1 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 September 30, 2000 [ ] 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.) incorporation or organization) 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 November 3, 2000: 538,739 shares 2 SISTERSVILLE BANCORP, INC. INDEX Page Number ------ PART I. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheet (Unaudited) as of September 30, 2000 and March 31, 2000 3 Consolidated Statement of Income (Unaudited) for the Three Months ended September 30, 2000 and 1999 4 Consolidated Statement of Comprehensive Income (Unaudited) for the Three Months ended September 30, 2000 and 1999 5 Consolidated Statement of Income (Unaudited) for the Six Months ended September 30, 2000 and 1999 6 Consolidated Statement of Comprehensive Income (Unaudited) for the Six Months ended September 30, 2000 and 1999 7 Consolidated Statement of Cash Flows (Unaudited) for the Six Months ended September 30, 2000 and 1999 8 Notes to Unaudited Consolidated Financial Statements 9 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. Default Upon Senior Securities 14 Item 4. Submissions 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 3 SISTERSVILLE BANCORP, INC. CONSOLIDATED BALANCE SHEET (UNAUDITED) September 30, March 31, 2000 2000 ------------ ------------ ASSETS Cash and Cash Equivalents: Cash and amounts due from banks $ 285,699 $ 141,439 Interest-bearing deposits with other institutions 408,451 247,632 ------------ ------------ Total cash and cash equivalents 694,150 389,071 Investment Securities: Securities held to maturity (fair value of $205,397 and $239,716) 203,836 237,873 Securities available for sale 4,324,536 4,115,617 ------------ ------------ Total investment securities 4,528,372 4,353,490 Loans receivable, (net of allowance for loan losses of $175,400 and $174,550) 26,034,657 25,389,113 Office properties and equipment, net 1,699,874 1,368,620 Accrued interest receivable (net of reserve for uncollected interest of $1,340-and $-0-) 207,470 215,451 Other assets 62,338 46,670 ------------ ------------ TOTAL ASSETS $ 33,226,861 $ 31,762,415 ============ ============ LIABILITIES Deposits $ 22,434,250 $ 21,053,607 Federal Home Loan Bank advance 700,000 900,000 Deferred income taxes 287,955 199,796 Accrued interest payable and other liabilities 160,821 185,425 ------------ ------------ TOTAL LIABILITIES 23,583,026 22,338,828 ------------ ------------ 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; 538,739 outstanding at September 30, 2000, and March 31, 2000 66,143 66,143 Additional paid - in capital 6,183,855 6,182,238 Treasury Stock, at cost (122,689 shares at September 30, 2000, and at March 31, 2000) (1,649,297) (1,649,297) Retained Earnings - substantially restricted 4,998,584 4,983,212 Unearned Employee Stock Ownership Plan shares (ESOP) (340,237) (366,694) Unearned Restricted Stock Plan shares (RSP) (194,397) (212,365) Accumulated other comprehensive income 579,184 420,350 ------------ ------------ TOTAL STOCKHOLDERS' EQUITY 9,643,835 9,423,587 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 33,226,861 $ 31,762,415 ============ ============ See accompanying notes to the unaudited consolidated financial statements. 3 4 SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENT OF INCOME (UNAUDITED) Three Months Ended September 30, 2000 1999 -------- -------- INTEREST AND DIVIDEND INCOME Taxable interest on loans $508,180 $488,493 Taxable interest on investments 43,647 63,008 Nontaxable interest on loans 3,594 3,825 Nontaxable interest on investments 10,261 10,272 Dividends on Federal Home Loan Bank Stock 4,500 4,010 Dividends on Federal Home Loan Mortgage Corporation Stock 965 2,867 -------- -------- Total interest and dividend income 571,147 572,475 -------- -------- INTEREST EXPENSE Deposits 238,828 223,665 Federal Home Loan Bank advance 16,677 13,161 -------- -------- Total interest expense 255,505 236,826 -------- -------- NET INTEREST INCOME 315,642 335,649 Provision for loan losses 300 1,050 -------- -------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 315,342 334,599 -------- -------- NONINTEREST INCOME Service charges 10,782 7,759 Other income 861 588 -------- -------- Total noninterest income 11,643 8,347 -------- -------- NONINTEREST EXPENSE Compensation and employee benefits 140,041 139,207 Occupancy 19,754 11,668 Furniture and equipment expense 11,911 9,883 Deposit insurance premiums 1,087 3,032 Supervisory examination, audit and legal fees 13,695 16,907 Advertising and public relations 4,998 7,454 Service bureau expense 21,144 18,187 Franchise, payroll and other taxes 14,477 15,237 Loss on sale of available for sale securities -- 22,581 Other expenses 22,273 20,088 -------- -------- Total noninterest expense 249,380 264,244 -------- -------- Income before income taxes 77,605 78,702 Income taxes 23,070 26,425 -------- -------- NET INCOME $ 54,535 $ 52,277 ======== ======== EARNINGS PER SHARE Basic $ .11 $ .11 ======== ======== Diluted $ .11 $ .11 ======== ======== AVERAGE SHARES OUTSTANDING - BASIC 491,526 482,375 ======== ======== AVERAGE SHARES OUTSTANDING - DILUTED 501,003 495,712 ======== ======== See accompanying notes to the unaudited consolidated financial statements. 4 5 SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED) Three Months Ended September 30, 2000 1999 -------- -------- NET INCOME $ 54,535 $ 52,277 -------- -------- Other comprehensive income, net of tax: Unrealized gain (loss) on securities: Unrealized holding gain (loss) arising during the period 123,820 (92,432) Reclassification adjustment for gains included in net income -- 14,807 -------- -------- Other comprehensive income (loss) 123,820 (77,625) -------- -------- COMPREHENSIVE INCOME $178,355 $(25,348) ======== ======== See accompanying notes to the unaudited consolidated financial statements. 5 6 SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENT OF INCOME (UNAUDITED) Six Months Ended September 30, 2000 1999 ---------- ---------- INTEREST AND DIVIDEND INCOME Taxable interest on loans $1,010,959 $ 971,404 Taxable interest on investments 87,718 132,212 Nontaxable interest on loans 7,361 7,582 Nontaxable interest on investments 20,554 20,551 Dividends on Federal Home Loan Bank Stock 8,784 7,828 Dividends on Federal Home Loan Mortgage Corporation Stock 6,498 5,734 ---------- ---------- Total interest and dividend income 1,141,874 1,145,311 ---------- ---------- INTEREST EXPENSE Deposits 454,728 445,138 Federal Home Loan Bank advance 38,553 26,179 ---------- ---------- Total interest expense 493,281 471,317 ---------- ---------- NET INTEREST INCOME 648,593 673,994 Provision for loan losses 850 2,145 ---------- ---------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 647,743 671,849 ---------- ---------- NONINTEREST INCOME Service charges 21,563 16,380 Other income 2,042 1,194 ---------- ---------- Total noninterest income 23,605 17,574 ---------- ---------- NONINTEREST EXPENSE Compensation and employee benefits 294,751 267,463 Occupancy 32,656 23,043 Furniture and equipment expense 23,625 18,545 Deposit insurance premiums 2,180 6,132 Supervisory examination, audit and legal fees 28,165 35,002 Advertising and public relations 14,564 14,680 Service bureau expense 41,831 35,797 Franchise, payroll and other taxes 32,094 29,399 Loss on sale of available for sale securities -- 22,581 Other expenses 46,689 35,975 ---------- ---------- Total noninterest expense 516,555 488,617 ---------- ---------- Income before income taxes 154,793 200,806 Income taxes 45,134 64,342 ---------- ---------- NET INCOME $ 109,659 $ 136,464 ========== ========== EARNINGS PER SHARE Basic $ .22 $ .28 ========== ========== Diluted $ .22 $ .27 ========== ========== AVERAGE SHARES OUTSTANDING - BASIC 490,672 495,329 ========== ========== AVERAGE SHARES OUTSTANDING - DILUTED 500,342 509,245 ========== ========== See accompanying notes to the unaudited consolidated financial statements. 6 7 SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED) Six Months Ended September 30, 2000 1999 --------- --------- NET INCOME $ 109,659 $ 136,464 --------- --------- Other comprehensive income, net of tax: Unrealized gain (loss) on securities: Unrealized holding gain (loss) arising during the period 158,834 (164,814) Reclassification adjustment for gains included in net income -- 14,807 --------- --------- Other comprehensive income (loss) 158,834 (150,007) --------- --------- COMPREHENSIVE INCOME $ 268,493 $ (13,543) ========= ========= See accompanying notes to the unaudited consolidated financial statements. 7 8 SISTERSVILLE BANCORP, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) Six Months Ended September 30, 2000 1999 ----------- ----------- OPERATING ACTIVITIES Net income $ 109,659 $ 136,464 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, amortization and accretion, net 31,349 26,875 Loss (gain) on sale of available for sale securities -- 22,581 Provision for loan losses 850 2,145 ESOP and RSP amortization 46,042 65,313 Decrease (increase) in accrued interest receivable and other assets (7,687) (106,140) Increase (decrease) in accrued interest payable and other liabilities (24,604) (22,433) ----------- ----------- Net cash provided by operating activities 155,609 124,805 ----------- ----------- INVESTING ACTIVITIES Purchase of available for sale securities (11,200) (1,060,000) Proceeds from maturity of available for sale securities -- 500,000 Proceeds from sale of available for sale securities -- 382,892 Principal collected on mortgage - backed securities 82,166 152,531 Net increase in loans (646,394) (784,190) Purchases of office properties and equipment (361,459) (474,013) ----------- ----------- Net cash used for investing activities (936,887) (1,282,780) ----------- ----------- FINANCING ACTIVITIES Net increase (decrease) in deposits 1,380,643 221,867 Net Federal Home Loan Bank advance (200,000) -- Purchase of Treasury Stock -- (322,527) Dividends paid (94,286) (86,841) ----------- ----------- Net cash provided by financing activities 1,086,357 (187,501) ----------- ----------- Change in cash and cash equivalents 305,079 (1,345,476) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 389,071 1,873,799 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 694,150 $ 528,323 =========== =========== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Interest on deposits and borrowings $ 494,906 $ 470,927 Income taxes 69,600 186,780 See accompanying notes to the unaudited consolidated financial statements. 8 9 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, 2001. These statements should be read in conjunction with the consolidated statements as of and for the fiscal year ended March 31, 2000, 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 In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS No. 133 provides accounting and reporting standards for derivatives instruments, including certain derivative instruments embedded in other contracts, by requiring the recognition of those items as assets or liabilities in the statement of financial position, recorded at fair value. SFAS No. 133 precludes a held-to-maturity security from being designated as a hedge item. However, at the date of initial application of SFAS No. 133, an entity is permitted to transfer any held-to-maturity security into the available-for-sale or trading categories. The unrealized holding gain or loss on such transferred securities shall be reported consistent with the requirements of SFAS No. 115, "Accounting for Certain Investment in Debt and Equity Securities." Such transfers do not raise an issue regarding an entity's intent to hold other debt securities to maturity in the future. SFAS No. 133 applies prospectively for all fiscal quarters of all years beginning after June 15, 1999. Earlier adoption is permitted for any fiscal quarter that begins after the issue date of SFAS No. 133. The adoption of SFAS No. 133 did not have a material impact on the Company. In October 1998, the FASB issued SFAS No. 134, "Accounting for Mortgage-Backed Securities Retained after the Securitization of Mortgage Loans Held for Sale by a Mortgage Banking Enterprise." SFAS No. 134 amends SFAS No. 65, "Accounting for Certain Mortgage Banking Activities" and SFAS No. 115 "Accounting for Certain Investments in Debt and Equity Securities" to require that after the securitization of mortgage loans held for sale, an entity engaged in mortgage banking activities classify the resulting mortgage-backed securities or other retained interests based on its ability and intent to sell or hold those investments. The statement is effective for the first fiscal quarter beginning after December 15, 1998. The adoption of SFAS No. 134 did not have a material impact on the Company. 9 10 MANAGEMENT'S DISCUSSION AND ANALYSIS COMPARISON OF FINANCIAL CONDITION AT SEPTEMBER 30 AND MARCH 31, 2000 Total assets increased by $1,465,000 to $33,227,000 at September 30, 2000, from $31,762,000 at March 31, 2000. Cash and cash equivalents increased by $305,000 to $694,000 at September 30, 2000, from $389,000 at March 31, 2000. The increase represented the inflow of cash from depositors' investment of funds and cash provided by operating activities offset by the outflow of cash from the increase in loan production, purchases of office properties and equipment, net principal payments on the Federal Home Loan Bank advance, and dividends paid. Investment securities increased $175,000 to $4,528,000 at September 30, 2000, from $4,353,000 at March 31, 2000. The increase was a result of an increase of $11,000 in additional Federal Home Loan Bank stock , an increase in the market value of available-for-sale securities of $246,000 offset by $82,000 in principal collected on mortgage-backed securities. Net loans receivable increased by $646,000 to $26,035,000 at September 30, 2000, from $25,389,000 at March 31, 2000. The increase in loans was attributable to an increase in the 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. Office property and equipment increased by $331,000 to $1,700,000 at September 30, 2000 from $1,369,000 at March 31, 2000, which was a direct result of construction costs of a new branch office in Parkersburg, West Virginia, which began operation in May of this year. Total liabilities increased by $1,244,000 to $23,583,000 at September 30, 2000, from $ 22,339,000 at March 31, 2000. This increase was attributable to the increase in deposits of $1,380,000, to $22,434,000 at September 30, 2000, from $21,054,000 at March 31, 2000, which was a direct result of the opening of the new branch office in Parkersburg, West Virginia in May of this year. Deferred income taxes increased $88,000 to $288,000 at September 30, 2000 from $200,000 at March 31, 2000 as a direct result of the increase in market value of available-for-sale securities. The Federal Home Loan Bank advance decreased by $200,000, from $900,000 at March 31, 2000, compared to $700,000 at September 30, 2000, which was a result of increased funds from customer deposit accounts used to make principal payments on the advance. Stockholders' equity increased by $220,000, to $9,644,000 at September 30, 2000, from $9,424,000 at March 31, 2000. The increase was attributable to net income of $109,000 for the period, unrealized gains on available-for-sale securities of $159,000, and amortization of RSP and ESOP shares of $46,000, offset by dividends paid to stockholders of $94,000. COMPARISON OF THE RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 Net income increased by $2,000, or 4.3%, to net income of $54,000 for the three month period ended September 30, 2000, compared to net income of $52,000 for the three months ended September 30, 1999. Interest and dividend income decreased by $1,000, from $572,000 for the three months ended September 30, 1999, compared to $571,000 for the same period in 2000. The decrease is attributed to the decrease in interest on investments of $19,000, or 26.4%, from $73,000 for the three months ended September 30, 1999, compared to $54,000, for the three months ended September 30, 2000, offset by an increase in interest on loans of $19,000, or 3.9%, to $512,000 for the three month period ended September 30, 2000 compared to $493,000 for the same period in 1999. The decrease in interest on investments was due to the decrease in average investments of $1,623,000, from $6,162,000 for the three month period ended September 30, 1999, to $4,539,000 for the three month period ended September 30, 2000. The increase in interest on loans is attributed to the average balance on loans increasing by $1,136,000, to $25,984,000 for the period ended September 30, 2000, compared to $24,848,000 for the period ended September 30, 1999. Interest expense increased by $19,000, or 7.9%, to $ 256,000 for the three month period ended September 30, 2000, compared to $237,000 for the same three month period in 1999. The increase was due to an increase in the average short term borrowing at the Federal Home Loan Bank during the three months ended September 30, 2000, which resulted in increased interest expense of $4,000 over the same period in 1999. Average short term borrowing with the Federal Home Loan Bank increased $113,000, to $1,113,000, for the three month period ended September 30, 2000, compared to $1,000,000 for the same three month period in 1999. Interest expense on deposits increased by $15,000, or 6.7%, to $239,000 for the three month period ended September 30, 2000, compared to $224,000, for the same period in 1999. The increase in interest on deposits is attributed to the increase in average deposits of $475,000, to $21,751,000 for the three month period ended September 30, 2000 compared to $21,276,000 for the three month period ended September 30, 1999, and due to higher interest rates paid on deposits during the period ended September 30, 2000. 10 11 Management regularly performs an analysis to identify the inherent risk of loss in its loan portfolio. This analysis included 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 decreased by $750, to $300, for the three months ended September 30, 2000, compared to $1,050 for the same period in 1999. 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 it 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 39.5%, to $12,000 for the three month period ended September 30, 2000, compared to $9,000, for the same period in 1999. The increase is attributed to the increase in service fees of $3,000, from $8,000 for the three months ended September 30, 1999, to $11,000, for the three month period ended September 30, 2000. Noninterest expense decreased by $15,000, or 5.7%, to $249,000 for the three month period ended September 30, 2000, compared to $264,000 for the three month period ended September 30, 1999. The decrease is attributed to the loss on sale of available-for-sale securities of $23,000 during the three month period ended September 30, 1999, offset by net increases in other noninterest expenses of $8,000 for the 2000 period, that are directly attributed to the increases related to the opening of the new branch in Parkersburg, West Virginia. Income tax expense decreased by $3,000, or 12.7% , from $26,000 for the three month period ended September 30, 1999, compared to $23,000 for the three month period ended September 30, 2000, attributed to a decrease in pre-tax income. COMPARISON OF THE RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 Net income decreased by $26,000, or 19.6%, to net income of $110,000 for the six month period ended September 30, 2000, compared to net income of $136,000 for the six months ended September 30, 1999. Interest and dividend income decreased by $3,000, from $1,145,000 for the six months ended September 30, 1999, compared to $1,142,000 for the same period in 2000. The decrease is attributed to the decrease in interest on investments of $45,000, or 29.1%, from $153,000 for the six months ended September 30, 1999, compared to $108,000, for the six months ended September 30, 2000, offset by an increase in interest on loans of $39,000, or 4.0%, to $1,018,000 for the six month period ended September 30, 2000, compared to $979,000 for the same period in 1999. The decrease in interest on investments was due to the decrease in average investments of $2,123,000, from $6,648,000 for the six month period ended September 30, 2000, to $4,525,000 for the six month period ended September 30, 2000 which was offset by an increase of 44 basis points in the average yield on investments. The increase in interest on loans is attributed to the average balance on loans increasing by $1,148,000, to $25,830,000 for the period ended September 30, 2000, compared to $24,682,000 for the period ended September 30, 1999. Interest expense increased by $22,000, or 4.7%, to $493,000 for the six month period ended September 30, 2000, compared to $471,000 for the same six month period in 1999. The increase was due to an increase in short term borrowing at the Federal Home Loan Bank and an increase in deposits during the six months ended September 30, 2000. Interest expense on the Federal Home Loan Bank advance increased $12,000 for the period ended September 30, 2000 as compared to the same period in 1999. Average short term borrowing with the Federal Home Loan Bank increased by $179,000, to $1,179,000, for the six month period ended September 30, 2000, compared to $1,000,000 for the same period in 1999. Interest expense on deposits increased by $10,000, or 2.2%, to $455,000 for the six month period ended September 30, 2000, compared to $445,000 for the same period in 1999. The increase in interest on deposits is attributed to the increase in average deposits of $160,000, to $21,364,000 for the six month period ended September 30, 2000 compared to $21,204,000 for the six month period ended September 30, 1999, and due to higher interest rates paid on deposits during the period ended September 30, 2000. 11 12 Management regularly performs an analysis to identify the inherent risk of loss in its loan portfolio. This analysis included 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 decreased by $1,295, to $850, for the six months ended September 30, 2000, compared to $2,145 for the same period in 1999. 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 it 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 34.3%, to $24,000 for the six month period ended September 30, 2000, compared to $18,000, for the same period in 1999. The increase is primarily attributed to the increase in service fees of $5,000, from $16,000 for the six months ended September 30, 1999, to $21,000, for the six month period ended September 30, 2000. Noninterest expense increased by $28,000, or 5.7%, to $517,000 for the six month period ended September 30, 2000, compared to $489,000 for the six month period ended September 30, 1999. The increase is attributed to the increase in salaries and benefits of $27,000, or 10.2% to $294,000 for the six month period ended September 30, 2000 from $267,000 for the same six month period in 1999, attributable to the addition of five (5) new employees at the Parkersburg branch office. This was partially offset by the loss on sale of available-for-sale securities of $23,000 during the six month period ended September 30, 1999. The remaining increase of $24,000 for the six month period ended September 30, 2000, compared to the same six month period in 1999, is directly attributed to the increases related to the opening of the new branch in Parkersburg, West Virginia. Income tax expense decreased by $19,000 or 29.9% , from $64,000 for the six month period ended September 30, 1999, compared to $45,000 for the six month period ended September 30, 2000, attributed to a decrease in pre-tax income. 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. In addition, the Bank invests excess funds in overnight deposits which provide liquidity to meet lending requirements. 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 $21.2 million. As of September 30, 2000, the Bank had $700,000 in outstanding advances from the FHLB. As of September 30, 2000, the Bank had $977,000 in outstanding mortgage and construction loan commitments. Management believes that it has adequate sources to meet the actual funding requirements. Management monitors the Bank's tangible, core, and risk-based capital ratios in order to assess compliance with OTS regulations. At September 30, 2000, the Bank exceeded the minimum capital ratios requirements imposed by the OTS. 12 13 At September 30, 2000, the Bank's capital ratios were as follows: Bank Requirement Actual ----------- ------ Tangible capital 1.50% 25.75% Core capital 4.00% 25.75% Risk-based capital 8.00% 49.52% RISK ELEMENTS The table below presents information concerning nonperforming assets including nonaccrual loans, renegotiated loans, loans 90 days or more past due, other real estate loans, and repossessed assets. A loan is classified as nonaccrual 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 which terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the deterioration of the borrower. September 30, March 31, 2000 2000 ------------ ------------ (dollars in thousands) Loans on nonaccrual basis $ -- $ -- Loans past due 90 days or more 48 -- Renegotiated loans -- -- ------------ ------------ Total nonperforming loans 48 -- ------------ ------------ Other real estate -- -- Repossessed assets -- -- ------------ ------------ Total nonperforming assets $ 48 $ -- ============ ============ Nonperforming loans as a percent of total loans .18% -- ============ ============ Nonperforming assets as a percent of total assets .15% -- ============ ============ Allowance for loan losses to nonperforming loans 365.41% -- ============ ============ Management monitors impaired loans on a continual basis. As of September 30, 2000, the Company had no impaired loans. During the six months ended September 30, 2000, loans increased $646,000 and nonperforming loans increased $48,000 while the allowance for loan losses increased $850 for the same period. The percentage of allowance for loan losses to loans outstanding remained .7% 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 14 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 The Annual Meeting of Shareholders of Sistersville Bancorp, Inc. was held on July 21, 2000. The following are the votes cast on each matter presented to the shareholders: 1. The election of directors for terms expiring in 2003: For Withheld --- -------- Charles P. LaRue 313,662 130,525 Stanley M. Kiser 314,662 129,525 ITEM 5. OTHER INFORMATION Any proposals of shareholders intended to be included in the Company's proxy statement and proxy card for the 2001 Annual Meeting of Shareholders should be sent to the Company by certified mail and must be received by the Company not later than May 21, 2001. In addition, if a shareholder intends to present a proposal at the 2001 Annual Meeting without including the proposal in the proxy materials related to that meeting and, if the proposal is not received by May 21, 2001 then the proxies designated by the Board of Directors of the Company for the 2001 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: 27. Financial Data Schedule (Electronic Filing Only) 99.1 Independent Accountant's Report (b) None 14 15 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: November 3, 2000 By: /s/ Stanley M. Kiser ------------------------------------------ Stanley M. Kiser President and Chief Executive Officer (Duly Authorized Officer) Date: November 3, 2000 By: /s/ Stanley M. Kiser ------------------------------------------ Stanley M. Kiser President and Chief Executive Officer (Principal Executive and Financial Officer) 15