SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- FORM 10-Q (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, 2001 ------------- OR |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . ------------ ------------ Commission File No. 0-25903 IBT Bancorp, Inc. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Pennsylvania 25-1532164 - ----------------------------------- ------------------------------------ (State of incorporation or organization) (I.R.S. employer identification no.) 309 Main Street, Irwin, Pennsylvania 15642 - -------------------------------------------- ----------------------------- (Address of principal executive offices) (zip code) (724) 863-3100 - -------------------------------------------------------------------------------- Issuer's telephone number, including area code Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ------------ ------------ Number of shares of Common Stock outstanding as of August 01, 2001: 2,992,081 --------- IBT BANCORP, INC. Contents Pages ----- PART I - FINANCIAL INFORMATION Item 1. Financial Statements.............................................................................. Consolidated statements of financial condition (unaudited) at June 30, 2001 and December 31, 2000........................................................................... 1 Consolidated statements of operations (unaudited) for the three months ended June 30, 2001 and 2000 ................................................................... 2 Consolidated statements of cash flows (unaudited) for the three months ended June 30, 2001 and 2000.................................................................... 3 Notes to financial statements................................................................... 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..................................................................... 6 Item 3. Quantitative and Qualitative Disclosures About Market Risk..................................... 13 PART II - OTHER INFORMATION Item 1. Legal Proceedings.............................................................................. 14 Item 2. Changes in Securities and Use of Records....................................................... 14 Item 3. Defaults upon Senior Securities................................................................ 14 Item 4. Submission of Matters to a Vote of Security-Holders............................................ 14 Item 5. Other Information.............................................................................. 14 Item 6. Exhibits and Reports on Form 8-K............................................................... 14 Signatures..................................................................................................... 15 CONSOLIDATED BALANCE SHEETS (UNAUDITED) IBT BANCORP, INC. AND SUBSIDIARY June 30, 2001 December 31, 2000 ------------------ ------------------ ASSETS Cash and due from banks $ 11,644,333 $ 12,877,327 Interest-bearing deposits in banks 5,312,933 4,740,068 Federal funds sold 30,992,000 4,129,000 Certificates of deposit 100,000 2,700,000 Securities available for sale 160,904,628 165,909,886 Federal Home Loan Bank stock, at cost 2,101,800 1,964,300 Loans, net 296,709,782 291,914,060 Premises and equipment, net 4,760,287 4,899,777 Other assets 5,970,684 7,245,015 ------------------ ------------------ Total Assets $ 518,496,447 $ 496,379,433 ================== ================== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits Non-interest bearing $ 66,223,694 $ 64,316,265 Interest-bearing 356,384,472 345,322,197 ------------------ ------------------ Total deposits 422,608,166 409,638,462 Repurchase agreements 11,230,830 9,022,190 Accrued interest and other liabilities 5,026,531 5,104,200 Long-term debt 32,000,000 28,000,000 ------------------ ------------------ Total liabilities 470,865,527 451,764,852 Stockholders' Equity Capital stock, par value $1.25 per share, 50,000,000 shares authorized, 3,023,799 shares issued, 2,992,081 and 3,001,923 shares outstanding at June 30, 2001 and December 31, 2000, respectively 3,779,749 3,779,749 Surplus 2,073,102 2,073,102 Retained earnings 41,350,595 39,261,880 Accumulated other comprehensive income 1,348,789 189,326 ------------------ ------------------ 48,552,235 45,304,057 Less: Treasury stock, at cost (921,315) (689,476) ------------------ ------------------ Total stockholders' equity 47,630,920 44,614,581 ------------------ ------------------ Total Liabilities and Stockholders' Equity $ 518,496,447 $ 496,379,433 ================== ================== The accompanying notes are an integral part of these consolidated financial statements. -1- CONSOLIDATED STATEMENTS OF INCOME IBT BANCORP, INC. AND SUBSIDIARY Three Months Ended June 30, Six Months Ended June 30, 2001 2000 2001 2000 ----------------- ---------------- --------------- --------------- (unaudited) (unaudited) Interest Income Loans, including fees $ 6,098,737 $ 5,549,809 $ 12,151,299 $ 10,905,192 Investment securities 2,547,678 2,590,769 5,289,235 5,131,232 Federal funds sold 239,447 124,696 316,784 137,834 ----------------- ---------------- --------------- --------------- Total interest income 8,885,862 8,265,274 17,757,318 16,174,258 Interest Expense Deposits 3,864,434 3,390,258 7,814,642 6,623,740 Long-term debt 454,656 390,809 878,884 724,214 Repurchase agreements 106,968 84,862 203,217 156,488 ----------------- ---------------- --------------- --------------- Total interest expense 4,426,058 3,865,929 8,896,743 7,504,442 ----------------- ---------------- --------------- --------------- Net Interest Income 4,459,804 4,399,345 8,860,575 8,669,816 Provision for Loan Losses 100,000 75,000 175,000 150,000 ----------------- ---------------- --------------- --------------- Net Interest Income after Provision for Loan Losses 4,359,804 4,324,345 8,685,575 8,519,816 Other Income (Losses) Service fees 456,510 421,958 838,846 796,999 Investment security gains 160,486 -- 236,132 -- Investment security losses -- (106,974) (2,188) (106,974) Other income 409,351 427,275 752,986 721,320 ----------------- ---------------- --------------- --------------- Total other income 1,026,347 742,259 1,825,776 1,411,345 Other Expenses Salaries 1,134,140 1,079,215 2,101,394 1,988,794 Pension and other employee benefits 291,302 283,873 583,814 575,490 Occupancy expense 283,922 257,851 563,019 516,538 Data processing expense 192,041 146,852 355,866 290,763 ATM expense 102,766 97,028 198,909 183,767 Other expenses 772,553 740,626 1,574,518 1,481,480 ----------------- ---------------- --------------- --------------- Total other expenses 2,776,724 2,605,445 5,377,520 5,036,832 ----------------- ---------------- --------------- --------------- Income Before Income Taxes 2,609,427 2,461,159 5,133,831 4,894,329 Provision for Income Taxes 726,053 804,911 1,485,292 1,586,103 ----------------- ---------------- --------------- --------------- Net Income $ 1,883,374 $ 1,656,248 $ 3,648,539 $ 3,308,226 ================= ================ =============== =============== Basic Earnings per Share $ 0.63 $ 0.55 $ 1.22 $ 1.10 ================== ================= ================= =============== Diluted Earnings per Share $ 0.63 $ 0.55 $ 1.22 $ 1.10 ================== ================= ================= =============== Dividends per Share $ 0.26 $ 0.23 $ 0.52 $ 0.46 ================== ================= ================= =============== The accompanying notes are an integral part of these consolidated financial statements. -2- CONSOLIDATED STATEMENTS OF CASH FLOWS IBT BANCORP, INC. AND SUBSIDIARY Six Months Ended June 30, 2001 2000 --------------- ---------------- (unaudited) --------------- ---------------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 3,648,539 $ 3,308,226 Adjustments to reconcile net cash from operating activities: Depreciation 296,910 275,543 Net amortization/accretion of premiums and discounts 18,283 4,572 Net investment security (gains) losses (233,943) 106,974 Provision for loan losses 175,000 150,000 Increase (decrease) in cash due to changes in assets and liabilities: Other assets 1,389,665 (713,098) Accrued interest and other liabilities (674,924) (345,528) --------------- ---------------- Net Cash From Operating Activities 4,619,530 2,786,689 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of certificates of deposit (1,500,000) (100,000) Proceeds from maturity of certificates of deposit 4,100,000 3,000,000 Proceeds from sales of securities available for sale 6,322,942 4,912,909 Proceeds from maturities of securities available for sale 50,946,736 3,604,117 Purchase of securities available for sale (50,292,040) (14,001,943) Net loans made to customers (5,086,058) (16,437,862) Purchases of premises and equipment (157,420) (182,834) Purchase of Federal Home Loan Bank stock (137,500) -- --------------- ---------------- Net Cash From (Used By) Investing Activities 4,196,660 (19,205,613) CASH FLOWS FROM FINANCING ACTIVITIES Net increase in deposits 12,969,704 13,376,227 Net increase in securities sold under repurchase agreement 2,208,640 924,811 Dividends paid (1,559,824) (1,381,133) Federal funds purchased -- (7,000,000) Proceeds from long-term debt 4,000,000 5,000,000 Purchase of treasury stock (231,839) (601,864) --------------- ---------------- Net Cash From Financing Activities 17,386,681 10,318,041 --------------- ---------------- Net Change in Cash and Cash Equivalents 26,202,871 (6,100,883) Cash and Cash Equivalents at Beginning of Period 21,746,395 19,264,567 --------------- ---------------- Cash and Cash Equivalents at End of Period $ 47,949,266 $ 13,163,684 =============== ================ The accompanying notes are an integral part of these consolidated financial statements. -3- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS IBT BANCORP, INC. AND SUBSIDIARY Period Ended June 30, 2001 NOTE A - BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring accruals considered necessary for a fair presentation have been included. Operating results for the three months and six months ended June 30, 2001 are not necessarily indicative of the results that may be expected for the year ended December 31, 2001 or any future interim period. The interim financial statements should be read in conjunction with the financial statements and footnotes thereto included in IBT Bancorp, Inc. and subsidiary Annual Report on Form 10-K for the year ended December 31, 2000. NOTE B - EARNINGS PER SHARE Earnings per share are calculated on the basis of the weighted average number of shares outstanding. The weighted average shares outstanding was 2,996,943 and 2,999,397 for the three and six months ended June 30, 2001, respectively and 3,001,923 and 3,004,760 for the three and six months ended June 30, 2000, respectively. NOTE C - COMPREHENSIVE INCOME Total comprehensive income for the three months ended June 30, 2001 and 2000 was $1,516,357 and $1,836,076, respectively and for the six months ended June 30, 2001 and 2000 was $4,808,002 and $3,390,973, respectively. NOTE D - INVESTMENT SECURITIES Investment securities available for sale consist of the following: June 30, 2001 ------------------------------------------------------------------------------------ Gross Gross Amortized Unrealized Unrealized Market Cost Gains Losses Value ----------------- ---------------- ---------------- ------------------ Obligations of U.S. Government Agencies $ 60,723,573 $ 1,270,305 $ (31,460) $ 61,962,418 Obligations of State and political sub-divisions 24,005,593 635,395 (58,003) 24,582,985 Mortgage-backed securities 63,389,347 346,049 (235,836) 63,499,560 Other securities 586,913 29,982 -- 616,895 Equity securities 10,155,627 98,014 (10,871) 10,242,770 ----------------- ---------------- ---------------- ------------------ $ 158,861,053 $ 2,379,745 $ (336,170) $ 160,904,628 ================= ================ ================ ================== -4- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) IBT BANCORP, INC. AND SUBSIDIARY Period Ended June 30, 2000 NOTE E - STOCK OPTION PLAN In May 2001, 33,000 additional stock options were granted under the 2000 Stock Option Plan at an exercise price of $23.00 per share. As of June 30, 2001, 94,000 stock options have been granted, of which 41,333 are exercisable. 32,333 stock options are exercisable at $24.50 per share and 9,000 are exercisable at $23.00 per share. -5- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Private Securities Litigation Reform Act of 1995 contains safe harbor provisions regarding forward-looking statements. When used in this discussion, the words "believes", "anticipate", "contemplates", "expects", and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties which could cause actual results to differ materially from those projected. Those risks and uncertainties include changes in interest rates, risks associated with the effect of opening a new branch, the ability to control costs and expenses, and general economic conditions. IBT Bancorp, Inc. undertakes no obligation to publicly release the results of any revisions to those forward looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. GENERAL IBT Bancorp, Inc. is a bank holding company headquartered in Irwin, Pennsylvania, which provides a full range of commercial and retail banking services through its wholly owned banking subsidiary, Irwin Bank & Trust Co. (collectively, the "Company"). During June 2001, a partnership between Irwin Bank & Trust Company and UVEST Financial Services was formed. Through this partnership the Company will provide to its customers access to a full range of brokerage services, including financial analysis, professional money management, stocks, bonds, mutual funds, and annuities. FINANCIAL CONDITION On June 30, 2001, total assets increased $22.1 million, or 4.45%, to $518.5 million from $496.4 million at December 31, 2000. Asset growth mainly resulted from an increase in cash and cash equivalents of $23.6 million to $48.0 million from $24.4 million at December 31, 2000. This increase was predominantly in federal funds sold which rose $26.9 million to $31.0 million from $4.1 million at December 31, 2000. Such increase was primarily the result of proceeds from available for sale securities that were called and will be used in the future to meet loan demand and purchase securities. Net loans increased $4.8 million to $296.7 million from $291.9 million at December 31, 2000. The increase in the loan portfolio was primarily due to growth in the fixed rate one- to four- family residential mortgage loans of $2.6 million. The Company's offering of competitive market interest rates fueled this growth. Such increases were offset by a net decrease of $5.0 million in available for sale securities to $160.9 million from $165.9 million at December 31, 2000 and by a $1.2 million decline in other assets. At June 30, 2001, total liabilities increased $19.1 million, or 4.23%, to $470.9 million from $451.8 million at December 31, 2000. This increase was primarily the result of -6- interest-bearing deposits, which rose $11.1 million from $345.3 million at December 31, 2000. The growth was mainly the result of increases in interest bearing checking accounts of $4.9 million, savings accounts of $4.3 million, and money market accounts of $2.4 million. Such increases were offset by a net decrease of $3.0 million in certificate of deposit accounts. These net decreases were primarily due to certificates of deposit of Municipalities, which were not renewed. Total interest bearing deposit growth was attributed to depositors maintaining higher balances and an increase in the number of deposit accounts. Non-interest bearing deposits increased $1.9 million to $66.2 million at June 30, 2001 from $64.3 million at December 31, 2000. Such increases reflect additions to non-interest bearing deposits of $13.1 million offset by $11.2 million in investments in repurchase products. The Company offers its corporate customers an investment product fashioned in the form of a repurchase agreement. Under the terms of the agreement, deposits in designated demand accounts of the customer are put into an investment vehicle which is used daily to purchase an interest in designated U.S. Government or Agencies' securities. The Company in turn agrees to repurchase these investments on a daily basis and pay the customer the daily interest earned based on the current market rate. At June 30, 2001, repurchase agreements totalled $11.2 million. Long-term borrowings rose $4.0 million from $28.0 million at December 31, 2000. Such borrowings were fixed rate loans from Federal Home Loan Bank used to fund loan demand. At June 30, 2001, total stockholders' equity increased $3.0 million to $47.6 million from $44.6 million at December 31, 2000. The increase was due to net income of $3.6 million for the period and an increase of $1.1 million in accumulated other comprehensive income, offset by the purchase of $232,000 of Company stock, and dividends paid of $1.6 million. Accumulated other comprehensive income increased as a result of changes in the net unrealized gain on the available for sale securities due to fluctuations in interest rates. Because of interest rate volatility, the Company's accumulated other comprehensive income could materially fluctuate for each interim period and year-end. See Note D to the condensed consolidated financial statements. As previously reported, the Company plans to purchase up to 151,100 shares of the Company's common stock. As of June 30, 2001 the Company repurchased 31,718 shares. RESULTS OF OPERATIONS Net income. Net income for the three months ended June 30, 2001 increased $200,000, or 11.76%, to $1.9 million from $1.7 million for the comparable three month period in 2000. Net income for the six months ended June 30, 2001 increased $300,000 to $3.6 million from $3.3 million for the comparable six month period in 2000. The -7- increases for the three and six months ended June 30, 2001 was the result of higher net interest income and other income offset by increases in other expenses. Interest income. Interest income for the three months ended June 30, 2001 increased $600,000 to $8.9 million from $8.3 million for the comparable three month period in 2000. The increase was mainly attributed to an increase in average loans of $29.0 million and average securities available for sale of $15.0 million offset by a 38 basis point decrease in the yield on average interest earning assets to 7.21% for the three months ended June 30, 2001 from 7.59% for the comparable three month period in 2000. Interest income for the six months ended June 30, 2001 increased $1.6 million to $17.8 million from $16.2 million for the comparable six month period in 2000. The increase was primarily attributed to an increase in average loans of $30.0 million and average securities available for sale of $16 million offset by a 21 basis point decrease in the yield on average interest earning assets to 7.33% for the first six months of 2001 from 7.54% for the comparable six month period in 2000. See "Average Balance Sheet and Rate/Volume Analysis" Interest expense. Interest expense for the three months ended June 30, 2001 increased $500,000 to $4.4 million from $3.9 million for the comparable three month period in 2000. The increase was primarily attributed to an increase in average certificates of deposit of $32.0 million coupled with a 10 basis point increase in average cost of funds to 4.47% for the three months ended June 30, 2001 from 4.37% for the comparable three month period in 2000. Interest expense for the six months ended June 30, 2001 increased $1.4 million to $8.9 million from $7.5 million for the comparable six month period in 2000. Such increases were primarily the result of an increase in average certificates of deposit of $34.0 million coupled with a 25 basis point increase in average cost of funds to 4.56% for the first six months of 2001 from 4.31% for the comparable six month period in 2000. See "Average Balance Sheet and Rate/Volume Analysis" -8- Average Balance Sheet The following table sets forth certain information relating to the company for the periods indicated. The average yields and costs are derived by dividing income or expense on an annualized basis by the average balance of assets or liabilities, respectively, for the periods presented. Average balances are derived from average daily balances. Three Months Ended June 30, Three Months Ended June 30, ---------------------------------- --------------------------------- 2001 2000 ---- ---- Average Average Average Average Balance Interest Yield/Cost Balance Interest Yield/Cost ------- -------- ---------- ------- -------- ---------- (In Thousands) (In Thousands) Interest-earning assets: Loans receivable (1)(7) $301,070 $ 6,099 8.10% $271,660 $ 5,550 8.17% Investment securities available for sale (2) 169,792 2,548 6.00% 155,371 2,591 6.67% Other interest-earning assets (5) 22,346 239 4.29% 8,726 125 5.72% -------- -------- -------- -------- Total interest earning assets $493,208 $ 8,886 7.21% $435,757 $ 8,266 7.59% -------- -------- ------ -------- -------- ------ Non-interest earning assets 19,096 21,660 -------- -------- Total assets $512,304 $457,417 ======== ======== Interest-bearing liabilities: Money market accounts 56,039 464 3.31% 57,296 568 3.97% Certificates of Deposit 202,563 2,936 5.80% 170,983 2,321 5.43% Other liabilities 137,396 1,026 2.99% 125,229 977 3.12% -------- -------- -------- -------- Total interest-bearing liabilities $395,998 $ 4,426 4.47% $353,508 $ 3,866 4.37% -------- -------- ------ -------- -------- ------ Non-interest-bearing liabilities 68,844 65,288 -------- -------- Total liabilities $464,842 $418,796 -------- -------- Retained Earnings (6) 47,462 38,621 -------- -------- Total liabilities and stockholders' equity $512,304 $457,417 ======== ======== Net interest income $ 4,460 $ 4,400 ======== ======== Interest rate spread (3) 2.74% 3.21% ====== ====== Net yield on interest-earning assets (4) 3.62% 4.04% ====== ====== Ratio of average interest-earning assets to average interest-bearing liabilities 124.55% 123.27% ====== ====== (1) Average balances include non-accrual loans, and are net of deferred loan fees. (2) Includes interest-bearing deposits in other financial institutions. (3) Interest-rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. (4) Net yield on interest-earning assets represents net interest income as a percentage of average interest earning assets. (5) Consists of federal funds sold. (6) Includes capital stock, surplus and accumulated other comprehensive income. (7) For both periods presented, interest income includes business manager income, which was previously classified as other non-interest income. -9- Average Balance Sheet The following table sets forth certain information relating to the company for the periods indicated. The average yields and costs are derived by dividing income or expense on an annualized basis by the average balance of assets or liabilities, respectively, for the periods presented. Average balances are derived from average daily balances. Six Months Ended June 30, Six Months Ended June 30, --------------------------------- ---------------------------------- 2001 2000 ---- ---- Average Average Average Average Balance Interest Yield/Cost Balance Interest Yield/Cost ------- -------- ---------- ------- -------- ---------- (In Thousands) (In Thousands) Interest-earning assets: Loans receivable (1)(7) $299,518 $ 12,151 8.11% $269,717 $ 10,905 8.09% Investment securities available for sale (2) 170,778 5,289 6.19% 154,532 5,131 6.64% Other interest-earning assets (5) 14,148 317 4.48% 4,862 138 5.68% -------- -------- -------- -------- Total interest earning assets $484,444 $ 17,757 7.33% $429,111 $ 16,174 7.54% -------- -------- ------ -------- -------- ------ Non-interest earning assets 18,928 21,079 -------- -------- Total assets $503,372 $450,190 ======== ======== Interest-bearing liabilities: Money market accounts 55,168 967 3.50% 56,813 1,111 3.91% Certificates of Deposit 202,607 5,951 5.87% 169,211 4,504 5.32% Other liabilities 132,320 1,979 2.99% 122,439 1,890 3.09% -------- ------- -------- ------- Total interest-bearing liabilities $390,095 $ 8,897 4.56% $348,463 $ 7,505 4.31% -------- -------- ------ -------- -------- ------ Non-interest-bearing liabilities 67,182 63,316 -------- -------- Total liabilities $457,277 $411,779 -------- -------- Retained Earnings (6) 46,095 38,411 -------- -------- Total liabilities and stockholders' equity $503,372 $450,190 ======== ======== Net interest income $8,860 $8,669 ====== ====== Interest rate spread (3) 2.77% 3.23% ====== ====== Net yield on interest-earning assets (4) 3.66% 4.04% ====== ====== Ratio of average interest-earning assets to average interest-bearing liabilities 124.19% 123.14% ====== ====== (1) Average balances include non-accrual loans, and are net of deferred loan fees. (2) Includes interest-bearing deposits in other financial institutions. (3) Interest-rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. (4) Net yield on interest-earning assets represents net interest income as a percentage of average interest earning assets. (5) Consists of federal funds sold. (6) Includes capital stock, surplus and accumulated other comprehensive income. (7) For both periods presented, interest income includes business manager income, which was previously classified as other non-interest income. -10- Rate / Volume Analysis The table below sets forth certain information regarding changes in interest income and interest expenses of the Company for the periods indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (changes in average volume multiplied by old rate); (ii) changes in rates (changes in rate multiplied by average volume). Three Month Period ended June 30, 2001 Six Month Period ended June 30, 2001 -------------------------------------- ------------------------------------ 2001 vs. 2000 2001 vs. 2000 ------------- ------------- Increase (Decrease) Increase (Decrease) Due to Due to ------ Volume Rate Net Volume Rate Net ------ ---- --- ------ ---- --- (In Thousands) (In Thousands) Interest income: Loans receivable 601 (52) 549 1,205 41 1,246 Investment securities available for sale 241 (284) (43) 540 (382) 158 Other interest earning assets 194 (80) 114 264 (85) 179 ----- ---- --- ----- ---- ----- Total interest-earning assets 1,036 (416) 620 2,009 (426) 1,583 ===== ==== === ===== ==== ===== Interest expense: Money market accounts (13) (91) (104) (32) (112) (144) Certificates of deposit 429 186 615 889 558 1,447 Other liabilities 95 (46) 49 153 (64) 89 ----- ---- --- ----- ---- ----- Total interest-bearing liabilities 511 49 560 1,010 382 1,392 ===== ==== === ===== ==== ===== Net change in interest income 525 (465) 60 999 (808) 191 ===== ==== === ===== ==== ===== Provision for loan losses. For the three and six months ended June 30, 2001 the provision for loan losses was $100,000 and $175,000, respectively, compared to $75,000 and $150,000, respectively, for the three and six month periods ended June 30, 2000. For the three months ended June 30, 2001, non-performing loans increased approximately $341,000 from March 31, 2001. Due to the increase in non-performing loans primarily from -11- mortgage loans secured by real estate for the current period, the loan loss provision for the three months ended June 30, 2001 was increased $25,000. The evaluation for determining the provision includes evaluations of concentrations of credit, past loss experience, current economic conditions, amount and composition of the loan portfolio (including loans being specifically monitored by management), estimated fair value of underlying collateral, loan commitments outstanding, delinquencies, and other information available at such time. The Company continues to monitor its allowance for loan losses and make future adjustments to the allowance through the provision for loan losses as economic conditions dictate. Management continues to offer a wider variety of loan products coupled with the continued success of changing the mix of the products offered in the loan portfolio from lower yielding loans (i.e., one- to four-family loans) to higher yielding loans (i.e., equity loans, multi-family (five or more units) buildings, and commercial (nonresidential mortgages). Although the Company maintains its allowance for loan losses at a level that it considers to be adequate to provide for the inherent risk of loss in its loan portfolio, there can be no assurance that losses will not exceed estimated amounts or that additional provisions for loan losses will not be required in future periods due to the higher degree of credit risk which might result from the change in the mix of the loan portfolio. Other income. Total other income for the three months ended June 30, 2001 increased $300,000 to $1.0 million from $700,000 for the comparable three month period in 2000. Total other income for the six months ended June 30, 2001 increased $400,000 to $1.8 million from $1.4 million for the comparable period in 2000. The increase in other income for the three and six months ended June 30, 2001 is mostly due to $160,000 and $236,000, respectively, of available for sale securities gains recognized as a result of securities originally purchased at a discount, which were called by the issuing agencies prior to their maturity date. Other income for the three month period ended June 30, 2001 decreased $18,000 mainly due to a $115,000 gain realized during the three month period ended June 30, 2000 from the sale of the credit card portfolio. Other income for the six month period ended June 30, 2001 increased $32,000 primarily due to fees generated from customer usage of the debit card. Other expense. Total other expense for the three and six month period ended June 30, 2001 increased $200,000 and $400,000, respectively to $2.8 million and $5.4 million from $2.6 million and $5.0 million, respectively for the comparable three and six month period in 2000. The increase is primarily due to increased employment, occupancy, data processing, and other expenses. Salary, pension, and other employee benefit costs increased $60,000 and $110,000 for the three and six months ended June 30, 2001, respectively, to $1.42 million and $2.68 million, respectively, from $1.36 million and $2.57 million, respectively for the comparable three and six month periods in 2000. Such increases were the result of normal merit increases and increased staff. Occupancy expense for the three and six months ended June 30, 2001 increased $26,000, and $46,000, respectively, to $284,000 and $563,000 from $258,000 and $517,000, -12- respectively, for the comparable three and six month periods in 2000. This increase is primarily attributable to the opening of a new supermarket branch office in Penn Township, Westmoreland County in June of 2000, of which the majority of such costs were not included in the prior year period. An increase in data processing fees of $45,000 and $65,000 for the three and six months ended June 30, 2001, respectively, to $192,000 and $356,000 from $147,000 and $291,000, respectively, for the comparable three and six month periods in 2000, is primarily the result of increased fees from the Company's third party processor. Other expenses for the three and six month periods ended June 30, 2001 increased $32,000 and $100,000, respectively, to $773,000 and $1.6 million from $741,000 and $1.5 million for the comparable periods in 2000. Such increases were related to the cost of doing business. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There were no significant changes for the six months ended June 30, 2001 from the information presented in the 10K statement, under the caption Market Risk, for the year ended December 31, 2000. -13- PART II. OTHER INFORMATION Item 1. Legal Proceedings The registrant is not engaged in any legal proceedings at the present time. From time to time, the Bank is a party to legal proceedings within the normal course of business wherein it enforces its security interest in loans made by it, and other matters of a like kind. Item 2. Changes in Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities Not applicable. Item 4. Submissions of Matter to Vote of Security Holders Disclosed in March 31, 2001 Form 10-Q. Item 5. Other Information Not applicable. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 3(i) Articles of Incorporation of IBT Bancorp, Inc.* 3(ii) Bylaws of IBT Bancorp, Inc.* 10 Change In Control Severance Agreement with Charles G. Urtin ** 10.1 Deferred Compensation Plan For Bank Directors** 10.2 Retirement Agreement Between Irwin Bank & Trust Co. And J. Curt Gardner** 10.3 Death Benefit Only Deferred Compensation Plan For Bank Directors effective as of January 1, 1990** 10.4 Retirement and Death Benefit Deferred Compensation Plan For Bank Directors effective as of January 1, 1990** 10.5 2000 Stock Option Plan*** ------------------------- * Incorporated by reference to the identically numbered exhibits of the Registrant's Form 10 (file no. 0-25903) ** Incorporated by reference to the identically numbered exhibits of the Registrant's Form 10K for December 31, 1999. *** Incorporated by reference to the definitive proxy statement of the registrant filed on March 17, 2000. (b) None. -14- 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. IBT BANCORP, INC. Date: August 14, 2001 By:/s/Charles g. Urtin ---------------------------------------- Charles G. Urtin President, Chief Executive Officer And Chief Accounting Officer (Duly authorized officer) -15-