1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------------- FORM 10-Q /x/ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996 or / / Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ---------------------------- COMMISSION FILE #0-16640 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) MICHIGAN 38-2606280 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 205 E. Chicago Boulevard, Tecumseh, MI 49286 (Address of principal executive offices, including Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (517) 423-8373 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for shorter periods 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 ---- ---- As of October 15, 1996, there were outstanding 1,564,271 shares of the registrant's common stock, no par value. Page 1 2 CROSS REFERENCE TABLE ITEM NO. DESCRIPTION PAGE NO. - ----------------------------------------------------------------------------------------------- PART I - FINANCIAL INFORMATION Item 1. Financial Statements (Condensed) (a) Consolidated Balance Sheets 3 (b) Consolidated Statements of Income 4 (c) Consolidated Statements of Cash Flows 5 (d) Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis Financial Condition 7 Liquidity and Funds Management 9 Results of Operations 10 PART II - OTHER INFORMATION Item 1. Legal Proceedings 12 Item 2. Changes in Securities 13 Item 3. Defaults Upon Senior Securities 13 Item 4. Submission of Matters to a Vote of Security Holders 13 Item 5. Other Information 13 Item 6. Exhibits and Reports on Form 8-K 13 Signatures 13 Exhibit Index 14 Page 2 3 PART I FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS (a) CONSOLIDATED BALANCE SHEETS (UNAUDITED) - ----------------------------------------------------------------------------------------------------------- September 30, December 31, September 30, In thousands of dollars 1996 1995 1995 =========================================================================================================== ASSETS Cash and demand balances in other banks $8,644 $10,017 $7,602 Federal funds sold 0 8,700 1,100 - ----------------------------------------------------------------------------------------------------------- Total cash and cash equivalents 8,644 18,717 8,702 Securities available for sale 46,168 45,420 53,460 Securities held to maturity (fair value of $33,389, $31,833 and $29,687, respectively) 32,522 30,495 28,527 - ----------------------------------------------------------------------------------------------------------- Total securities 78,690 75,915 81,987 Loans held for sale 302 261 0 Portfolio loans 234,896 217,566 215,171 - ----------------------------------------------------------------------------------------------------------- Total loans 235,198 217,827 215,171 Less: allowance for loan losses 2,256 2,197 2,246 - ----------------------------------------------------------------------------------------------------------- Net loans 232,942 215,630 212,925 Premises and equipment, net 8,837 8,404 8,353 Accrued interest receivable and other assets 5,137 4,770 5,279 - ----------------------------------------------------------------------------------------------------------- TOTAL ASSETS $334,250 $323,436 $317,246 =========================================================================================================== LIABILITIES Deposits Noninterest bearing $27,984 $29,565 $26,529 Interest bearing certificates of deposit of $100,000 or more 38,857 34,439 27,491 Other interest bearing deposits 216,833 221,168 221,071 - ----------------------------------------------------------------------------------------------------------- Total deposits 283,674 285,172 275,091 Federal funds and other short term borrowings 3,601 578 5,787 Other borrowings 13,000 6,000 6,000 Accrued interest payable and other liabilities 2,783 2,833 2,440 - ----------------------------------------------------------------------------------------------------------- TOTAL LIABILITIES 303,058 294,583 289,318 SHAREHOLDERS' EQUITY Common stock, no par value; 5,000,000 shares authorized; 1,564,271, 1,489,840 and 1,488,375 shares issued and outstanding, respectively 13,428 11,262 11,221 Retained earnings 17,803 17,486 16,786 Unrealized gain (loss) on securities available for sale, net of tax of $20, $(54), and $41, respectively (39) 105 (79) - ----------------------------------------------------------------------------------------------------------- TOTAL SHAREHOLDERS' EQUITY 31,192 28,853 27,928 - ----------------------------------------------------------------------------------------------------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $334,250 $323,436 $317,246 =========================================================================================================== The accompanying notes are an integral part of these consolidated financial statements. Page 3 4 (b) CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) - ----------------------------------------------------------------------------------------------------------------------------------- Three Months Ended Nine Months Ended September 30, September 30, In thousands of dollars, except per share data 1996 1995 1996 1995 =================================================================================================================================== INTEREST INCOME Interest and fees on loans Taxable $5,172 $4,843 $15,104 $14,007 Tax exempt 15 17 47 60 Interest on securities Taxable 749 653 2,195 1,940 Tax exempt 427 367 1,259 1,108 Interest on federal funds sold 0 66 77 115 - ----------------------------------------------------------------------------------------------------------------------------------- Total interest income 6,363 5,946 18,682 17,230 INTEREST EXPENSE Interest on certificates of deposit of $100,000 or more 538 443 1,595 1,345 Interest on other deposits 2,146 2,201 6,506 6,382 Interest on short term borrowings 109 91 143 193 Interest on other borrowings 120 83 278 225 - ----------------------------------------------------------------------------------------------------------------------------------- Total interest expense 2,913 2,818 8,522 8,145 - ----------------------------------------------------------------------------------------------------------------------------------- NET INTEREST INCOME 3,450 3,128 10,160 9,085 Provision for loan losses 126 102 378 306 - ----------------------------------------------------------------------------------------------------------------------------------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,324 3,026 9,782 8,779 NONINTEREST INCOME Service charges on deposit accounts 320 255 891 708 Trust & Investment fee income 244 218 728 688 Gains on securities transactions 0 0 7 4 Loan sales and servicing 131 85 440 261 Sales of nondeposit investment products 63 48 200 161 Other income 110 70 368 331 - ----------------------------------------------------------------------------------------------------------------------------------- Total noninterest income 868 676 2,634 2,153 NONINTEREST EXPENSE Salaries and employee benefits 1,342 1,294 3,999 3,637 Occupancy and equipment expense 477 445 1,433 1,294 Federal deposit insurance premiums 74 (9) 89 288 Other expense 664 588 2,103 1,869 - ----------------------------------------------------------------------------------------------------------------------------------- Total noninterest expense 2,557 2,318 7,624 7,088 - ----------------------------------------------------------------------------------------------------------------------------------- INCOME BEFORE FEDERAL INCOME TAX 1,635 1,384 4,792 3,844 Federal income tax 434 369 1,267 985 - ----------------------------------------------------------------------------------------------------------------------------------- NET INCOME $1,201 $1,015 $3,525 $2,859 =================================================================================================================================== Net income per share of common stock $0.77 $0.65 $2.25 $1.83 Cash dividends declared per share of common stock $0.240 $0.190 $0.670 $0.552 The accompanying notes are an integral part of these consolidated financial statements. Page 4 5 (c) CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - ----------------------------------------------------------------------------------------------------- Nine Months Ended September 30 In thousands of dollars 1996 1995 ===================================================================================================== Cash Flows from Operating Activities Net Income $3,525 $2,859 - ----------------------------------------------------------------------------------------------------- Adjustments to Reconcile Net Income to Net Cash from Operating Activities Depreciation 741 674 Accretion/amortization on securities 244 268 Provision for loan losses 378 306 Gain on sale of securities (7) (4) Loans originated for sale (19,574) (16,058) Proceeds from sales of loans originated for sale 19,533 17,359 Change in accrued interest receivable and other assets (368) (205) Change in accrued interest payable and other liabilities 126 510 - ----------------------------------------------------------------------------------------------------- Total adjustments 1,073 2,850 - ----------------------------------------------------------------------------------------------------- Net cash from operating activities 4,598 5,709 - ----------------------------------------------------------------------------------------------------- Cash Flows from Investing Activities Proceeds from maturities of securities available for sale 14,000 3,546 Proceeds from sales of securities 739 93 Principal payments on securities available for sale 4,651 1,982 Purchase of securities available for sale (20,523) (16,136) Proceeds from maturities of securities held to maturity 1,495 4,400 Purchase of securities held to maturity (3,586) (165) Increase in portfolio loans (17,649) (5,900) Premises and equipment expenditures, net (1,174) (717) - ----------------------------------------------------------------------------------------------------- Net cash from investing activities (22,047) (12,897) - ----------------------------------------------------------------------------------------------------- Cash Flows from Financing Activities Net change in noninterest bearing demand, savings and NOW deposits (6,523) 3,577 Net change in time deposits 5,025 7,230 Net change in short term borrowings 3,023 (1,013) Principal payments on other borrowings (8,000) (3,000) Proceeds from advances in other borrowings 15,000 3,000 Dividends paid (1,149) (953) - ----------------------------------------------------------------------------------------------------- Net cash from financing activities 7,376 8,841 - ----------------------------------------------------------------------------------------------------- Net change in cash and cash equivalents (10,073) 1,653 Cash and cash equivalents at beginning of year 18,717 7,049 - ----------------------------------------------------------------------------------------------------- Cash and cash equivalents at end of period $8,644 $8,702 ===================================================================================================== Cash Paid During the Period for Interest $8,370 $8,146 Income taxes $1,294 $875 ===================================================================================================== The accompanying notes are an integral part of these consolidated financial statements. Page 5 6 (e) NOTES TO FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 - BASIS OF PRESENTATION The unaudited condensed consolidated financial statements of United Bancorp, Inc. (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Rule 10-01 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 nine month period ending September 30, 1996 are not necessarily indicative of the results that may be expected for the year ended December 31, 1996. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. NOTE 2 - LOANS HELD FOR SALE The Company adopted Statement of Financial Accounting Standards No. 122, "Accounting for Mortgage Servicing Rights" ("SFAS No. 122") at January 1, 1996. This Statement changes the accounting for mortgage servicing rights retained by the loan originator. Under the Statement, if the originator sells or securitizes mortgage loans and retains the related servicing rights, the total cost of the mortgage loan is allocated between the loan (without the servicing rights) and the servicing rights, based on their relative fair values. The costs allocated to mortgage servicing rights are recorded as a separate asset and amortized in proportion to, and over the life of, the net servicing income. The Company currently retains servicing on almost all loans originated and sold into the secondary market. Accordingly, the Statement applies to most loan sales. In general, this Statement increases the amount of income recognized when loans are sold and reduces the amount of income recognized during the servicing period. The carrying value of the mortgage servicing is periodically evaluated for impairment. Impairment is recognized using the fair value of individual stratum of servicing rights based on the underlying risk characteristics of the serviced loan portfolio. Substantially all notes originated for sale are fixed rate loans from Lenawee county which are sold to FNMA. Impairment evaluation is based on interest rates, prepayment rates, remaining term and other factors. Mortgage servicing rights activity in thousands of dollars for the nine months ended September 30, 1996 follows: 1996 ---- Mortgage servicing rights at January 1 $0 Amount capitalized year to date 142 Amount amortized year to date (5) ------ Mortgage servicing rights at period end $137 Valuation allowance for mortgage servicing rights at period end $0 Page 6 7 NOTE 3 - COMMON STOCK AND EARNINGS PER SHARE Earnings per share are based upon the weighted average number of shares outstanding during the year. On May 27, 1996, the Company issued a 5% stock dividend. Earnings per share, dividends per share and weighted average shares have been restated to reflect the stock dividend. The weighted average number of shares outstanding was 1,564,279 for 1996 and 1,562,794 for 1995. ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. This discussion provides information about the consolidated financial condition and results of operations of United Bancorp, Inc. and its subsidiary, United Bank & Trust ("Bank") for the three and nine month periods ending September 30, 1996. FINANCIAL CONDITION SECURITIES Investment balances remained flat during the third quarter of 1996, although balances have increased from December 31, 1995. Continued strong loan growth combined with flat deposit growth continues to be the largest single factor limiting investment growth. The mix of the investment portfolio remained relatively unchanged from December 31 and September 30, 1995. LOANS Loan balances continued to enjoy strong growth during the third quarter of 1996, following the trend of the first two quarters of 1996. Both business and personal loans increased during the quarter and year to date, while residential mortgages continued to remained flat as a result of continued sale of loans on the secondary market. Clients continue to move from variable rate to fixed rate loans, resulting in a greater number of loans being sold on the secondary market rather than being retained in the portfolio. The mix of the portfolio has remained relatively unchanged from prior periods, although the general trend is toward an increased percentage of personal and business loans, with slight declines in tax exempt and residential mortgage loans. The table below shows total loans outstanding, in thousands of dollars, at September 30 and December 31, and their percentage of the total loan portfolio. All loans are domestic and contain no concentrations by industry or customer. September 30, 1996 December 31, 1995 September 30, 1995 ------------------------ --------------------------- ------------------------- Portfolio loans: Balance % of total Balance % of total Balance % of total ------- ------------ -------- ---------- ---------- ----------- Personal $67,422 28.7% $57,418 26.4% $55,008 25.6% Business 62,258 26.5% 56,946 26.1% 54,471 25.3% Tax exempt 1,129 0.5% 1,224 0.6% 1,189 0.6% Residential mortgage 94,200 40.1% 97,000 44.5% 99,329 46.2% Construction 10,189 4.3% 5,239 2.4% 5,174 2.4% --------------------- ------------------------- --------------------- Total loans $235,198 100.0% $217,827 100.0% $215,171 100.0% Page 7 8 CREDIT QUALITY The Company continues to maintain a high level of asset quality compared to peers, as a result of actively monitoring delinquencies, nonperforming assets and potential problem loans. In addition, the Bank uses an independent loan review firm to assess the continued quality of its business loan portfolio. Nonperforming loans are comprised of (1) loans accounted for on a nonaccrual basis: (2) loans contractually past due 90 days or more as to interest or principal payments (but not included in the nonaccrual loans in (1) above); and (3) other loans whose terms have been renegotiated to provide a reduction or deferral of interest or principal because of a deterioration in the financial position of the borrower (exclusive of loans in (1) or (2) above). The aggregate amount of nonperforming loans, in thousands of dollars, is shown in the table below. The Company's classification of nonperforming loans are generally consistent with loans identified as impaired. 9/30/96 12/31/95 9/30/95 ------- -------- -------- Nonaccrual loans $1,125 $41 $42 Loans past due 90 days or more 410 163 230 Troubled debt restructurings 0 0 0 ----------------------- ------- Total nonperforming loans $1,535 $204 $272 Percent of total loans 0.65% 0.09% 0.13% Nonperforming loans again increased from second quarter totals, and the greatest share of these loans consists of nonaccrual loans for two business loan clients. Minimal loss is anticipated, but the delinquency is expected to remain high until the disposition of these two credits takes place. Both dispositions will be from the sale of the assets of the companies. Overall, delinquency is well below industry standards, although is higher than traditionally experienced by the Company. An analysis of the allowance for loan losses, in thousands of dollars, for the nine months ended September 30, 1996 and 1995 follows: 1996 1995 ------ ------- Balance at beginning of period $2,197 $2,127 Loans charged off (378) (229) Recoveries credited to allowance 59 42 Provision charged to operations 378 306 ------- ------ Balance at end of period $2,256 $2,246 The allowance for loan losses is maintained at a level believed adequate by Management to absorb potential losses in the loan portfolio. Deposits Total deposits remained relatively flat during the third quarter, and are down slightly year to date. Noninterest bearing deposits continue to fluctuate with swings in corporate and public fund balances, but the Company continued to experience growth in noninterest bearing deposits. Other interest bearing deposit balances declined slightly during the third quarter of 1996 but was offset by the temporary growth at September 30 in certificates of deposit of $100,000 or more, reflecting typical seasonal growth in public funds deposits. Other interest bearing deposits are down slightly year to date. Management anticipates that deposit growth during the remainder of 1996 will be steady, with anticipated growth from new markets, as well as from consumer re-entry into the certificate of deposit market. Page 8 9 LIQUIDITY AND FUNDS MANAGEMENT LIQUIDITY Loan balances increased during the quarter, and coupled with no deposit growth, resulted in the borrowing of funds during the period. Short term borrowings decreased as a result of $10 million of new six month advances from the Federal Home Loan Bank which were received during the third quarter. Management anticipates moving in and out of the fed funds market as liquidity needs require. Seasonal deposit fluctuations, with continued loan demand, will cause the borrowed funds position of the Company to vary. The Company has a number of additional liquidity sources should the need arise, but Management has no concerns for the liquidity position of the Company. FUNDS MANAGEMENT The Funds Management Policy of the Bank provides tolerances for the cumulative gap ratio and total interest rate exposure. While the internal measures as dictated by policy are calculated slightly different than shown in the table below, all funds management ratios remain within policy. During the third quarter of 1996, these ratios have changed only modestly from those reported at June 30, 1996 and December 31, 1995, in spite of significant shifts in the Bank's liquidity position. The following table shows the rate sensitivity of earning assets and liabilities, in thousands of dollars, as of September 30, 1996. 0-3 4-12 1-5 5-10 Over 10 Months Months Years Years Years Total ------ ------ ----- ----- ------- ----- Securities & federal funds $12,492 $11,316 $43,469 $10,820 $593 $78,690 Loans 65,562 47,827 90,519 18,734 12,556 235,198 ------------------------------------------------------------------------------------- Total earning asset $78,054 $59,143 $133,988 $29,554 $13,149 $313,888 ===================================================================================== Interest bearing deposits $153,893 $47,051 $54,702 $44 $255,690 Other borrowings 3,602 10,000 3,000 16,602 ------------------------------------------------------------------------------------- Total interest bearing liabilities $157,495 $57,051 $57,702 $44 $0 $272,292 ===================================================================================== Net asset (liability) funding gap ($79,441) $2,092 $76,286 $29,510 $13,149 $41,596 Cumulative net asset (liability) funding gap ($79,441) ($77,349) ($1,063) $28,447 $41,596 Cumulative gap ratio 0.50 0.64 1.00 1.10 1.15 to 1 Cumulative gap, % of assets -23.8% -23.1% -0.3% 8.5% 12.4% Page 9 10 CAPITAL RESOURCES The capital ratios of the Company exceed the regulatory guidelines for well capitalized institutions. The following table shows the Company's capital ratios and ratio calculations at September 30, 1996 and 1995 and December 31, 1995. Dollars are shown in thousands. Regulatory Guidelines United Bancorp, Inc. --------------------- -------------------- Adequate Well 9/30/96 12/31/95 9/30/95 -------- ---- ------- -------- ------- Tier 1 leverage ratio 4% 5% 8.9% 8.4% 8.3% Tier 1 risk adjusted capita 4% 8% 13.4% 13.3% 13.1% Total risk adjusted capital 8% 10% 14.4% 14.4% 14.3% Total shareholders' equity $31,192 $28,853 $27,928 Intangible assets (1,539) (1,683) (1,741) Unrealized (gain) loss on securities available for sale 39 (105) 79 ------- ------------------- Tier 1 capital 29,692 27,065 26,266 Qualifying loan loss reserves 2,256 2,197 2,246 ------- ------------------- Tier 2 capital $31,948 $29,262 $28,512 Results of Operations NET INTEREST INCOME Net interest income continued the improvements begun in 1995. Effective asset-liability management, as well as careful control of interest costs, has contributed to this trend. The spread at September 30, 1996 was 4.16%, compared to 4.17% at June 30, 1996 and 3.92% for all of 1995. The net yield on interest earning assets remained at 4.71% for the third quarter, but improved from 4.41% for 1995. The table below shows the year to date daily average Consolidated Balance Sheet, interest earned (on a taxable equivalent basis) or paid, and the annualized effective rate or yield, for the period ended September 30, 1996 and 1995. YIELD ANALYSIS OF CONSOLIDATED AVERAGE ASSETS AND LIABILITIES DOLLARS IN THOUSANDS 1996 1995 --------------------------------------------------------------------------------- Average Interest Yield/ Average Interest Yield/ Balance (b) Rate Balance (b) Rate --------------------------------------------------------------------------------- ASSETS Interest earning assets (a) Federal funds sold $1,814 $77 5.63% $2,460 $115 6.23% Taxable securities 48,434 2,195 6.04% 47,968 1,941 5.40% Tax exempt securities (b) 30,160 1,826 8.07% 25,102 1,679 8.92% Taxable loans 222,778 15,104 9.04% 210,071 14,007 8.89% Tax exempt loans (b) 1,088 69 8.41% 1,305 91 9.30% --------------------- ------------------------- Total int. earning assets (b) 304,274 $19,271 8.44% 286,906 $17,833 8.29% --------------------- ------------------------- Less allowance for loan losses (2,227) (2,169) Other assets 21,698 20,509 TOTAL ASSETS $323,745 $305,246 ======== ========= Page 10 11 YIELD ANALYSIS OF CONSOLIDATED AVERAGE ASSETS AND LIABILITIES (CONTINUED) - ------------------------------------------------------------------------ 1996 1995 ------------------------------------------------------------------------------------ Average Interest Yield/ Average Interest Yield/ Balance (b) Rate Balance (b) Rate ------------------------------------------------------------------------------------ LIABILITIES AND SHAREHOLDERS' EQUITY Interest bearing liabilities NOW accounts $39,318 $526 1.78% $35,986 $566 2.10% Savings deposits 75,449 1,606 2.84% 70,783 1,498 2.82% CDs $100,000 and over 36,523 1,596 5.82% 29,424 1,345 6.09% Other interest bearing deposits 103,963 4,374 5.61% 104,974 4,318 5.48% -------------------- ------------------------ Total int. bearing deposits 255,253 8,101 4.23% 241,167 7,727 4.27% Short term borrowings 3,521 143 5.42% 4,221 193 6.10% Other borrowings 6,555 278 5.65% 6,000 226 5.02% -------------------- ------------------------ Total int. bearing liabilities 265,329 $8,522 4.28% 251,388 $8,146 4.32% ---------- ----------- Noninterest bearing deposits 25,996 25,171 Other liabilities 2,481 2,019 Shareholders' equity 29,939 26,668 --------- -------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $323,745 $305,246 ========= ======== Net interest income (b) $10,748 $9,687 ========== =========== Net spread (b) 4.16% 3.97% ========== ========= Net yield on interest earning assets (b) 4.71% 4.50% ========== ========= Ratio of interest earning assets to interest bearing liabilities 1.15 1.14 ========= ======== (a) Non-accrual loans and overdrafts are included in the average balances of loans. (b) Fully tax-equivalent basis; 34% tax rate. The table below shows the effect of volume and rate changes on net interest income for the nine months ended September 30, on a taxable equivalent basis, in thousands of dollars. 1996 Compared to 1995 1995 Compared to 1994 ------------------------------------------------------------------- Increase (Decrease) Due To: (a) Increase (Decrease) Due To: (a) Volume Rate Net Volume Rate Net --------- ------ ------ -------- -------- ----------- Interest earned on: Federal funds sold ($28) ($10) ($38) $15 $51 $66 Taxable securities 19 235 254 (375) 176 (199) Tax exempt securities 317 (170) 147 15 (19) (4) Taxable loans 858 239 1,097 886 1,256 2,142 Tax exempt loans (14) (8) (22) (32) 5 (27) ---------------------------------------------------------------- Total interest income $1,152 $286 $1,438 $509 $1,469 $1,978 ================================================================ Interest paid on: NOW accounts $49 ($89) ($40) $61 ($2) $59 Savings deposits 99 9 108 (166) 177 11 CDs $100,000 and over 313 (62) 251 251 139 390 Other interest bearing deposits (42) 98 56 19 600 619 Short term borrowings (30) (20) (50) 20 51 71 Other borrowings 22 30 52 0 15 15 ---------------------------------------------------------------- Total interest expense $411 ($34) $377 $185 $980 $1,165 ================================================================ Net change in net interest income $741 $320 $1,061 $324 $489 $813 ================================================================ (a) The change in interest due to both rate and volume has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each. Page 11 12 NONINTEREST INCOME Substantially all categories of noninterest income increased for the current quarter as well as year to date from the same period in 1995. Total noninterest income remained relatively unchanged from the second quarter, but is up 28% from the third quarter 1995, and up 22% from year to date 1995. Income from sales and servicing of loans reflects the capitalization of mortgage servicing rights as discussed in Note 3, above, as well as an increase in the volume of fixed rate residential real estate loans being sold in the secondary market. This income remained constant in the third quarter of 1996, while year to date is above levels achieved in 1995. NONINTEREST EXPENSES Most categories of noninterest expense showed moderate increases year to date and over the third quarter of 1995, reflecting continued growth and expansion of the Bank. One notable decline is in the cost of FDIC insurance, as a result of the rate reductions enjoyed by the banking industry in mid-1995. However, a one time assessment passed by the congress on September 30, 1996 added $66,000 to third quarter expense. Other expenses continue at levels consistent with the same period in 1995 and the first two quarters of 1996, reflecting efforts to control overhead where possible. FEDERAL INCOME TAX There is no significant change in the income tax position of the Company during the current quarter or the first nine months of 1996. NET INCOME Consolidated net income for the quarter remained flat from the second quarter but increased from same period last year. Year to date consolidated net income was $3,525,000 compared to $2,859,000 for the same period in 1995. Improved interest margin, combined with improved noninterest income, as well as careful control of operating expenses, have contributed to this improvement. Net income for the year is 23.3% above the same period last year. Return on consolidated average assets for the quarter was 1.45%, compared to 1.32% for 1995, and is 1.45% for the first nine months of 1996. PART II OTHER INFORMATION ITEM 1 LEGAL PROCEEDINGS The Company is not involved in any material legal proceedings. The Company's sole subsidiary, United Bank & Trust, is involved in ordinary routine litigation incident to its business; however, no such proceedings are expected to result in any material adverse effect on the operations or earnings of the Bank. Neither the Bank nor the Company is involved in any proceedings to which any director, principal officer, affiliate thereof, or person who owns of record or beneficially five percent (5%) or more of the outstanding stock of the Company or the Bank, or any associate of the foregoing, is a party or has a material interest adverse to the Company or the Bank. Page 12 13 ITEM 2 - CHANGES IN SECURITIES No changes in the securities of the Company occurred during the quarter ended September 30, 1996. ITEM 3 - DEFAULTS UPON SENIOR SECURITIES There have been no defaults upon senior securities relevant to the requirements of this section during the three months ended September 30, 1996. ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matters were submitted to a vote of security holders during the quarter ended September 30, 1996. ITEM 5 - OTHER INFORMATION None. ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K (a) Listing of Exhibits (numbered as in Item 601 of Regulation S-K): 27. Financial Data Schedule. (b) The Company has filed no reports on Form 8-K during the quarter ended September 30, 1996. 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. United Bancorp, Inc. October 30, 1996 /S/ Dale L. Chadderdon ---------------------------------------------- Dale L. Chadderdon Senior Vice President, Secretary & Treasurer Page 13 14 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - -------------------------------------------------------------------------------- 27 Financial Data Schedule Page 14