list
acquired. It has an estimated useful life of 15 years and is being amortized
using the straight-line method. At June 30, 2004, the gross carrying amount was
$145,000 with accumulated amortization of $37,064. Amortization expense for each
of the six months ended June 30, 2004 and 2003 was $4,834.
The estimated amortization expense for the following five year period is as
follows:
December 31, 2004 $ 9,667
December 31, 2005 9,667
December 31, 2006 9,667
December 31, 2007 9,667
December 31, 2008 9,667
6. STOCK - BASED COMPENSATION
SFAS No. 123, Accounting for Stock-Based Compensation, established accounting
and disclosure requirements using a fair-value-based method of accounting for
stock-based employee compensation plans. As allowed by SFAS No. 123, the Company
has elected to continue to apply the intrinsic-value-based method of accounting
described above, and has adopted only the disclosure requirements of SFAS No.
123. The following table illustrates the effect on net income if the
fair-value-based method had been applied to all outstanding and unvested awards
in each period.
Quarter Ended Six Months Ended Quarter Ended Six Months Ended
June 30, 2004 June 30, 2004 June 30, 2003 June 30, 2003
------------- ---------------- ------------- ----------------
Net income, as reported $ 274,503 $ 563,016 $ 300,841 $ 606,412
Add stock -based employee
compensation expense included in
reported net income, net of tax -- -- -- --
Deduct total stock-based employee
compensation expense determined
under fair-value-based method for
all rewards, net of tax -- -- -- --
----------- ----------- ----------- -----------
Pro forma $ 274,503 $ 563,016 $ 300,841 $ 606,412
=========== =========== =========== ===========
Earnings per share
As reported:
Basic .07 .15 .08 .16
Diluted .07 .15 .08 .16
Pro forma:
Basic .07 .15 .08 .16
Diluted .07 .15 .08 .16
Webster City Federal Bancorp and Subsidiaries
Management's Discussion and Analysis of Financial Condition and Results of
Operations
FINANCIAL CONDITION
Total assets increased by $43,200, or .5%, from December 31, 2003 to June 30,
2004. Cash and cash equivalents increased $11,900 or .4%. Loans receivable
increased $4,600, or less then .1% during the same period. In view of the
historically low interest rates, it was the Company's position to offer rates
slightly higher than the market and maintain loans receivable at the current
level. Securities available-for-sale decreased by $676,400, or 5.0% from
December 31, 2003 to June 30, 2004, and securities held-to-maturity increased
$220,400 or 6.3%, from December 31, 2003 to June 30, 2004. During the six-month
period, deposits increased $122,600, or .2%, due to an increase in public funds
being deposited.
Total stockholders' equity decreased by $80,100 to $22.6 million at June 30,
2004 from $22.7 million at December 31, 2003 as earnings of $563,000 were offset
by two quarterly cash dividends totaling $500,600 and a decrease in the
unrealized gain on securities available for sale of $141,000.
CAPITAL
The Office of Thrift Supervision (OTS) requires that the Bank meet certain
minimum capital requirements. As of June 30, 2004, the Bank was in compliance
with all regulatory capital requirements. The Bank's required, actual and excess
capital levels as of June 30, 2004 were as follows:
Required % of Actual % of Excess
Amount Assets Amount Assets Capital
------ ------ ------ ------ -------
(Dollars in thousands)
Tier 1 (Core) Capital $3,056 3.0% $19,745 19.48% $16,689
Risk-based Capital $3,737 8.0% $19,846 42.95% $16,109
RESULTS OF OPERATIONS
Interest Income. Interest income decreased by $103,200 or 6.9% for the three
months ended June 30, 2004 compared to the three months ended June 30, 2003.
This was the result of a decrease in the average yield on interest-earning
assets to 5.63% for the three months ended June 30, 2004 from 5.88% for the
three months ended June 30, 2003 and a decrease in the average balance of
interest earning assets of $2.7 million or 2.6% to $99.7 million for the three
months ended June 30, 2004 from $102.4 million for the three months ended June
30, 2003. Interest income totaled $2.8 million for the six months ended June 30,
2004 compared to $3.1 million for the six months ended June 30, 2003. This was
the result of a decrease in the average yield on interest-earning assets to
5.69% for the six months ended June 30, 2004 from 6.04% for the six months ended
June 30, 2003 and an decrease in the average balance of interest earning assets
of $2.7 million or 2.7% to $98.9 million for the six months ended June 30, 2004
from $101.6 million for the six months ended June 30, 2003.
Interest on loans for the three months ended June 30, 2004 decreased $113,100 or
9.2% compared to the three months ended June 30, 2003. The decrease resulted
primarily from a decrease in average loans outstanding to $68. 9 million for the
three months ended June 30, 2004 from $68.8 million for the same period ended
June 30, 2003, and a decrease in the average yield on loans receivable from
7.15% for the three months ended June 30, 2003 to 6.48% for the three months
ended June 30, 2004. Interest on loans for the six months ended June 30, 2004
decreased $278,400 or 11.0% compared to the six months ended June 30, 2003. The
decrease resulted from a decrease in average loans outstanding during the period
from $70.1 million for the period ended June 30, 2003 to $68.8 million for the
same period ended June 30, 2004 and a decrease in the yield on loans receivable
from 7.21% for the six months ended June 30, 2003 to 6.53% for the six months
ended June 30, 2004. The decrease in the average yield on loans receivable was
primarily due to lower market rates and adjustable rate loans repricing at a
lower rate based on the lagging index used by the Bank.
Interest on mortgage-backed and related securities increased by $5,400 or 17.3%
for the three-month period ended June 30, 2004 as compared to the same period
ended June 30, 2003. The increase resulted from an increase of $1.6 million or
73.2% in the average balance of mortgage-backed and related securities to $3.7
million for the three months ended June 30, 2004 compared to $2.2 million for
three months ended June 30, 2003 and offset by a decrease of 181 basis points in
the average yield on mortgage-backed securities to 3.87% for the three months
ended June 30, 2004 from 5.68% for the three months ended June 30, 2003.
Interest on mortgage-backed and related securities increased $6,600 or 9.9% for
the six months ended June 30, 2004 compared to same period ended June 30, 2003.
The increase resulted from an increase of $1.2 million or 51.7% in the average
balance of mortgage-backed and related securities to $3.6 million for the six
months ended June 30, 2004 compared to $2.3 million for the six months ended
June 30, 2003 and offset by a decrease of 161 basis points in the average yield
on mortgage-backed and related securities to 4.12% for the six months ended June
30, 2004 from 5.73% for the six months ended June 30, 2003.
Interest on investment securities decreased by $3,700 or 2.6% for the three
months ended June 30, 2004 compared to the same period ended June 30, 2003. This
was due to a decrease in the average yield of 22 basis points from 4.08%, for
the three months ended June 30, 2003 to 4.30% for the three months ended June
30, 2004, and a decrease in the average balance of investment securities from
$14.1 million for the three months ended June 30, 2003 to $13.0 million for the
three months ended June 30, 2004. Interest on investment securities increased by
$23,100 or 9.3% for the six months ended June 30, 2004 as compared to the same
period ended June 30, 2003. This was due to a increase in the average yield of
16 basis points from 4.11%, for the six months ended June 30, 2003 to 4.27%, for
the six months ended June 30, 2004 and an increase in the average balance of
investment securities from $12.2 million for the six months ended June 30, 2003
to $12.8 million for the six months ended June 30, 2004.
Interest Expense. Interest expense decreased by $89,000, or 14.8%, from $601,000
for the three months ended June 30, 2003 to $512,000 for the three months ended
June 30, 2004. The decrease in interest expense was due to a decrease in deposit
interest rates of 44 basis points from 2.63% for the three month period ended
June 30, 2003 to 2.19% for the same three month period ended June 30, 2004.
Interest expense decreased by $195,600 or 16.1%, from $1.2 million for the six
months ended June 30, 2003 to $1.0 million for the six months ended June 30,
2004. The decrease in interest expense was due to a decrease in deposit interest
rates of 49 basis points from 2.71% for the six month period ended June 30, 2003
to 2.22% for the same six month period ended June 30, 2004. Interest on FHLB
advances decreased by 4 basis points from 5.22% for the three month period ended
June 30, 2003 to 5.18% for the same three month period ended June 30, 2004.
Interest on FHLB advances decreased by 28 basis points from 5.19% for the six
month period ended June 30, 2003 to 4.91% for the same six month period ended
June 30, 2004. The decrease in the interest on FHLB advances was due to the Bank
renewing an FHLB advance at a lower rate during the last quarter of 2003.
Net Interest Income. Net interest income before provision for losses on loans
decreased by $14,200 or 1.6% from $905,700 for the three months ended June 30,
2003 to $891,500 for the three months ended June 30, 2004. Net interest income
before provision for losses on loans decreased by $62,600 or 3.4% for the six
months ended June 30, 2004 compared to the same period ended June 30, 2003. The
Company's interest rate spread for the three months ended June 30, 2004
increased by 13 basis points to 3.08% from 2.95% for the three months ended June
30, 2003. The Company's interest rate spread for the six months ended June 30,
2004 increased by 10 basis points to 3.14% from 3.04% for the six months ended
June 30, 2003.
Provision for Losses on Loans. There were no provisions for losses on loans for
the three and six months ended June 30, 2004. The Company had charge offs of
$1,100 and recoveries of $1,000 during the three month period ended June 30,
2004 and charge offs of $5,200 and recoveries of $6,500 during the three month
period ended June 30, 2003. The Company had charge offs of $29,500 and
recoveries of $1,000 during the six month period ended June 30, 2004 and had
charge-offs of $39,100 and recoveries of $14,600 during the six month period
ended June 30, 2003. On June 30, 2004 the Company had $354,200 in provisions for
losses on loans, and $517,500 in non-accrual loans compared to $355,500 on June
30, 2003. The allowance for losses on loans is based on management's periodic
evaluation of the loan portfolio and reflects an amount that, in management's
opinion, is adequate to absorb probable losses in the existing portfolio. In
evaluating the portfolio, management takes into consideration numerous factors,
including current economic conditions, prior loan loss experience, the
composition of the loan portfolio, and management's estimate of anticipated
credit losses.
Non-interest Income. Total non-interest income decreased by $58,100 or 38.2% for
the three-month period ended June 30, 2004 as compared to the same period ended
June 30, 2003. Non-interest income decreased by $50,000 or 21.3% for the six
months ended June 30, 2004 as compared to the same period ended June 30, 2003.
The decrease in income for the three and six month periods ending June 30, 2004,
compared to the periods ended June 30, 2003 was due to a gain on the sale of a
security of $27,712 taken in 2003 and a decrease in loan fees earned this period
from the same period last year.
Non-interest Expense. Non-interest expense decreased $20,100 or 3.6% for the
three-month period ended June 30, 2004 compared to the same period ended June
30, 2003. Non-interest expense decreased $18,500 or 1.7% for the six-month
period ended June 30, 2004 compared to the same period ended June 30, 2003. Data
processing expenses increased $5,000 or 10.3% for the three-month period ended
June 30, 2004 compared to the same period ended June 30, 2003. Data processing
expenses increased $3,900 or 3.8% for the six-month period ended June 30, 2004
compared to the same period ended June 30, 2003. Compensation and benefit costs
increased $13,000 or 4.4% from $293,200 for the three months ended June 30, 2003
to $306,200 for the three month period ended June 30, 2004. Compensation and
benefit costs increased by $25,000 or 4.2% from $595,500 for the six months
ended June 30, 2003 to $620,500 for the six months ended June 30, 2004. The
increases were primarily due to an increase in the Company's contribution to its
employee retirement plan and an increase in employee compensation.
Taxes on Income. Income taxes for the three months ended June 30, 2004,
decreased by $25,900 or 13.2%, compared to the same period ended June 30, 2003.
Income taxes for the six months ended June 30, 2004, decreased by $50,700 or
13.2%, compared to the same six month period ended June 30, 2003. The effective
income tax rate for the three months ended June 30, 2004 was 38.2% compared to
39.4% for the three months ended June 30, 2003. The effective income tax rate
for the first six months of 2004 was 37.3% compared to 38.8% for the first six
months of 2003. The decrease in the effective tax rate was due to the Company
owning more tax exempt securities during the period ended June 30, 2004.
Net Earnings. Net earnings decreased $26,300 or 8.8% to $274,500 for the three
months ended June 30, 2004 compared to $300,800 for the three months ended June
30, 2003. Net earnings decreased $43,400 or 7.2% to $563,000 for the six-month
period ended June 30, 2004 compared to $606,400 for the same period ended June
30, 2003.
Impact of New Accounting Standards
In January, 2003, the FASB issued Interpretation No. 46 (FIN 46),
"Consolidation of Variable Interest Entities" and, in December 2003, issued
Revised Interpretation No. 46 (FIN 46R), "Consolidation of Variable Interest
Entities," which replaced FIN 46. The Company adopted the disclosure provisions
of FIN 46 effective December 31, 2003. On February 1, 2003, the Company adopted
the recognition and measurement of provisions of FIN 46 for variable interest
entities (VIE's) formed after January 31, 2003, and, on December 31, 2003, the
Company adopted FIN 46R. The Company has no newly formed variable interest
entity subject to the provisions of FIN 46. The adoption of FIN 46 and FIN 46R
did not have a material effect on the consolidated financial statements of the
Company.
The American Institute of Certified Public Accountants ("AICPA") has
issued a Statement of Position ("SOP") "Accounting for Certain Loans or Debt
Securities Acquired in a Transfer". The SOP is effective for loans acquired in
fiscal years beginning after December 15, 2004. It includes such loans acquired
in purchase business combinations and would apply to all enterprises. The SOP
limits the yield that may be accreted (accretable yield) to the excess of the
investor's estimate of undiscounted expected future principle and interest cash
flows (expected future cash flows) over the investor's initial investment in the
loan. The implementation of this SOP is not expected to have a material effect
on the financial statements.
In March 2004, the Securities and Exchange Commission issued Staff
Accounting Bulletin No. 105, Application of Accounting Principles to Loan
Commitments. This Staff Accounting Bulletin summarizes the views of the staff
regarding the application of accounting principles generally accepted in the
United States of America to loan commitments accounted for as derivative
instruments. The provisions of this Staff Accounting Bulletin are for
commitments after March 31, 2004. The adoption of this Staff Accounting Bulletin
did not have a material impact on the consolidated financial statements of the
Company.
Competition
The Bank faces strong competition, both in originating real estate loans and in
attracting deposits. Competition in originating real estate loans and consumer
loans comes primarily from commercial banks, savings banks, credit unions and
mortgage brokers. The Bank competes for real estate and other loans principally
on the basis of the quality of services it provides to borrowers, the interest
rates it charges, loan fees it charges, and the types of loans it originates.
The Bank attracts all of its deposits through its retail banking office.
Therefore, competition for deposits is principally from commercial banks,
savings banks, credit unions and investment firms. The Bank competes for these
deposits by offering a variety of account alternatives at competitive rates and
by providing superior service with convenient business hours.
Safe Harbor Statement
This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Company intends such
forward-looking statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities Reform Act of
1995, and is including this statement for the purposes of these safe harbor
provisions. Forward-looking statements, which are based on certain assumptions
and describe future plans, strategies and expectations of the Company, are
generally identifiable by use of the words "believe," "expect," "intend,"
"anticipate," "estimate," "project," or similar expressions. The Company's
ability to predict results or the actual effect of future plans or strategies is
inherently uncertain. Factors which could have a material adverse effect on the
operations and future prospects of the Company and its subsidiaries include, but
are not limited to, changes in: interest rates, general economic conditions,
legislative/regulatory changes, monetary and fiscal polices of the U.S.
Government, including polices of the U.S. Treasury and the Federal Reserve
Board, the quality or composition of the loan or investment portfolios, demand
for loan products, deposit flows, competition, demand for financial services in
the Bancorp's market area and accounting principles, polices and guidelines.
These risks and uncertainties should be considered in evaluating forward-looking
statements and undue reliance should not be placed on such statements.
Item 3
Controls and Procedures
Under the supervision and with participation of our management, including the
Company's Chief Executive Officer and Chief Financial Officer, the Company
evaluated the effectiveness of the design and operation of the Company's
disclosure controls and procedures (as defined in Rule 13a-15(e) and 15 d-15(e)
under the Securities Exchange Act of 1934) as of the end of the period covered
by this report. Based upon that evaluation, the Chief Executive Officer and
Chief Financial Officer concluded that, as of the end of the period covered by
this report, the Company's disclosure controls and procedures were effective to
ensure that information required to be disclosed in the reports that the Company
files or submits under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
SEC's rules and forms, is timely alerting them to the material information
relating to the Company (or its consolidated subsidiaries) required to be
included in it periodic SEC filings.
There has been no change made in the Company's internal control over financial
reporting during the period covered by this report that has materially affected,
or is reasonably likely to materially affect, the Company's internal control
over financial reporting.
Webster City Federal Bancorp and Subsidiaries
PART II. Other Information
Item 1. Legal Proceedings
There are various claims and lawsuits in which the Company is periodically
involved incidental to the Company's business. In the opinion of
management, no material loss is expected from any of such pending claims
or lawsuits.
Item 2. Changes in Securities and Small Business Issuer Purchases of Equity
Securities
The Company did not repurchase any of its equity securities during the
period covered by this report.
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders.
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
Exhibit 31.1 Certification of Chief Executive Officer, Pursuant to Section
302 of the Sarbanes- Oxley Act Exhibit 31.2 Certification of Chief
Financial Officer, Pursuant to Section 302 of the Sarbanes-Oxley Act
Exhibit 32 Statement of Chief Executive Officer and Chief Financial
Officer Pursuant to Section 906 of the Sarbanes-Oxley Act
On April 23, 2004 a Form 8-K report was filed relating to the dividends
for the first quarter of 2004 payable May 26, 2004.
On May 4, 2004 a form 8-K report was filed relating to the earnings for
the first quarter ended March 31, 2004.
Webster City Federal Bancorp and Subsidiaries
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.
WEBSTER CITY FEDERAL BANCORP
Registrant
Date: August 12, 2004 By /s/ Phyllis A. Murphy
---------------------
Phyllis A. Murphy
President and Chief Executive Officer
Date: August 12, 2004 By: /s/ Stephen L. Mourlam
---------------------
Stephen L. Mourlam
Executive Vice President/Chief
Financial Officer
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 23, 2004
WEBSTER CITY FEDERAL BANCORP
(Exact name of registrant as specified in its charter)
Federal 0-26577 42-1491186
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
820 Des Moines Street, Webster City, Iowa 50595-0638
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 832-3071
Not Applicable
(Former name or former address, if changed since last report)
Item 7. Financial Statements and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
Exhibit No. Description
----------- -----------
99 Press release dated April 23, 2004
Item 9. Regulation FD Disclosure.
The following information is furnished pursuant to this Item 9 and in
satisfaction of Item 12, "Disclosure of Results of Operations and Financial
Condition."
On April 23, 2004, Webster City Federal Bancorp (the "Company") announced
a cash dividend for the first quarter of 2004. A copy of the press release dated
April 23, 2004, announcing the dividend for the first quarter of 2004 is
attached as Exhibit 99 to this report.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
WEBSTER CITY FEDERAL BANCORP
DATE: April 23, 2004 By: /s/ Phyllis A. Murphy
---------------------
Phyllis A. Murphy
President and Chief Executive Officer
3
EXHIBIT 99
PRESS RELEASE OF WEBSTER CITY FEDERAL BANCORP
April 23, 2004
FOR IMMEDIATE RELEASE
Contact: Phyllis A. Murphy, President
and Chief Executive Officer
Tel (515) 832-3071
WEBSTER CITY FEDERAL BANCORP
DIVIDEND NEWS
Webster City Federal Bancorp has announced a cash dividend of $.17 per share for
the quarter ended March 31, 2004. The dividend will be payable to shareholders
of record as of May 11, 2004 and will be paid on May 27, 2004.
WCF Financial, M.H.C., owner of 2,300,000 of the total outstanding shares of
3,772,372, has announced that it has waived the right to receive the dividend.
Accordingly, the dividend will be paid on 1,472,372 marketable shares owned by
the minority stockholders.
Webster City Federal Bancorp is the holding company for Webster City Federal
Savings Bank and Security Title & Abstract, Inc. The Company trades under the
Nasdaq symbol of WCFB.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 4, 2004
WEBSTER CITY FEDERAL BANCORP
(Exact name of registrant as specified in its charter)
Federal 0-26577 42-1491186
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
820 Des Moines Street, Webster City, Iowa 50595-0638
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 832-3071
Not Applicable
(Former name or former address, if changed since last report)
Item 7. Financial Statements and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
Exhibit No. Description
----------- -----------
99 Press release dated May 4, 2004
Item 9. Regulation FD Disclosure.
The following information is furnished pursuant to this Item 9 and in
satisfaction of Item 12, "Disclosure of Results of Operations and Financial
Condition."
On May 4, 2004, Webster City Federal Bancorp (the "Company") announced
earnings of the Company for the quarter ended March 31, 2004. A copy of the
press release dated May 4, 2004, announcing the earnings for the quarter ended
March 31, 2004, is attached as Exhibit 99 to this report.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
WEBSTER CITY FEDERAL BANCORP
DATE: May 4 , 2004 By: /s/ Phyllis A. Murphy
---------------------
Phyllis A. Murphy
President and Chief Executive Officer
3
EXHIBIT 99
PRESS RELEASE OF WEBSTER CITY FEDERAL BANCORP
May 4, 2004
FOR IMMEDIATE RELEASE
Contact: Phyllis A. Murphy, President
and Chief Executive Officer
Tel (515) 832-3071
WEBSTER CITY FEDERAL BANCORP
FIRST QUARTER 2004 EARNINGS NEWS
Webster City Federal Bancorp reported consolidated net earnings of $288,500 or
$.08 per share for the quarter ended March 31, 2004 compared to $305,600 or $.08
per share for the quarter ended March 31, 2003.
Total assets of the Company for the quarter ended March 31, 2004 were
$105,318,000 compared to $105,636,000 for the same period ended March 31, 2003.
Interest income decreased by $155,000 for the three months ended March 31, 2004
compared to the same period ending March 31, 2003. The decrease in interest
income was due to a decrease in the average balance of interest earning assets
and decrease in interest income as a result of the lower market rates.
Interest expense also decreased by $106,700 for the three months ended March 31,
2004. This decrease was partially due to the average cost of deposits decreasing
by 52 basis points and a decrease in average deposits outstanding of $210,000.
Interest expense on FHLB advances also decreased for the quarter ended March 31,
2004 by $12,100. The decrease was due to the refinance of an advance at a lower
rate.
The asset quality of the Company remains strong, with reserves allocated in an
amount the Company believes to be adequate to absorb probable losses.
Stockholder's equity increased by $108,300 to 22.8 million at March 31, 2004
from the prior quarter.
Webster City Federal Bancorp is the holding company for Webster City Federal
Savings Bank and Security Title & Abstract, Inc. The Company's stock trades
under the Nasdaq symbol of WCFB
Safe Harbor Statement
This news release and other releases and reports issued by the Company,
including reports to the Securities and Exchange Commission, may contain
"forward-looking statements". The Company intends such forward-looking
statements to be covered by the safe harbor provisions for forward-looking
statements contained in the Private Securities Reform Act of 1995, and is
including this statement for purposes of these safe harbor provisions.
2
Webster City Federal Bancorp and Subsidiaries
Consolidated Balance Sheets
March 31, December 31,
2004 2003
------------- -------------
Assets (Unaudited)
Cash and cash equivalents $ 5,189,693 $ 3,430,915
Time deposits in other financial institutions 13,659,000 12,273,000
Securities available-for-sale 11,737,868 13,627,119
Securities held-to-maturity (market value 3,354,944 3,478,632
of $3,461,490 and $3,566,728, as of March 31, 2004 and
Decemeber 31, 2003, respectively
Loans receivable, net 68,554,821 69,028,234
Real estate owned 73,809 --
Federal Home Loan Bank (FHLB) stock, at cost 555,400 555,400
Bankers' Bank stock, at cost 147,500 147,500
Office property and equipment, net 678,290 692,976
Deferred taxes on income 297,104 339,000
Accrued interest receivable 488,496 498,603
Prepaid expenses and other assets 580,578 681,154
------------- -------------
Total assets $ 105,317,503 $ 104,752,533
============= =============
Liabilities and Stockholders' Equity
Deposits $ 71,099,090 $ 70,855,734
Federal Home Loan Bank advances 9,700,000 9,700,000
Advance payments by borrowers for
taxes and insurance 162,764 314,758
Accrued interest payable 275,634 30,295
Current income taxes payable 194,030 76,611
Accrued expenses and other liabilities 1,119,576 1,117,061
------------- -------------
Total liabilities $ 82,551,094 $ 82,094,459
------------- -------------
Stockholders' Equity
Serial preferred stock, $0.10 par value -- --
Authorized 10,000,000 shares; issued none
Common stock, $.10 par value. 20,000,000 shares authorized: $ 430,123 $ 430,123
4,301,228 issued and 3,772,372 outstanding at March 31, 2004
and at December 31, 2003
Additional paid-in capital 9,439,591 9,439,592
Retained earnings, substantially restricted 16,665,547 16,627,337
Unrealized gain on securities available-for-sale 112,526 42,400
Treasury stock, 528,856 shares as of March 31, 2004 (3,881,378) (3,881,378)
and December 31, 2003, respectively
------------- -------------
Total stockholders' equity 22,766,409 22,658,074
------------- -------------
Total liabilities and stockholders' equity $ 105,317,503 $ 104,752,533
============= =============
See accompying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Consolidated Statements of Operations
For the Three Months
Ended March 31,
-----------------------------
2004 2003
----------- ----------
(Unaudited)
Income
Interest income:
Loans receivable $1,131,761 $1,297,025
Mortgage-backed & related securities 37,049 35,786
Investment securities 133,153 106,296
Other interest-earning assets 104,751 122,608
---------- ----------
Total interest income 1,406,714 1,561,715
---------- ----------
Interest expense:
Deposits 396,467 490,710
Federal Home Loan Bank advances 112,613 124,988
---------- ----------
Total interest expense 509,080 615,698
---------- ----------
Net interest income 897,634 946,017
Provision for losses on loans -- --
---------- ----------
Net interest income after
provision for losses on loans 897,634 946,017
---------- ----------
Non-interest income:
Fees and service charges 46,476 51,773
Other 44,211 30,819
---------- ----------
Total non-interest income 90,687 82,592
---------- ----------
Expense
Non-interest expense:
Compensation, payroll taxes
and employee benefits 314,310 302,314
Office property and equipment 40,093 37,796
Data processing services 53,630 54,679
Federal insurance premiums 2,771 2,839
Other real estate expenses, net 4,173 509
Advertising 6,352 8,981
Other 113,829 126,448
---------- ----------
Total non-interest expense 535,158 533,566
---------- ----------
Earnings before taxes on income 453,163 495,043
Taxes on income 164,650 189,472
---------- ----------
Net earnings $ 288,513 $ 305,571
========== ==========
Earnings per share - basic $ 0.08 $ 0.08
========== ==========
Earnings per share - diluted $ 0.08 $ 0.08
========== ==========
See accompanying notes to consolidated financial statements.