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): July 20, 2004 EverTrust Financial Group, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Washington 0-26993 91-1613658 - --------------------------- --------------- ---------------- State or other jurisdiction Commission (I.R.S. Employer of incorporation File Number Identification No.) 2707 Colby Avenue, Suite 600, Everett, Washington 98201 - ------------------------------------------------- ---------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number (including area code) (425) 258-3645 Not Applicable - ------------------------------------------------------------------------------ (Former name or former address, if changed since last report) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - --------------------------------------------------------------------------- (c) Exhibits -------- 99.1 Press Release dated July 20, 2004. Item 12. Results of Operations and Financial Condition - ------------------------------------------------------ On July 20, 2004, EverTrust Financial Group, Inc. issued its earnings release for the quarter ended June 30, 2004. A copy of the earnings release is attached hereto as Exhibit 99.1, which is incorporated herein by reference. 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. EVERTRUST FINANCIAL GROUP, INC. DATE: July 20, 2004 By: /s/ Jeffrey R. Mitchell --------------------------------- Jeffrey R. Mitchell Vice President and Chief Financial Officer Exhibit 99.1 Press Release of EverTrust Financial Group, Inc. on July 20, 2004 FOR IMMEDIATE RELEASE Contact: Brad Ogura EverTrust Financial Group Inc. 425/258-0380 EverTrust Financial Group Reports First Quarter Results July 20, 2004 -- Everett, WA -- EverTrust Financial Group, Inc. (Nasdaq: EVRT) today reported net income of $2.0 million, or $0.28 per diluted share for the quarter ending June 30, 2004. Excluding merger-related costs, net income for the quarter ending June 30, 2004 would have been $2.2 million, or $0.31 per diluted share, which reflects an increase in net income from the year-earlier period of $2.0 million, or $0.26 per diluted share. As announced on June 25, 2004, KeyCorp (NYSE: KEY) and EverTrust Financial Group have signed a definitive agreement that provides for the acquisition of EverTrust by KeyCorp. The transaction, subject to approval by EverTrust shareholders and by appropriate regulators, is expected to close in the quarter ending December 31, 2004. At June 30, 2004, EverTrust Financial Group's total assets were $769.0 million as compared to $770.1 million at March 31, 2004. Total equity at June 30, 2004 was $91.2 million (book value of $13.23 per share) compared to total equity of $90.6 million at March 31, 2004. At June 30, 2004, EverTrust Financial had 6,892,660 shares outstanding. No shares of EverTrust were repurchased during the quarter under the Company's current stock repurchase plan. Net interest income was $7.1 million for the quarter ended June 30, 2004 as compared to $6.7 million for the year-earlier quarter. Loans receivable, net, were $658.8 million at June 30, 2004, as compared to $661.8 million at March 31, 2004. Loan originations, primarily commercial real estate lending, totaled $164.4 million for the quarter ended June 30, 2004. The net interest margin for the quarter ended June 30, 2004 was 3.73% as compared to 3.83% a year earlier, and 3.82% for the quarter ended March 31, 2004. For the quarter ended June 30, 2004, the provision for loan losses was $100,000 compared to $175,000 for the year-earlier quarter. Total nonperforming assets at June 30, 2004 were $615,000 or 0.08% of total assets, compared to $228,000 or 0.03% of total assets at June 30, 2003, and $4.4 million or 0.56% of total assets at March 31, 2004. The allowance for loan losses as a percent of gross loans receivable was 1.37% at June 30, 2004, as compared to 1.35% at March 31, 2004. Page 1 Total deposits at June 30, 2004 were $553.9 million as compared to $546.4 million at March 31, 2004. At June 30, 2004 the deposit mix included 47% fixed-rate certificates of deposit and 28% money market accounts, with the remainder from noninterest bearing accounts, savings accounts and demand deposit accounts. The Company continues to focus on generating core deposits, and transaction account balances grew 4% from the prior quarter and 35% from the prior year as a result of this effort. Noninterest income for the current quarter was $1.9 million as compared to $1.6 million for the quarter one-year earlier. Noninterest expenses for the quarter ended June 30, 2004 were $5.7 million as compared to $5.2 million one-year earlier. Noninterest expenses in the current quarter included merger-related costs of $323,000. The Company expects to incur additional related expenses until the transaction is completed. The efficiency ratio, including merger-related costs, was 63.5% for the quarter (59.8% without these costs) compared to 57.9% in the prior quarter and 62.3% in the year-earlier quarter. EverTrust Financial Group is a diversified financial services holding company (regulated by the Federal Reserve) that serves the Puget Sound region of Washington state through its EverTrust Bank of Washington branches in Seattle, Bellevue, and Snohomish County; Commercial Mortgage Banking Group office in Tacoma, EverTrust Asset Management office in Seattle, and a commercial mortgage loan production office in Portland, Oregon.. For additional information, visit EverTrust Financial Group at www.EVRTonline.com. Forward-looking Statements Certain matters discussed in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward looking statements relate to, among other things, expectations of the business environment in which the Company operates, projections of future performance, perceived opportunities in the market, and statements regarding the Company's mission and vision. These forward-looking statements are based upon current management expectations, and may therefore involve risks and uncertainties. The Company's actual results, performance, or achievements may differ materially from these suggested, expressed, or implied by forward looking statements due to a wide range of factors including, but not limited to, interest rate fluctuations, changes in residential mortgage patterns, economic conditions both nationally and in the Company's local market areas, success of new products, non-bank financial services providers, regulatory changes, and other risks detailed in the Company's reports, particularly the Form 10-K filed with the Securities and Exchange Commission. -financial tables follow- Page 2 EVERTRUST FINANCIAL GROUP, INC. - Key Financial Ratios Three Months Ended June 30, 2004 2003 ------ ------ KEY FINANCIAL RATIOS: (Unaudited) Performance Ratios: Return on average assets (1) 1.06% 1.10% Return on average equity (2) 8.89% 8.42% Equity-to-assets ratio (3) 11.90% 13.09% Interest rate spread (4) 3.40% 3.39% Net interest margin (5) 3.73% 3.83% Average interest-earning assets to average interest-bearing liabilities 116.38% 117.62% Other operating expenses as a percent of average total assets 2.94% 2.92% Efficiency ratio (6) 63.46% 62.25% Non interest income as a percent of net revenue 20.96% 19.71% Asset Quality Ratios: Nonaccrual and 90 days or more past due loans as a percent of total loans, net 0.09% 0.04% Nonperforming assets as a percent of total assets 0.08% 0.03% Allowance for losses as a percent of gross loans receivable 1.37% 1.52% Allowance for loan losses as a percent of nonperforming loans 1487.23% 3980.83% Net charge-offs (recoveries) to average outstanding loans 0.00% 0.01% - ------------------------- (1) Net earnings divided by average total assets. (2) Net earnings divided by average equity. (3) Average equity divided by average total assets. (4) Difference between weighted average yield on interest-earning assets and weighted average rate on interest-bearing liabilities. (5) Net interest income as a percentage of average interest-earning assets. (6) Total other operating expenses divided by total net interest income (on a tax-equivalent basis) before provision for loan losses plus total other operating income. Allowance for Loan Losses: Quarter Ended ---------------------------------------------------- 06/30/04 03/31/04 12/31/03 09/30/03 06/30/03 -------- -------- -------- -------- -------- Allowance at beginning of period $ 9,046 $ 8,973 $ 8,747 $ 9,086 $ 8,979 Provision for loan losses 100 100 250 0 175 Charge-offs (2) (34) (69) (353) (73) Recoveries 4 7 45 14 5 ------- ------- ------- ------- ------- Balances at end of period $ 9,148 $ 9,046 $ 8,973 $ 8,747 $ 9,086 ======= ======= ======= ======= ======= EverTrust Financial Group, Inc. Consolidated Statements of Financial Condition June 30 and March 31, 2004 (Dollar amounts in thousands, except per share amounts) June 30, March 31, 2004 2004 ---------------------- ASSETS Unaudited Cash and cash equivalents, including interest bearing deposits of $555 and $1,000 $ 19,123 $ 14,995 Securities available for sale, amortized cost of $67,619 and $66,914 66,889 67,567 Securities held to maturity, fair value of $2,305 and $2,419 2,229 2,311 Federal Home Loan Bank stock, at cost 6,716 6,650 Loans receivable, net of allowances of $9,148 and $9,046 658,780 661,756 Loans held for sale, fair value of $650 and $907 643 886 Accrued interest receivable 3,337 3,301 Premises and equipment, net 6,874 7,206 Other real estate owned - 375 Prepaid expenses and other assets 4,429 5,025 ---------------------- Total Assets $769,020 $770,072 ====================== LIABILITIES AND EQUITY LIABILITIES: Deposit accounts $553,852 $546,388 Federal Home Loan Bank advances and other borrowings 120,117 128,531 Accounts payable and other liabilities 3,876 4,574 ---------------------- Total Liabilities 677,845 679,493 COMMITMENTS AND CONTINGENCIES EQUITY: Common stock - no par value, 73,500,000 shares authorized, 6,892,660 shares and 6,890,160 shares outstanding at June 30, and March 31, 2004, respectively 23,845 23,819 Retained earnings 68,017 66,738 Shares held in trust for stock-related compensation plans (205) (409) Accumulated other comprehensive income (482) 431 ---------------------- Total Equity 91,175 90,579 ---------------------- Total Liabilities and Equity $769,020 $770,072 ====================== Book value per common share $ 13.23 $ 13.15 EverTrust Financial Group, Inc. Consolidated Statements of Operations For the Three Months ended June 30, 2004 and 2003 (Dollar amounts in thousands, except per share amounts) Three Months Ended June 30, 2004 2003 ------ ------ (Unaudited) INTEREST INCOME: Loans receivable $ 10,261 $ 10,505 Investment securities: Taxable interest income 521 442 Tax-exempt interest income 19 43 Dividend income 66 86 ------------------------- Total investment security income 606 571 ------------------------- Total interest income 10,867 11,076 INTEREST EXPENSE: Deposit accounts 2,639 3,097 Federal Home Loan Bank advances and other borrowings 1,178 1,284 ------------------------- Total interest expense 3,817 4,381 ------------------------- Net interest income 7,050 6,695 PROVISION FOR LOAN LOSSES 100 175 ------------------------- Net interest income after provision for loan losses 6,950 6,520 NONINTEREST INCOME: Loan service fees 753 695 Gain on sale of securities - 2 Gain on sale of loans 337 301 Other, net 780 646 ------------------------- Total noninterest income 1,870 1,644 ------------------------- NONINTEREST EXPENSES: Salaries and employee benefits 3,002 3,152 Occupancy and equipment 742 710 Information processing costs 369 376 KeyCorp merger costs 323 - Other, net 1,231 967 ------------------------- Total noninterest expenses 5,667 5,205 ------------------------- Earnings before federal income taxes 3,153 2,959 FEDERAL INCOME TAXES 1,116 994 ------------------------- NET INCOME $ 2,037 $ 1,965 ========================= Net income per common share - basic $ 0.30 $ 0.28 ========================= Net income per common share - diluted $ 0.28 $ 0.26 ========================= Weighted average shares outstanding - basic 6,782,740 6,990,670 Weighted average shares outstanding - diluted 7,258,185 7,498,660 Dividends paid per share $ 0.110 $ 0.080 EverTrust Financial Group, Inc. Yield and Margin Calculations (dollar amounts in thousands) For the Three Months Ended June 30, 2004 and 2003 (Unaudited) Three Months Ended June 30, ---------------------------------------------------- 2004 2003 ------------------------ ------------------------- Interest Interest Average and Yield/ Average and Yield/ Balance Dividends Cost Balance Dividends Cost ------- --------- ------ ------- --------- ------ (Dollars in Thousands) Interest-earning assets: Loans receivable (1) $678,080 $10,261 6.05% $617,336 $10,505 6.81% Investment securities 70,150 539 3.07% 44,335 398 3.59% Federal Home Loan Bank stock 6,650 66 3.97% 6,335 83 5.24% Cash and cash equivalent 455 1 0.88% 30,976 90 1.16% ------------------------ ------------------------ Total interest- earning assets 755,335 10,867 5.75% 698,982 11,076 6.34% -------------- -------------- Noninterest-earning assets 15,401 14,146 -------- -------- Total average assets $770,736 $713,128 ======== ======== Interest-bearing liabilities: Savings accounts $ 12,996 $ 18 0.55% $ 12,736 $ 26 0.82% Checking accounts 97,458 237 0.97% 70,293 195 1.11% Money market deposit accounts 154,639 462 1.20% 132,855 491 1.48% Time deposits 259,257 1,922 2.97% 279,343 2,385 3.42% ------------------------ ------------------------ Total deposits 524,350 2,639 2.01% 495,227 3,097 2.50% Borrowings 124,697 1,178 3.78% 99,067 1,284 5.18% ------------------------ ------------------------ Total interest- bearing liabilities 649,047 3,817 2.35% 594,294 4,381 2.95% -------------- -------------- Noninterest-bearing liabilities 29,997 25,504 -------- -------- Total average liabilities 679,044 619,798 Average equity 91,692 93,330 -------- -------- Total liabilities and equity $770,736 $713,128 ======== ======== Net interest income $ 7,050 $ 6,695 ======= ======= Interest rate spread 3.40% 3.39% ====== ====== Net interest margin 3.73% 3.83% ====== ====== Ratio of average interest-earning assets to average interest-bearing liabilities 116.38% 117.62% ====== ======