FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 [x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1998 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to _______________ Commission File Number 0-25486 St. Landry Financial Corporation -------------------------------- (Exact name of small business issuer as specified in its charter) Delaware 72-1284436 - ------------------------------- --------------------------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) Post Office Box 72, Opelousas, Louisiana 70571-0072 --------------------------------------------------- (Address of principal executive offices) (Zip Code) (318) 942-5748 -------------- (Issuer's telephone number, including area code) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 of the Securities Exchange Act of 1934 during the past 12 months (or 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 ---- ---- State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: Common Stock, par value $.01 per share 407,873 - ------------------------ --------------------------------- Class (Outstanding at March 31, 1998) Transitional Small Business Disclosure Format: Yes No X ------ ----- ST. LANDRY FINANCIAL CORPORATION INDEX Page Number PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Statement of Financial Condition, September 30, 1997 and March 31, 1998 1 Consolidated Statement of Operations, Quarters Ended March 31, 1997 and 1998 2 Consolidated Statement of Operations, Six Months Ended March 31, 1997 and 1998 3 Consolidated Statement of Changes in Stockholder's Equity 4 Consolidated Statement of Cash Flows, Six Months Ended March 31, 1997 and 1998 5-6 Notes to Consolidated Financial Statements 7-8 Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations 9-14 PART II. OTHER INFORMATION Item 1. Legal Proceedings 15 Item 2. Changes Upon Securities 15 Item 3. Defaults Upon Senior Securities 15 Item 4. Submission of Matters to a Vote of Security Holders 15 Item 5. Other Information 15 Item 6. Exhibits and Reports on Form 8-K 15 SIGNATURES 16 1 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF FINANCIAL CONDITION SEPTEMBER 30, 1997 AND MARCH 31, 1998 SEPTEMBER 30, MARCH 31, 1997 1997 ------------- ------------- ASSETS Cash and cash equivalents $ 780,554 $ 1,038,705 Investment securities - available for sale 1,952,316 2,136,126 Investment securities - held to maturity 1,088,124 1,590,157 Mortgage-backed securities - available for sale 12,505,148 13,072,547 Mortgage-backed securities - held to maturity 1,607,964 1,167,936 Federal Home Loan Bank stock 549,100 591,200 Loans receivable, net 42,192,721 42,142,260 Accrued interest receivable 309,728 305,473 Foreclosed real estate, net of allowance 84,919 129,716 Premises and equipment 647,901 626,297 Other assets 97,208 50,062 ----------- ----------- Total assets 61,815,683 62,850,479 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits $43,577,912 $44,731,130 Advances from Federal Home Loan Bank 10,825,154 10,345,662 Advances by borrowers for taxes and insurance 84,727 84,784 Federal income taxes: Currently payable 0 40,668 Deferred payable 226,948 278,501 Accrued expenses and other liabilities 247,101 276,757 ----------- ----------- Total liabilities 54,961,842 55,757,502 ----------- ----------- Stockholders' Equity: Common stock, $.01 par value, 1,500,000 shares authorized; 459,093 shares outstanding 4,591 4,591 Preferred stock, $.01 par value, 500,000 shares authorized; 0 shares outstanding Additional paid in capital 3,369,740 3,379,577 Treasury Stock, 50,470 and 51,220 shares (757,199) (769,699) Unearned ESOP shares (194,288) (177,944) Unearned Recognition and Retention Plan shares (230,027) (200,041) Retained Earnings 4,315,189 4,410,584 Net unrealized gain on available-for-sale securities 345,835 445,909 ----------- ----------- Total stockholders' equity 6,853,841 7,092,977 ----------- ----------- Total liabilities and stockholders' equity 61,815,683 62,850,479 =========== =========== /TABLE 2 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF INCOME QUARTER ENDED MARCH 31, 1997 AND 1998 MARCH 31, MARCH 31, 1997 1998 ------------ ----------- INTEREST INCOME Loans receivable First mortgage loans $ 781,973 $834,453 Savings account loans 10,544 8,855 Consumer loans 12,392 17,682 Investment securities 51,484 66,635 Mortgage-backed securities 211,170 219,017 ---------- --------- Total interest income 1,067,563 1,146,642 ---------- --------- INTEREST EXPENSE Deposits 512,091 555,597 Borrowed funds 93,387 159,219 ---------- --------- Total interest expense 610,478 714,816 ---------- --------- Net interest income 457,085 431,826 PROVISION FOR LOAN LOSSES 5,000 0 ---------- --------- Net interest income after provision for loan losses 452,085 431,826 ---------- --------- NON-INTEREST INCOME Service charges and other fees 4,315 6,344 Insurance commissions 5,392 5,108 REO operations 0 0 Other 132 345 ---------- --------- Total non-interest income 9,839 11,797 ---------- --------- NON-INTEREST EXPENSE General and administrative Compensation and benefits 227,698 207,314 Occupancy and equipment 35,441 41,283 Marketing and other professional services 34,247 46,719 Deposit insurance premium 1,395 6,890 Net loss (gain) on foreclosed real estate 0 (3,904) Real estate owned expense (1,436) (2,784) Other 46,949 54,958 ---------- --------- Total non-interest expense 344,294 350,476 ---------- --------- Income before income taxes 117,630 93,147 INCOME TAX EXPENSE 43,000 40,200 ---------- --------- NET INCOME 74,630 52,947 ========== ========= EARNINGS PER COMMON SHARE $0.19 $0.14 ========== ========= DILUTED EARNINGS PER COMMON SHARE $0.19 $0.14 ========== ========= /TABLE 3 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF INCOME SIX MONTHS ENDED MARCH 31, 1997 AND 1998 MARCH 31, MARCH 31, 1997 1998 ------------ ----------- INTEREST INCOME Loans receivable First mortgage loans $1,561,227 $1,641,506 Savings account loans 22,453 18,752 Consumer loans 31,783 34,682 Investment securities 90,685 130,373 Mortgage-backed securities 406,107 437,574 ---------- ---------- Total interest income 2,112,255 2,262,887 ---------- ---------- INTEREST EXPENSE Deposits 1,013,968 1,117,505 Borrowed funds 202,997 309,230 ---------- ---------- Total interest expense 1,216,965 1,426,735 ---------- ---------- Net interest income 895,290 836,152 PROVISION FOR LOAN LOSSES 5,000 0 ---------- ---------- Net interest income after provision for loan losses 890,290 836,152 ---------- ---------- NON-INTEREST INCOME Service charges and other fees 9,525 11,070 Insurance commissions 11,560 10,942 REO operations 0 0 Other 313 598 ---------- ---------- Total non-interest income 21,398 22,610 ---------- ---------- NON-INTEREST EXPENSE General and administrative Compensation and benefits 408,414 423,872 Occupancy and equipment 67,046 75,558 Marketing and other professional services 58,036 78,132 Deposit insurance premium 26,302 13,642 Net loss (gain) on foreclosed real estate 690 (20,300) Real estate owned expense (139) (2,021) Other 131,357 102,727 ---------- ---------- Total non-interest expense 691,706 671,610 ---------- ---------- Income before income taxes 219,982 187,152 INCOME TAX EXPENSE 79,000 72,500 ---------- ---------- NET INCOME 140,982 114,652 ========== ========== EARNINGS PER COMMON SHARE $0.36 $0.31 ========== ========== DILUTED EARNINGS PER COMMON SHARE $0.36 $0.30 ========== ========== /TABLE 4 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY MARCH 31, 1998 UNALLOCATED UNALLOCATED TOTAL COMMON TREASURY RETAINED ESOP RRP UNREALIZED SHAREHOLDERS' STOCK STOCK EARNINGS SHARES SHARES GAIN(L0SS) EQUITY --------- --------- --------- ---------- ----------- ---------- ------------- Balance October 1, 1997 3,374,331 (757,199) 4,315,189 (194,288) (230,027) 345,835 6,853,841 Net change in unrealized gain (loss) on available-for-sale securities 100,074 100,074 Purchase of Treasury Stock (12,500) (12,500) Dividends Paid (19,257) (19,257) Allocation of earned RRP shares (4,464) 29,986 25,522 Allocation of earned ESOP shares 14,301 16,344 30,645 Net income for the six months ended March 31, 1997 114,652 114,652 --------- -------- --------- -------- -------- ------- --------- Balance March 31, 1997 3,384,168 (769,699) 4,410,584 (177,944) (200,041) 445,909 7,092,977 ========= ======== ========= ======== ======== ======= ========= /TABLE 5 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF CASH FLOWS SIX MONTHS ENDED MARCH 31, 1997 AND 1998 MARCH 31, MARCH 31, 1997 1998 ----------- ----------- CASH FLOW FROM OPERATING ACTIVITIES Net income $140,982 $114,652 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of premiums and discounts on loans and mortgage-backed and related securities 17,924 54,311 Allocation of ESOP shares 0 30,645 Allocation of RRP shares 54,701 25,522 Provision for loan losses 5,000 0 Deferred loan fees 991 1,064 Depreciation of premises and equipment 16,900 22,300 Net loss(gain) on sale of real estate owned 690 (20,300) (Increase) decrease in accrued interest receivable (13,736) 4,255 (Increase) decrease in other assets 41,195 47,146 Increase (decrease) in income taxes payable 16,350 40,668 Increase (decrease) in accrued expenses and other liabilities (258,057) 29,678 --------- ----------- Net cash provided (used) by operating activities 22,940 349,941 --------- ----------- CASH FLOW FROM INVESTING ACTIVITIES Loan originations net of principal repayments (299,285) 24,391 Purchase of investment securities - held to maturity (594,811) (500,273) Maturity of investment securities - held to maturity 500,000 0 Purchase of Federal Home Loan Bank stock (33,700) (42,100) Purchase of mortgage-backed securities-available for sale (1,590,726) (2,276,350) Principal repayments of mortgage-backed securities- available for sale 663,010 1,630,294 Principal repayments of mortgage-backed securities- held to maturity 912,571 435,679 Investment in foreclosed real estate (6,900) (16,661) Proceeds from sale of real estate 3,250 11,900 Purchases of premises and equipment (36,195) (696) --------- ----------- Net cash provided (used) by investing activities (482,786) (733,816) --------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in deposits 626,915 $1,153,218 Increase (decrease) in advances from FHLB 34,576 (479,492) Increase (decrease) in mortgage escrow funds 15,087 57 Proceeds from sale of common stock 0 0 Purchase of treasury stock (346,186) (12,500) Cash dividend paid 0 (19,257) --------- ----------- Net cash provided (used) by financing activities 330,392 642,026 --------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (129,454) 258,151 CASH AND CASH EQUIVALENTS, beginning of period 385,363 780,554 --------- ----------- CASH AND CASH EQUIVALENTS, end of period 255,909 1,038,705 ========= =========== This statement continued on next page /TABLE 6 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF CASH FLOWS SIX MONTHS ENDED MARCH 31, 1997 AND 1998 MARCH 31, MARCH 31, 1997 1998 ----------- ------------ SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES Loans originated to facilitate the sale of real estate owned $ 29,250 $ 234,000 ========== ========== Loan principal reductions resulting from foreclosures on real estate owned $0 $ 253,758 ========== ========== Increase in unrealized gain (loss) on securities available-for-sale, net of applicable deferred income taxes $ 51,948 $ 100,074 ========== ========== SUPPLEMENTAL SCHEDULE OF INTEREST AND TAXES PAID Interest paid $1,008,463 $1,092,165 ========== ========== Taxes paid $ 62,650 $ 32,380 ========== ========== See accompanying notes to unaudited consolidated financial statements /TABLE 7 ST. LANDRY FINANCIAL CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1-Basis of Presentation The financial statements included in this report have been prepared by St. Landry Financial Corporation (the "Company") pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and include all adjustments which are, in the opinion of management, necessary for fair presentation. These financial statements have not been audited by an independent accountant. Certain information and note disclosures normally included in financial statements in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these financial statements be read in conjunction with the financial statements and notes presented in Form 10-KSB filed for the fiscal year ended September 30, 1997. St. Landry Financial Corporation believes that the disclosures are adequate to make the information presented not misleading. The financial data and results of operations for the interim periods presented may not necessarily reflect the results to be anticipated for the complete year. NOTE 2-Earnings Per Share The Company adopted FAS 128, Earnings per Share, as of December 31, 1997. Restatement of all prior years presented is required. FAS 128 replaces the presentation of primary EPS with a presentation of basic EPS. The Statement also requires dual presentation of basic and diluted EPS by companies with complex capital structures, and requires a reconciliation of the numerator and denominator of basic EPS to those for diluted EPS. Basic EPS includes no dilution, and is computed by dividing income available to common shareholders by the weighted-average number of shares outstanding during the period. Diluted EPS reflects the potential dilution of securities such as, in the case of the Company, options and restricted stock grants. Six months ended March 31, 1998 -------------------------------------------------- Income Shares Per-share (Numerator) (Denominator) Amount ----------- ------------- --------- Basic EPS Income available to common stockholders 114,652 373,807 $ 0.31 Effect of Diluted Securities Stock Options Outstanding 2,360 Restricted Stock Grants 4,158 Diluted EPS Income available to common stockholders plus assumed conversions 114,652 380,325 $ 0.30 8 Six months ended March 31, 1997 -------------------------------------------------- Income Shares Per-share (Numerator) (Denominator) Amount ----------- ------------- --------- Basic EPS Income available to common stockholders 140,982 389,194 $ 0.36 Effect of Dilutive Securities Stock Options Outstanding 2,414 Restricted Stock Grants 1,326 Diluted EPS Income available to common stockholders plus assumed conversions 140,982 392,934 $ 0.36 9 ITEM 2--MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The principle business of the Company is that of a community-oriented financial intermediary attracting deposits from the general public and using such deposits to originate one-to-four family residential loans, and to a lesser extent, commercial real estate, one-to-four family construction, multifamily and consumer loans. These funds have also been used to purchase mortgage-backed securities, U.S. government and agency obligations and other permissible securities. The Company's results of operations are dependent primarily on net interest income, which is the difference between the income earned on its loan and investment portfolios and the interest paid on deposits and borrowings. Results of operations are also dependent upon the Company's provision for loan losses, the level of non-interest income, including fee income and service charges, and the level of its non-interest expenses, including employee compensation, occupancy expenses, federal insurance premiums and other general and administrative expenses. The Company's results of operations are also significantly affected by general economic and competitive conditions, particularly changes in interest rates, government policies and actions of regulatory authorities. The Company's cost of funds is influenced by interest rates on competing investments and general market rates of interest. Lending activities are influenced by the demand for real estate loans and other as of loans, which is in turn affected by the interest rates at which such loans are made, general economic conditions affecting loan demand, the availability of funds for lending activities, and changes in real estate values. FINANCIAL CONDITION The Company's total assets were $61.8 million at September 30, 1997 as compared to $62.8 million at March 31, 1998. The 1.0% increase in assets over the six month period is a direct result of purchases of investment and mortgage-backed securities. Net loans receivable remained constant at 42.1 million at September 30, 1997 and at March 31, 1998. Loan originations were offset by principal repayments during the period. Total investment securities increased by $685,000 from $3.0 million at September 30, 1997 to $3.7 million at March 31, 1998. The increase was primarily due to the purchase of a $500,000 investment security and an increase in unrealized gains on investment securities available for sale totaling $185,000. This increase in unrealized gains on investment securities available for sale was primarily due to favorable interest rates and increased market prices on marketable securities held in the Company's portfolio. The Company experienced a $127,000 increase in mortgage-backed securities during the six month period ending March 31, 1998. Unrealized losses recorded in the mortgage-backed securities-available for sale portfolio amounted to $45,000 at March 31, 1998, a $32,000 increase from September 30, 1997. Additional mortgage-backed securities were purchased totaling $2.3 million during the period, partially offset by principal repayments, amortization of premiums, and accretion of discounts. Deposits increased by $1.1 from $43.6 million at September 30, 1997 to $44.7 million at March 31, 1998. The increase was due to additional monies deposited in time deposit certificates emphasizing six to twelve month maturities. 10 Federal Home Loan Bank advances decreased by $500,000 from $10.8 million at September 30, 1997 to $10.3 million at March 31, 1998. Borrowing proceeds are used to fund a portion of loan originations, and purchase mortgage-backed securities. Total stockholder's equity increased by $239,000 from $6.8 million at September 30, 1997 to $7.1 million at March 31, 1998. Stockholders' equity increase by $100,000, as a result of an after-tax net unrealized gain on investment securities-available for sale and mortgage-backed securities- available for sale. In addition, net income for the six month period increased total stockholders' equity by $115,000 and the reduction in unearned ESOP and RRP shares increased stockholders' equity by 56,000. Partially offsetting these increases was a cash dividend of $19,000, and the purchase of 750 shares of Treasury stock in the amount of $13,000. ASSET QUALITY Non-performing Loans and Investments in Real Estate The table below sets forth the amounts and categories of nonperforming assets in the Company's loan portfolio. Loans are placed on non-accrual status when the collection of principal and/or interest becomes doubtful. At the dates presented, the Company had no accruing loans which were contractually past due 90 days or more and no troubled debt restructuring (which involve forgiving a portion of interest or principal on any loans or making loans at a rate materially less than that of market rates). Foreclosed assets include assets acquired in settlement loans. September 30, 1997 March 31, 1998 ------------------ ----------------- (Dollars in Thousands) Non-Performing Assets Non-accruing loans: One-to four-family $717 $370 Consumer 154 162 Total 871 532 Foreclosed assets: one-to four-family 122 167 Total non-performing assets $993 $699 Total as a percentage of total assets 1.61% 1.11% Non-performing assets decreased by $294,000 over the six month period ended March 31, 1998, due to a decline in non-accruing loans of $339,000, partially offset by an increase of $45,000 in real estate owned due to foreclosure of a property, that had a commitment for sale with no additional losses or reserves required. Allowance for Losses on Loans and Real Estate Owned The allowance for losses on loans is established through a provision for loan losses based on management's evaluation of the risk inherent in its loan portfolio and changes in the nature and volume of its loan activity, including those loans which are being specifically monitored by management. Such evaluation, which includes a review of loans for which full collectibility may not be reasonably assured, considers among other matters, the estimated fair value of the underlying collateral, economic conditions, historical loan loss experience and other factors that warrant recognition in providing for an adequate allowance for losses. 11 Real estate properties acquired through foreclosure are recorded at the lower of cost or fair value, less estimated disposition costs. If fair value at the date of foreclosure is lower than the balance of the related loan, the difference will be charged-off to the allowance for losses on loans at the time of transfer. Valuations are periodically updated by management and if the value declines, a specific provision for losses on such property is established by a charge to operations. The Company's allowance for loan losses totaled $556,000 and $551,000, for September 30, 1997 and March 31, 1998, respectively. Allowance for losses on loans as a percentage of net loans receivable equaled 1.32% at September 30, 1997 and 1.31% at March 31, 1998. RESULTS OF OPERATIONS Comparison of Operating Results for Quarters Ended March 31, 1997 and 1998 General. The Company had net income of $75,000 for the three months ended March 31, 1997, as compared to $53,000 for the three months ended March 31, 1998. The decrease in net income was primarily due to a decrease in net interest income of $25,000 and an increase in total non-interest expense of $6,000, partially offset by a decrease of $3,000 in income tax expense, a decrease in provision for loan losses of $5,000 and an increase in other income of $1,000. Interest Income. Interest income increased by $79,000 from $1,067,000 for the three months ended March 31, 1997 to $1,146,000 for the three months ended March 31, 1998. The $79,000 increase was due primarily to the increase in the average balance of loans receivable of approximately $1.9 million, resulting in an increase in interest on loans of $56,000. The increase of $23,000 in interest earned on mortgage-backed securities and investment securities was due to an average balance increase of $2.1 million over the comparable periods. Interest Expense. Interest expense increased by $105,000 from $610,000 for the three months ended March 31, 1997 to $715,000 for the three months ended March 31, 1998. This was due primarily to the increased cost of funds. Cost of funds increased because of increased average balance of Federal Home Loan Bank borrowings outstanding during the three months with a higher cost than deposit accounts and the overall increase in interest rates paid on deposits from the prior year. Total average balance of interest-bearing liabilities increased from $50.2 million at March 31, 1997 to $55.1 million at March 31, 1998. The weighted average cost of funds was 4.96% and 5.24% at March 31, 1997 and 1998, respectively. Consequently, increased interest- bearing liabilities, in conjunction with increased funding cost, caused an increase of interest expense for the quarter ended March 31, 1997, as compared to the quarter ended March 31, 1998. Net Interest Income. The Company's net income is dependent upon net interest income. Net interest income decreased by $25,000 from $457,000 for the three months ended March 31, 1997 to $432,000 for the three months ended March 31, 1998. The decrease was due to a greater increase in interest expense that the increase in interest income, caused by increased rates paid on deposits and borrowings. Provision for Loan Losses. The provision for loan losses was $5,000 for the three months ended March 31, 1997. An additional provision for loan losses was not deemed necessary for the three months ended March 31, 1998. Non-performing assets were $748,000 and $699,000 at March 31, 1997 and 1998 respectively. Non-performing assets as a percentage of total assets were 1.30% and 1.11% at March 31, 1997 and 1998, respectively. 12 Management and the Board of Directors review the loan loss reserve monthly to determine sufficiency. The allowance for loan losses is established through a provision for loan losses based on management's evaluation of the risk inherent in its loan portfolio and changes in the nature and volume of its loan activity, including those loans which are being specifically monitored by management. Such evaluation, which includes a review of loans for which full collectibility may not be reasonably assured, considers among other matters, the estimated fair value of the underlying collateral, economic conditions, historical loan loss experience and other factors that warrant recognition in providing for an adequate loan loss allowance. Non-interest Income. Non-interest income increased by $2,000 from $10,000 for the quarter ended March 31, 1997 to $12,000 for the quarter ended March 31, 1998. The increase was due to an increase in service charges. Non-interest Expense. Total non-interest expense increased by $6,000 from $344,000 for the three months ended March 31, 1997 to $350,000 for the three months ended March 31, 1998. There were increases in occupancy and equipment expense of $6,000, marketing and other professional services of $12,000, deposit insurance premium of 6,000 and other expenses of $8,000. These increases were offset by decreases in compensation and benefits of $20,000, real estate owned of $2,000 and increases in gain on foreclosed real estate of $4,000. Income Tax Provision. Income tax expense decreased by $3,000 for the quarter ended March 31, 1998 as compared to the quarter ended March 31, 1997 due to a decrease in pre-tax income. Comparison of Operating Results for the Six Months Ended March 31, 1997 and 1998 General. Net income totaled $141,000 and $115,000, respectively for the six month ended March 1997 and 1998. The decrease was primarily due a decrease in net interest income of $59,000. The decrease was partially offset by an increase in non-interest income of $1,000 and a decrease of $20,000 in non-interest expense, a reduction of $5,000 in provisions for loan loss and a reduction in income tax expense of $7,000. Interest Income. Total interest income increased by $151,000 for the six months ended March 31, 1998, as compared to the six months ended March 31, 1997. The increase resulted from an increase of $5.1 million in the average balance of interest-earning assets, primarily the loan portfolio and mortgage backed securities. Interest Expense. Total interest expense increased by $210,000 during the six month period ended March 31, 1998, as compared to the six month period ended March 31, 1997. The weighted average cost of funds was 4.96% at March 31, 1997 and 5.24% at March 31, 1998. This was due primarily to higher prevailing rates of interest in the Company's market. Cost of funds also increased because of increased borrowings outstanding during the six month period, which were used to fund additional lending and the purchase of mortgage backed securities. The higher average balance of Federal Home Loan Bank advances outstanding resulted in an increase of $106,000 in interest expense on borrowed funds. Net Interest Income. The Company's net income is dependent upon net interest income. Net interest income decreased by $59,000 from $895,000 for the six month ended March 31, 1997 to $836,000 for the six months ended March 31, 1998. The decrease was due to a greater increase in interest expense than the increase in interest income, caused by increased rates paid on deposits and borrowings. Provision for Loan Losses. The provision for loan losses was $5,000 for the six months ended March 31, 1997. An additional provision for loan losses was not deemed necessary for the three months ended March 31, 1998. The provision for loan losses is determined by management, based on monthly reviews of problem assets. 13 Non-interest Income. Late charges and insurance commissions are the focus of non-interest income for the Company. Non-interest income totaled $21,000 for the six months ended March 31, 1997, as compared to $23,000 for the six months ended March 31, 1998. The slight increase was due to service charges and other fees collected. Non-interest Expense. Non-interest expense totaled $692,000 for the six months ended March 31, 1997, as compared to $672,000 for the six months ended March 31, 1998. The decrease of $20,000, was caused by decreases in real estate owned expenses of $2,000, FDIC insurance expenses of $12,000, other expenses of $29,000 and gain on foreclosed real estate of $21,000. Offsetting these decreased expenses were an increase in compensation and benefits expenses of $15,000, occupancy and equipment expenses of $9,000 and marketing and professional expenses of $20,000. Other expenses declined due to the shareholder assessment tax that had been paid in October of 1996. Provision for Income Taxes. Income tax expenses for the six month period ended March 31, 1997 was $79,000, as compared to $72,500 for the six month period ended March 31, 1998. The decrease was due to a decrease in pre- tax income of the comparable time period. Pre-tax income was $220,000 and $187,000, respectively, for the six month periods. Liquidity and Capital Resources The Company's primary sources of funds are deposits, borrowings, principal and interest payments on loans, mortgage-backed securities, and investment securities. In the event that the Company should require funds beyond its ability to generate them internally, additional sources of funds are available through the use of FBLB advances. While scheduled loan repayments and maturing investments are relatively predictable, deposit flows and early loan repayments are more influenced by interest rates, general economic conditions and competition. Federal regulations have required the Company to maintain minimum levels of liquid assets. The required percentage has varied from time to time based upon economic conditions and savings flows and is currently 4% of net withdrawable savings deposits and borrowings payable on demand or in one year or less during the preceding calendar month. Liquid assets for purposes of this ratio include cash, certain time deposits, government agency and other securities and obligations generally having remaining maturities of less than five years. The Association's most liquid assets are cash and cash equivalents, short-term investments and mortgage-backed and related securities. The levels of these assets are dependent on the Company's operating, financing, lending and investing activities during any given period. At September 30, 1997 and March 31, 1998 liquidity eligible assets totaled $2.7 million and $2.2 million, respectively. At those same dates, the Association's liquidity ratios were 5.2% and 5.6%, respectively, all in excess of the 4% minimum regulatory requirement. The Association uses its liquid resources principally to meet ongoing commitments, to fund maturing certificates of deposit and deposit withdrawals, to invest, to fund existing and future loan commitments, to maintain liquidity and to meet operating expenses. At March 31, 1998 the Association had outstanding commitments to extend credit which amounted to $1,120,000. Management believes that loan repayments and other sources of funds will be adequate to meet the Association's foreseeable liquidity needs. At March 31, 1998, the Company had $21.0 million in certificates of deposit due within one year and $14.5 million in other deposits with specific maturity dates. Based on past experience, management expects that most of the deposits will be retained or replaced by new deposits. 14 Capital Federally insured savings associations, such as First Federal, are required to maintain a minimum level of regulatory capital. The OTS has established capital standards, including a tangible capital requirement, a leverage ratio (or core capital) requirement and a risk-based capital requirement applicable to such savings associations. These capital requirements must be generally as stringent as the comparable capital requirements for national banks. The OTS is also authorized to impose capital requirements in excess of these standards on individual associations on a case-by-case basis. The following table sets forth First Federal's compliance with each of its capital requirements as of March 31, 1998 (dollars in thousands). Current Actual Capital Association Capital Requirement Capital Excess -------------- -------------- ---------------- Amount % Amount % Amount % ------ --- ------ --- ------ --- Tangible Capital 936 1.50% 5,828 9.34% 4,892 7.84% Core Capital 1,872 3.00% 5,828 9.34% 3,956 6.34% Risk-Based Capital 2,689 8.00% 6,199 18.45% 3,510 10.45% Tangible and core capital figures are determined as a percentage of total adjusted assets; risk-based capital figures are determined as a percentage of risk-weighted assets in accordance with OTS regulations. First Federal is considered a well capitalized institution based upon its capital ratios at March 31, 1998. Total capital includes general loan loss reserves of $371,000. The Company is taking steps to make sure that it is in compliance with the Year 2000 project. It has taken steps to review possible equipment problems and has obtained written documentation from the service bureaus that are currently supporting its operations. At this time management is taking steps to complete a contingency plan for the Year 2000 that will cover any operational problems that could arise and would have to be solved. The Company's data processing operations are in the process of being revised and updated in order to comply with Year 2000 requirements, as well as to allow the Company to be more competitive in its market area. Also it was felt by management that since a branch location will be opened in Eunice, Louisiana by September this will benefit operational income. Another service the company will be offering come September is Checking Accounts which should increase future service fee income. The Company determined to deregister with the Securities and Exchange Commission, at its April Board of Directors meeting. It was discussed that deregistration would benefit the Company by reducing expenses. Limited financial information will still be available to all stockholders. 15 PART II--OTHER INFORMATION Item 1. Legal Proceedings There are no material legal proceedings to which the Company or the Association is party to or of which any of their property is subject. Occasionally, the Association is involved in legal proceedings incidental to its business. 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 Not Applicable Item 5. Other Information Not Applicable Item 6. Exhibits and Report on Form 8-K (a) Exhibits Not Applicable (b) Reports on Form 8-K Not Applicable 16 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. St. Landry Financial Corporation (Registrant) Date: May 14, 1998 /s/ Wayne McK. Gilmore ---------------------- --------------------------- Wayne McK. Gilmore President Date: May 14, 1998 /s/ Jutta Codori ---------------------- --------------------------- Jutta Codori Controller