SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2001 [_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission File Number 0-22535 Sistersville Bancorp, Inc. (Exact name of registrant as specified in its charter) Delaware 31-1516424 State or other jurisdiction of (IRS Employer Identification No.) 726 Wells Street, Sistersville, WV 26175 (Address of principal executive offices) (304) 652-3671 (Registrant's telephone number, including area code) Check whether the registrant filed all documents and reports required to be filed by Section 12, 13, or 15(d) of the Exchange Act after distribution of securities under a plan confirmed by a court. Yes X No State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: Class: Common Stock, par value $.10 per share Outstanding at February 4, 2002: 460,623 shares SISTERSVILLE BANCORP, INC. INDEX Page Number PART I. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets (Unaudited) as of December 31, 2001, and March 31, 2001 3 Consolidated Statements of Income (Unaudited) for the Three Months ended December 31, 2001 and 2000 4 Consolidated Statements of Comprehensive Income (Unaudited) for the Three Months ended December 31, 2001 and 2000 5 Consolidated Statements of Income (Unaudited) for the Nine Months Ended December 31, 2001 and 2000 6 Consolidated Statements of Comprehensive Income (Unaudited) for the Nine Months ended December 31, 2001 and 2000 7 Consolidated Statements of Cash Flows (Unaudited) for the Nine Months ended December 31, 2001 and 2000 8 Notes to Unaudited Consolidated Financial Statements 9 - 10 Item 2. Management's Discussion and Analysis 10 - 13 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 2. Changes in Securities 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 SISTERSVILLE BANCORP, INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) December 31, March 31, 2001 2001 ASSETS Cash and Cash Equivalents: Cash and amounts due from banks $ 276,124 $ 281,797 Interest-bearing deposits with other institutions 3,840,246 843,259 ----------- ----------- Total cash and cash equivalents 4,116,370 1,125,056 ----------- ----------- Investment Securities: Securities held-to-maturity (fair value of $119,138 and $176,924, respectively) 115,375 173,527 Securities available-for-sale 3,234,308 3,292,498 ----------- ----------- Total investment securities 3,349,683 3,466,025 ----------- ----------- Loans receivable, (net of allowance for loan losses of $177,500 and $176,000, respectively) 30,183,384 26,996,408 Office properties and equipment, net 1,602,626 1,658,292 Accrued interest receivable (net of reserve for uncollected interest of $-0- and $-0-, respectively) 196,951 197,518 Other assets 293,595 303,657 ----------- ----------- TOTAL ASSETS $39,742,609 $33,746,956 =========== =========== LIABILITIES Deposits $29,177,231 $24,038,581 Federal Home Loan Bank advance 1,000,000 -- Deferred income taxes 422,795 419,201 Accrued interest payable and other liabilities 117,872 154,115 ----------- ----------- TOTAL LIABILITIES 30,717,898 24,611,897 ----------- ----------- STOCKHOLDERS' EQUITY Preferred Stock, $.10 par value; 500,000 shares authorized, none issued -- -- Common Stock, $.10 par value; 2,000,000 shares authorized, 661,428 issued; 460,623 outstanding at December 31, 2001, and 476,166 at March 31, 2001 66,143 66,143 Additional paid-in capital 6,199,643 6,187,187 Treasury Stock, at cost (200,805 shares at December 31, 2001, and 185,262 at March 31, 2001) (2,644,227) (2,433,425) Retained Earnings-substantially restricted 5,046,569 5,026,672 Unearned Employee Stock Ownership Plan shares (ESOP) (274,095) (313,780) Unearned Restricted Stock Plan shares (RSP) (154,914) (194,397) Accumulated other comprehensive income 785,592 796,659 ---------- ----------- TOTAL STOCKHOLDERS' EQUITY 9,024,711 9,135,059 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $39,742,609 $33,746,956 =========== =========== See accompanying notes to the unaudited consolidated financial statements. -3- SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended December 31, 2001 2000 INTEREST AND DIVIDEND INCOME Taxable interest on loans $598,693 $519,173 Taxable interest on investments 30,058 46,866 Nontaxable interest on loans 5,030 4,619 Nontaxable interest on investments 10,275 10,288 Dividends on Federal Home Loan Bank Stock 3,609 4,500 Dividends on Federal Home Loan Mortgage Corporation Stock 3,822 3,249 -------- -------- Total interest and dividend income 651,487 588,695 -------- -------- INTEREST EXPENSE Deposits 269,771 261,047 Federal Home Loan Bank advance 12,854 3,860 -------- -------- Total interest expense 282,625 264,907 -------- -------- NET INTEREST INCOME 368,862 323,788 Provision for loan losses 900 300 -------- -------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 367,962 323,488 -------- -------- NONINTEREST INCOME Service charges 12,793 9,767 Other income 402 584 -------- -------- Total noninterest income 13,195 10,351 -------- -------- NONINTEREST EXPENSE Compensation and employee benefits 167,858 139,602 Occupancy 18,681 25,132 Furniture and equipment expense 14,970 12,780 Deposit insurance premiums 1,175 1,079 Supervisory examination, audit, and legal fees 13,195 10,945 Advertising and public relations 7,224 4,021 Service bureau expense 27,744 20,975 Franchise, payroll, and other taxes 14,921 14,957 Other expenses 16,982 20,168 -------- -------- Total noninterest expense 282,750 249,659 -------- -------- Income before income taxes 98,407 84,180 INCOME TAXES 32,490 19,284 -------- -------- NET INCOME $ 65,917 $ 64,896 ======== ======== EARNINGS PER SHARE Basic $ .16 $ .14 ======== ======== Diluted $ .15 $ .13 ======== ======== AVERAGE SHARES OUTSTANDING - BASIC 423,523 474,891 ======== ======== AVERAGE SHARES OUTSTANDING - DILUTED 430,824 484,368 ======== ======== See accompanying notes to the unaudited consolidated financial statements. -4- SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) Three Months Ended December 31, 2001 2000 NET INCOME $ 65,917 $ 64,896 -------- -------- Other comprehensive income, net of tax: Unrealized gain (loss) on securities: Unrealized holding gain (loss) arising during the period (14,137) 242,421 Reclassification adjustment for gains included in net income -- -- -------- -------- Other comprehensive income (loss) (14,137) 242,421 -------- -------- COMPREHENSIVE INCOME $ 51,780 $307,317 ======== ======== See accompanying notes to the unaudited consolidated financial statements. -5- SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Nine Months Ended December 31, 2001 2000 INTEREST AND DIVIDEND INCOME Taxable interest on loans $1,721,219 $1,530,133 Taxable interest on investments 95,780 134,584 Nontaxable interest on loans 11,913 11,980 Nontaxable interest on investments 30,805 30,842 Dividends on Federal Home Loan Bank Stock 12,032 13,283 Dividends on Federal Home Loan Mortgage Corporation Stock 11,467 9,747 ---------- ---------- Total interest and dividend income 1,883,216 1,730,569 ---------- ---------- INTEREST EXPENSE Deposits 822,532 715,775 Federal Home Loan Bank advance 24,032 42,413 ---------- ---------- Total interest expense 846,564 758,188 ---------- ---------- NET INTEREST INCOME 1,036,652 972,381 Provision for loan losses 1,500 1,150 ---------- ---------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,035,152 971,231 ---------- ---------- NONINTEREST INCOME Service charges 38,090 31,330 Other income 1,076 2,076 ---------- ---------- Total noninterest income 39,166 33,406 ---------- ---------- NONINTEREST EXPENSE Compensation and employee benefits 465,264 434,015 Occupancy 57,716 57,788 Furniture and equipment expense 44,753 36,404 Deposit insurance premiums 3,429 3,259 Supervisory examination, audit, and legal fees 39,863 39,110 Advertising and public relations 24,892 18,586 Service bureau expense 86,428 62,806 Franchise, payroll, and other taxes 45,340 47,052 Other expenses 61,876 66,644 ---------- ---------- Total noninterest expense 829,561 765,664 ---------- ---------- Income before income taxes 244,757 238,973 INCOME TAXES 53,529 64,418 ---------- ---------- NET INCOME $ 191,228 $ 174,555 ========== ========== EARNINGS PER SHARE Basic $ .46 $ .36 ========== ========== Diluted $ .45 $ .35 ========== ========== AVERAGE SHARES OUTSTANDING - BASIC 420,136 485,412 ========== ========== AVERAGE SHARES OUTSTANDING - DILUTED 429,061 495,017 ========== ========== See accompanying notes to the unaudited consolidated financial statements. -6- SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) Nine Months Ended December 31, 2001 2000 NET INCOME $ 191,228 $ 174,555 --------- --------- Other comprehensive income, net of tax: Unrealized gain (loss) on securities: Unrealized holding gain (loss) arising during the period (11,067) 401,255 Reclassification adjustment for gains included in net income -- -- --------- --------- Other comprehensive income (loss) (11,067) 401,255 --------- --------- COMPREHENSIVE INCOME $ 180,161 $ 575,810 ========= ========= See accompanying notes to the unaudited consolidated financial statements. -7- SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended December 31, 2001 2000 OPERATING ACTIVITIES Net income $ 191,228 $ 174,555 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, amortization, and accretion, net 63,603 54,910 Provision for loan losses 1,150 1,150 Deferred federal income taxes (5,000) (5,000) ESOP and RSP amortization 91,624 60,169 Decrease (increase) in accrued interest receivable and other assets 10,629 (35,937) Increase (decrease) in accrued interest payable and other liabilities (36,243) 12,440 ----------- ----------- Net cash provided by operating activities 316,991 262,287 ----------- ----------- INVESTING ACTIVITIES Purchase of available-for-sale securities (500,000) (11,200) Proceeds from the maturity or call of available-for-sale securities 450,000 -- Principal collected on mortgage-backed securities 161,924 118,417 Net increase in loans (3,188,126) (855,648) Purchases of office properties and equipment (5,992) (361,458) ----------- ----------- Net cash used for investing activities (3,082,194) (1,109,889) ----------- ----------- FINANCING ACTIVITIES Net increase in deposits 5,138,650 2,163,203 Net Federal Home Loan Bank advance 1,000,000 (250,000) Dividends paid (171,331) (184,092) Purchase of Treasury Stock (210,802) (666,678) ----------- ----------- Net cash provided by financing activities 5,756,517 1,062,433 ----------- ----------- Change in cash and cash equivalents 2,991,314 214,831 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,125,056 389,071 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 4,116,370 $ 603,902 =========== =========== SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION Cash paid during the period for: Interest on deposits and borrowings $ 828,937 $ 757,266 Income taxes 55,400 104,400 See accompanying notes to the unaudited consolidated financial statements. -8- SISTERSVILLE BANCORP, INC. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The consolidated financial statements of Sistersville Bancorp, Inc. (the "Company"), include its wholly-owned subsidiary, First Federal Savings Bank (the "Bank"). All significant intercompany balances and transactions have been eliminated. The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-QSB and, therefore, do not necessarily include all information that would be included in audited financial statements. The information furnished reflects all adjustments, which are in the opinion of management, necessary for a fair statement of the results of operations. All such adjustments are of a normal recurring nature. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the fiscal year ended March 31, 2002. These statements should be read in conjunction with the consolidated statements as of and for the fiscal year ended March 31, 2001, and related notes which are included in the Company's Annual Report on Form 10-KSB (file no. 0-22535). NOTE 2 - RECENT ACCOUNTING STANDARDS The Financial Accounting Standards Board (the "FASB") issued SFAS No. 140, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities." SFAS No. 140 replaces SFAS No. 125 and revises the standards for accounting for securitizations and other transfers of financial assets and collateral and requires certain disclosures, but it carries over most of SFAS No. 125's provisions without reconsideration. Under SFAS No. 140, after a transfer of financial assets, an entity must recognize the financial and servicing assets it controls and the liabilities it has incurred, and derecognize financial assets when control has been surrendered, and derecognize liabilities when extinguished. A transfer of financial assets in which the transferor surrenders control over those assets is accounted for as a sale to the extent that consideration other than beneficial interests in the transferred assets is received in exchange. This statement is generally effective for activity occurring after March 31, 2001. Earlier or retroactive application of this statement is not permitted. The adoption of SFAS No. 140 did not have a material impact on the Company. The FASB issued SFAS No. 141, "Business Combinations." SFAS No. 141 addresses financial accounting and reporting for business combinations and supersedes APB Opinion No. 16, "Business Combinations," and FASB Statement No. 38, "Accounting for Pre-acquisition Contingencies of Purchased Enterprises," but it does carry forward some guidance from those statements. This statement requires that all business combinations be accounted for by the purchase method and that acquired intangible assets be recognized as assets apart from goodwill if they meet one of two criteria. The statement also sets forth additional disclosure requirements as a result of a business combination. The provisions of this statement apply to all business combinations initiated after June 30, 2001. This statement also applies to all business combinations accounted for using the purchase method for which the date of acquisition is July 1, 2001, or later. The adoption of SFAS No. 141 did not have a material impact on the Company. The FASB issued SFAS No. 142, "Goodwill and Other Intangible Assets," which addresses financial accounting and reporting for acquired goodwill and other intangible assets and supersedes APB Opinion No. 17, "Intangible Assets," but it does carry forward some guidance from that statement. This statement requires that an intangible asset that is acquired either individually or with a group of other assets (but not those acquired in a business combination) shall be initially recognized and measured based on its fair value. Under SFAS No. 142, goodwill is not amortized and intangible assets with a finite useful life are amortized and those intangible assets with an infinite life are not amortized. This statement is generally effective for fiscal years beginning after December 15, 2001, to all goodwill and other intangible assets recognized in an entity's statement of financial position at the beginning of that fiscal year, regardless of when those previously recognized assets were initially recognized. The provisions of this statement shall be initially applied at the beginning of a fiscal year; retroactive application is not permitted. Management does not believe the adoption of SFAS No. 142 will have a material impact on the Company. -9- The FASB recently issued SFAS No. 143, "Accounting for Asset Retirement Obligations," which addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. This statement requires an entity to recognize the fair value of a liability for an asset retirement obligation in the period in which it is incurred if a reasonable estimate of fair value can be made. This statement is effective for financial statements issued for fiscal years beginning after June 15, 2002. Initial application of this statement is as of the beginning of an entity's fiscal year. Management does not believe the adoption of SFAS No. 143 will have a material impact on the Company. MANAGEMENT'S DISCUSSION AND ANALYSIS Comparison of Financial Condition at December 31, 2001, and March 31, 2001 - -------------------------------------------------------------------------- Total assets increased by $6.0 million to $39.7 million at December 31, 2001, from $33.7 million at March 31, 2001. Cash and cash equivalents increased by $3.0 million to $4.1 million at December 31, 2001, from $1.1 million at March 31, 2001. The increase represented the inflow of cash from customers' investment of funds in deposit accounts, advance from the Federal Home Loan Bank, and proceeds from the call of available-for-sale securities and principal collected on mortgage-backed securities offset by the outflow of cash from the increase in loan production, payment of dividends, and the purchase of available-for-sale securities and shares for treasury. Investment securities decreased $116,000 from $3.4 million at March 31, 2001, to $3.3 million at December 31, 2001. The decrease was the direct result of the call of U.S. agency obligations of $450,000 and the principal collected on mortgage-backed securities of $162,000, offset by the purchase of $500,000 in U.S. agency obligations. Net loans receivable increased $3.2 million to $30.2 million at December 31, 2001, from $27.0 million at March 31, 2001. The increase in loans was attributable to an increase in one-to-four family residential mortgage loans. Such increases primarily reflect the economic health of the Bank's market area and competitive pricing of the Bank's loan products. Total liabilities increased $6.1 million to $30.7 million at December 31, 2001, from $24.6 million at March 31, 2001. The increase was the result of an advance from the Federal Home Loan Bank in the amount of $1.0 million and an increase in customer deposits of $5.1 million from $24.1 million at March 31, 2001, to $29.2 million at December 31, 2001. The increase in deposits is attributable to deposit growth at the Parkersburg branch office, which opened in May, 2000. Stockholders' equity decreased by $110,000, from $9.1 million at March 31, 2001, to $9.0 million at December 31, 2001. The decrease was attributable to the payment of dividends of $171,000, purchase of shares for treasury of $211,000, and the decrease of $11,000 in the accumulated other comprehensive income, offset by net income of $191,000, and amortization of the ESOP and RSP of $92,000. Comparison of the Results of Operations for the Three Months ended December 31, - ------------------------------------------------------------------------------- 2001 and 2000 - ------------- Net income increased by $1,000, or 1.6%, from net income of $65,000 for the three months ended December 31, 2000, to net income for the three months ended December 31, 2001, of $66,000. Interest and dividend income increased $63,000, from $589,000 at December 31, 2000, to $652,000 at December 31, 2001. The increase is attributed to the increase in interest on loans of $80,000, or 15.3%, offset by the decrease in interest on investments of $17,000, or 29.7%. The increase in interest on loans is attributed to the average balance on loans increasing by $3.9 million to $30.0 million for the three-month period ended December 31, 2001, from $26.1 million for the same period in 2000. The decrease in interest on investments was due to the decrease in the average yield of 2.17 basis points offset by the increase in the average investments of $1.4 million, from $4.6 million for the three-month period ended December 31, 2000, to $6.0 million for the three-month period ended December 31, 2001. Interest expense increased by $18,000, or 6.7%, for the three months ended December 31, 2001, to $283,000, from $265,000 at December 31, 2000. The increase is due to an increase in interest expense on deposits of $9,000, or 3.3%, for the three months ended December 31, 2001, to $270,000, from $261,000 for the same period in 2000, and an increase in interest expense on the Federal Home Loan Bank advance of $9,000. The increase in interest expense on deposits was the direct result of an increase in the average balance of deposits of $3.6 million, from $23.1 million for the three-month period ended December 31, 2000, to $26.7 million for the same period in 2001. -10- The increase in interest expense on the Federal Home Loan Bank advance from $4,000 for the three month period ended December 31, 2000, to $13,000 for the same period in 2001 was the result of an increase in the average balance of $612,000 for the period ended December 30, 2001. Management regularly performs an analysis to identify the inherent risk of loss in its loan portfolio. This analysis includes evaluation 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 factors. Based on this analysis, management established an allowance for loan losses. The allowance for loan losses is adjusted periodically by a provision for loan losses, which is charged to operations based on management's evaluation of the losses that may be incurred in the Bank's portfolio. The provision for loan losses increased by $600 for the three months ended December 31, 2001, as compared to the same three months ended December 31, 2000. The Bank will continue to monitor its allowance for loan losses and make future additions to the allowance through the provision for loan losses as economic conditions dictate. Although the Bank 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 future losses will not exceed estimated amounts or that additional provisions for loan losses will not be required in future periods. In addition, the Bank's determination as to the amount of its allowance for loan losses is subject to review by its primary federal regulator, the Office of Thrift Supervision ("OTS"), as part of its examination process, which may result in the establishment of an additional allowance based on the judgment of the OTS after a review of the information available at the time of the OTS examination. Noninterest income increased by $3,000, or 27.5%, to $13,000 for the three-month period ended December 31, 2001, from $10,000 for the same period in 2000. Noninterest expense increased by $33,000, or 13.3%, to $283,000 for the three months ended December 31, 2001, from $250,000 for the same period in 2000. Compensation and employee benefits increased by $28,000, or 20.2%, to $168,000 for the three months ended December 31, 2001, from $140,000 for the same period in 2000. The increase was attributable to the increase in compensation costs of $27,000 associated with the RSP. The increase in RSP costs was the direct result of participants electing to defer vesting of RSP shares for the period of July 1, 2000, to July 1, 2001. As a result, RSP compensation expense would not have been recognized during the three-month period ending December 31, 2000. Service bureau expense increased $7,000, or 32.3%, from $21,000 for the period ended December 31, 2001, to $28,000 for the period ended December 31, 2001, due to the increase in activity from the opening of the new branch office and the related service bureau's charges on a per customer account basis. Income tax expense increased by $13,000, or 68.5%, from $19,000 for the three months ended December 31, 2000, to $32,000 for the three months ended December 31, 2001. Comparison of the Results of Operations for the Nine Months ended December 31, - ------------------------------------------------------------------------------ 2001 and 2000 - ------------- Net income increased by $17,000, or 9.6%, from net income of $174,000 for the nine months ended December 31, 2000, to net income for the nine months ended December 31, 2001, of $191,000. Interest and dividend income increased $153,000, or 8.8%, from $1.7 million at December 31, 2000, to $1.9 million at December 31, 2001. The increase is attributed to the increase in interest on loans of $191,000, or 12.4%, offset by the decrease in interest on investments of $39,000, or 23.6%. The increase in interest on loans is attributed to the average balance on loans increasing by $2.8 million to $28.7 million for the nine-month period ended December 31, 2001, from $25.9 million for the same period in 2000. The decrease in interest on investments was due to the decrease in the average yield of 1.65 basis points offset by the increase in the average investments of $903,000, from $4.2 million for the nine-month period ended December 31, 2000, to $5.1 million for the nine month-period ended December 31, 2001. Interest expense increased by $89,000, or 11.7%, for the nine months ended December 31, 2001, to $847,000, from $758,000 at December 31, 2000. The increase is due to an increase in interest expense on deposits of $107,000, or 14.9%, for the nine months ended December 31, 2001, to $823,000, from $716,000 for the same period in 2000, offset by the decrease in interest expense on the Federal Home Loan Bank advance of $18,000, or 43.3%, for the nine months ended December 31, 2001, to $24,000, from $42,000 for the same period in 2000. -11- The increase in interest expense on deposits was the direct result of an increase in the average balance of deposits of $3.2 million, from $21.9 million for the nine-month period ended December 31, 2000, to $25.1 million for the same period in 2001. The decrease in interest expense on the Federal Home Loan Bank advance was the result of a decrease in the cost of funds of .82 basis points and the decrease in the average balance of $310,000, from $910,000 for the nine-month period ended December 31, 2000, to $600,000 for the same period in 2001. Management regularly performs an analysis to identify the inherent risk of loss in its loan portfolio. This analysis includes evaluation 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 factors. Based on this analysis, management established an allowance for loan losses. The allowance for loan losses is adjusted periodically by a provision for loan losses, which is charged to operations based on management's evaluation of the losses that may be incurred in the Bank's portfolio. The provision for loan losses increased $350 to $1,500 for the nine months ended December 31, 2001, from $1,150 for the nine months ended December 31, 2000. The Bank will continue to monitor its allowance for loan losses and make future additions to the allowance through the provision for loan losses as economic conditions dictate. Although the Bank 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 future losses will not exceed estimated amounts or that additional provisions for loan losses will not be required in future periods. In addition, the Bank's determination as to the amount of its allowance for loan losses is subject to review by its primary federal regulator, the Office of Thrift Supervision ("OTS"), as part of its examination process, which may result in the establishment of an additional allowance based on the judgment of the OTS after a review of the information available at the time of the OTS examination. Noninterest income increased by $6,000, or 17.2%, to $39,000 for the nine-month period ended December 31, 2001, from $33,000 for the same period in 2000. Noninterest expense increased $64,000, or 8.4%, to $830,000 for the nine months ended December 31, 2001, from $766,000 for the same period in 2000. Compensation and employee benefits increased by $31,000, or 7.2%, to $465,000 for the nine months ended December 31, 2001, from $434,000 for the same period in 2000. The increase was attributable to the increase in compensation costs of $11,000 associated with the RSP and $14,000 associated with the ESOP. The increase in RSP costs was the direct result of participants electing to defer vesting of RSP shares for the period of July 1, 2000, to July 1, 2001. ESOP costs are allocated monthly and recognized at the fair value of Company stock. The increase in ESOP costs was the result of an increase in the fair value of Company stock for the nine months ended December 31, 2001, when compared to the same period in 2000. Service bureau expense increased $23,000, or 37.6%, from $63,000 for the period ended December 31, 2000, to $86,000 for the period ended December 31, 2001, due to the increase in activity from the opening of the new branch office and the related service bureau's charges on a per customer account basis. Furniture and equipment expense increased $9,000, or 22.9%, from $36,000 for the period ended December 31, 2000, to $45,000 for the period ended December 31, 2001, due to depreciation of furniture and equipment at the new branch office. Income tax expense decreased by $10,000, or 16.9%, from $64,000 for the nine months ended December 31, 2000, to $54,000 for the nine months ended December 31, 2001. Liquidity and Capital Resources - ------------------------------- The Bank's primary sources of funds are deposits, amortization and prepayment of loans, maturities of investment securities, and funds provided from operations. While scheduled loan repayments are a relatively predictable source of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition. The Bank has other sources of liquidity if a need for additional funds arises. Additional sources of liquidity include funds available from the Federal Home Loan Bank ("FHLB") of Pittsburgh amounting to $22.7 million. As of December 31, 2001, the Bank had $1.0 million in outstanding advances from the FHLB. As of December 31, 2001, the Bank had $1.4 million in outstanding mortgage and construction loan commitments. Management believes that it has adequate sources to meet the actual funding requirements. -12- Management monitors the Bank's tangible, core, and risk-based capital ratios in order to assess compliance with OTS regulations. At December 31, 2001, the Bank exceeded the minimum capital ratios requirements imposed by the OTS. At December 31, 2001, the Bank's capital ratios were as follows: Bank Requirement Actual Tangible capital 1.50% 20.15% Core capital 4.00% 20.15% Risk-based capital 8.00% 40.62% Risk Elements - ------------- A loan is classified as non-accrual when, in the opinion of management, there are serious doubts about collectibility of interest and principal. At the time the accrual of interest is discontinued, future income is recognized only when cash is received. Renegotiated loans are those loans for which terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the deterioration of the borrower's ability to pay. There were no nonperforming assets outstanding as of December 31, 2001. Management monitors impaired loans on a continual basis. As of December 31, 2001, the Company had no impaired loans. During the nine months ended December 31, 2001, loans increased $3.2 million and non-performing loans did not change and remained at -0-, while the allowance for loan losses increased $1,500 for the same period. The percentage of allowance for loan losses to loans outstanding remained .6% during this time period. The collateral requirements on such loans reduce the risk of potential losses to an acceptable level in management's opinion. -13- PART II. OTHER INFORMATION Item 1. Legal proceedings The registrant was not engaged in any material pending legal proceedings as of the date of this Report. 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 NONE Item 3. Defaults upon senior securities NONE Item 4. Submission of matters to a vote of security holders NONE Item 5. Other information Any proposals of shareholders intended to be included in the Company's proxy statement and proxy card for the 2002 Annual Meeting of Shareholders should be sent to the Company by certified mail and must be received by the Company not later than February 6, 2002. In addition, if a shareholder intends to present a proposal at the 2002 Annual Meeting without including the proposal in the proxy materials related to that meeting and, if the proposal is not received by May 13, 2002, then the proxies designated by the Board of Directors of the Company for the 2002 Annual Meeting of Shareholders of the Company may vote in their discretion on any such proposal, any shares for which they have been appointed proxies without mention of such matter in the proxy statement or on the proxy card for such meeting. Item 6. Exhibits and Reports on Form 8-K (a) List of Exhibits: 99.1 Independent Accountant's Report (b) Report on Form 8-K NONE -14- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized. SISTERSVILLE BANCORP, INC. Date: February 4, 2002 By:/s/ Stanley M. Kiser ------------------------------------ Stanley M. Kiser President and Chief Executive Officer (Duly Authorized Officer) Date: February 4, 2002 By:/s/ Stanley M. Kiser ------------------------------------ Stanley M. Kiser President and Chief Executive Officer (Principal Executive and Financial Officer) -15-