MAHASKA ---------------------- INVESTMENT COMPANY ------------------ [GRAPHIC APPEARS HERE] [LOGO OF MAHASKA INVESTMENT COMPANY] - ------------------ 2001 ANNUAL REPORT - ------------------ VISION STATEMENT Mahaska Investment Company and Subsidiaries It is the vision of Mahaska Investment Company to remain an independent banking organization, expanding its presence through internal growth and the addition of strategically important branch locations. The Company will pursue attractive opportunities to enter related lines of business as well as the possibility of acquiring other financial institutions with complementary lines of business. The Company will distinguish itself from the competition by a commitment to efficient delivery of products and services in its target markets. The Company will strive to be identified as a "community bank" within those markets. MAHASKA INVESTMENT COMPANY WILL REMAIN COMMITTED TO CERTAIN CORE VALUES: . The Company exists to serve the financial needs of its customers. Customer needs must be the first consideration in everything that is done. It is important that everyone in the Company conduct themselves in an honest and ethical manner when dealing with customers as well as fellow employees. . The Company is a product of the communities it serves, and as such, must be a leader in those communities. The Company will always keep the communities' best interests in mind. The Company will support the charitable, cultural and economic needs of the communities. . The Company is a for-profit business that is committed to achieving profits from providing quality services to its customers and to providing continuous value to shareholders. . The Company's employees are a family who care for one another and for their customers. The Company is loyal to and protective of its employees. To achieve this vision, each employee, officer, and director will be challenged to work hard and utilize all skills while focused on the Company's long-term goals. We will create an environment in which each employee is encouraged to achieve his or her highest potential and one that facilitates innovation and creativity to drive performance. The Company is committed to ongoing training and development of its employees. To overcome the threats of a consolidating industry, we will maintain an excellence in banking that has been the tradition of Mahaska Investment Company and its people since it was founded. Each employee, officer, director and shareholder is asked to share this vision. MAHASKA ---------------------- INVESTMENT COMPANY ------------------ [LOGO OF MAHASKA INVESTMENT COMPANY] TABLE OF CONTENTS MESSAGE TO SHAREHOLDERS 1 2001 FINANCIAL HIGHLIGHTS 3 COMPANY FOCUS 5 CONSOLIDATED FINANCIAL STATEMENTS 14 COMPANY INFORMATION 17 AUDITORS' REPORT 18 OFFICERS & Directors 19 Please refer to the Mahaska Investment Company 2002 Proxy Statement for Management's Discussion and Analysis, Consolidated Financial Statements, and notes to Consolidated Financial Statements. Message [LOGO OF MAHASKA INVESTMENT COMPANY] [PHOTO APPEARS HERE] MESSAGE TO SHAREHOLDERS - -------------------------------------------------------------------------------- Mahaska Investment Company is proud of its many accomplishments in 2001. Despite the unstable national markets and the uncertainty in the economy in general, the Company continued to show growth and improvement. The unified efforts of a dedicated and hardworking staff led to improved earnings and increased stock price. The Company's net income increased nine percent to $4,356,000 in 2001, with basic earnings per share of $1.10, an eleven percent increase from the year 2000. Lower interest rates on deposits, increased volume in loan pool participations, and additional non-interest income contributed to the Company's improved earnings in 2001. Total assets as of December 31, 2001, were $545,795,000, up six percent over last year. Both loans and deposits grew in comparison to the previous year-end totals. The improvement in earnings was reflected in our Company's stock price. Mahaska Investment Company stock closed at $11.70 per share on December 31, 2001, a 38 percent increase from last year's closing price of $8.50. Small bank stocks in general had a good year. The Nasdaq Bank Index rose ten percent by year-end to close at 2135 compared to 1885 at year-end 2000. The improvement in our stock's performance exceeded the market in general. Our stock now trades at a multiple of earnings of 10.6, which is in the range of other banking organizations our size. Early in 2001, the Company's board of directors and senior management determined that the long-term direction of the organization needed to be more focused. Management and staff, working with an outside consultant, developed priorities and established goals to improve business processes and performance. Our goal is a more efficient organization that will provide improved returns to our shareholders. As part of the strategic planning process, the board and management reaffirmed their commitment to maintain the Company's community bank identity. We believe that community banks provide the best personal service for customers and satisfactory returns for shareholders. Our beliefs are set down in a new Mission Statement. Communicating this important statement serves to reinforce the focus on our goals and to strengthen our commitment to our shareholders, customers, and employees. The Company's new Mission Statement and excerpts from the Vision Statement are included in this annual report. We also established new objectives that will help us strengthen relationships with existing customers, expand our relationships with small business customers, and improve customer service in all of our markets. We were pleased to have been one of the forty community bank organizations invited to make a presentation at the 2001 Community Bank Investor Conference hosted by the investment banking firm of Keefe, Bruyette & Woods, Inc. The conference, held in New York City, was an excellent opportunity to share this Company's successes and goals for the future with stock analysts, institutional investors, and other bankers. Our thoughts and prayers remain with the many families who lost loved ones in the shocking September 11 attack on America. Several of the industry's leading investment banking and brokerage firms located in the World Trade Center suffered tremendous losses. We had established relationships with two firms, Sandler O'Neill and Keefe, Bruyette & Woods, and were personally touched by their losses. While we take pride in past progress and accomplishments, we are determined to continue to improve earnings by enhancing performance, loan quality and customer service. We are committed to ongoing improvement and continue to seek new opportunities for your Company. Your continued support of Mahaska Investment Company is sincerely appreciated. /s/ Charles S. Howard /s/ David A. Meinert Charles S. Howard David A. Meinert Chairman, President & CEO Executive Vice President & CFO 1 MAHASKA INVESTMENT COMPANY -------- MOMENTUM -------- [GRAPHIC APPEARS HERE] - -------------------- FINANCIAL HIGHLIGHTS - -------------------- Year Ended December 31 (In thousands, except per share data) 2001 2000 1999 1998 1997 - --------------------------------------------------------------------------------------------------------------------------- SUMMARY OF INCOME DATA Interest income excluding loan pool participations ................. $ 30,510 31,551 21,162 17,996 15,483 Interest and discount on loan pool participations .................. 9,595 7,275 7,668 7,970 8,474 Total interest income .............................................. 40,105 38,826 28,830 25,966 23,957 Total interest expense ............................................. 21,427 21,427 13,195 10,490 9,312 Net interest income ................................................ 18,678 17,399 15,635 15,476 14,645 Provision for loan losses .......................................... 1,776 892 3,628 1,179 417 Other income ....................................................... 4,287 2,566 1,947 1,856 1,739 Other operating expenses ........................................... 14,467 13,313 10,462 8,947 8,315 Income before income tax ........................................... 6,722 5,760 3,492 7,206 7,652 Income tax expense ................................................. 2,366 1,759 1,270 2,583 2,594 Net income ......................................................... $ 4,356 4,001 2,222 4,623 5,058 ==================================================== PER SHARE DATA Net income - basic ................................................. $ 1.10 0.99 0.58 1.26 1.38 Net income - diluted ............................................... 1.09 0.99 0.56 1.20 1.33 Cash dividends declared ............................................ 0.60 0.60 0.60 0.56 0.48 Book value ......................................................... 13.12 12.51 11.59 10.51 10.03 Net tangible book value ............................................ 10.37 9.54 8.62 8.99 8.35 ==================================================== SELECTED FINANCIAL RATIOS Net income to average assets ....................................... 0.82% 0.81% 0.64% 1.65% 1.98% Net income to average equity ....................................... 8.59% 8.18% 5.29% 12.16% 14.47% Dividend payout ratio .............................................. 54.55% 60.61% 103.45% 44.44% 34.78% Average equity to average assets ................................... 9.57% 9.90% 12.04% 13.54% 13.69% Tier 1 capital to assets at end of period .......................... 9.95% 10.58% 11.42% 14.02% 14.74% Net interest margin ................................................ 3.84% 3.87% 4.89% 6.04% 6.31% Gross revenue of loan pools to total gross revenue ................. 21.61% 17.58% 24.91% 28.64% 32.98% Interest and discount income of loan pools to total interest income. 23.92% 18.74% 26.59% 30.69% 35.37% Allowance for loan losses to total loans ........................... 1.05% 0.94% 1.42% 1.32% 1.26% Non-performing loans to total loans ................................ 1.08% 0.95% 1.71% 0.84% 1.27% Net loans charged off to average loans ............................. 0.42% 0.65% 1.14% 0.52% 0.07% ==================================================== December 31 (In thousands) 2001 2000 1999 1998 1997 - --------------------------------------------------------------------------------------------------------------------------- SELECTED BALANCE SHEET DATA Total assets ....................................................... $545,795 515,212 486,189 298,389 274,873 Total loans net of unearned discount ............................... 322,681 312,081 282,091 165,427 144,333 Total loan pool participations ..................................... 110,393 74,755 67,756 54,510 54,326 Allowance for loan losses .......................................... 3,381 2,933 4,006 2,177 1,816 Total deposits ..................................................... 378,645 370,144 348,672 232,733 215,308 Total shareholders' equity ......................................... 50,827 49,295 50,235 38,232 36,754 ==================================================== 3 MAHASKA INVESTMENT COMPANY -------- STRATEGY -------- [GRAPHIC APPEARS HERE] Focus [LOGO OF MAHASKA INVESTMENT COMPANY] COMPANY FOCUS - -------------------------------------------------------------------------------- Mahaska Investment Company has always operated on the philosophy that the best way to enhance value to its primary constituencies--shareholders, customers, communities and employees--is to remain an independent company committed to service-focused community banking. The Company endeavors to achieve value for shareholders through continuing focus on its customers, leadership and support for its communities, and an ongoing investment in its employees. Commitment to those core values has proven itself over time, as the Company grew from one institution and $185 million in assets at year-end 1993 to four independent operating subsidiaries and assets of more than $545 million at year-end 2001. These values were reaffirmed when directors and officers gathered in late 2000 and early 2001 to take a critical look at what was needed to ensure the Company's continued growth and profitability. This group realized operational and procedural changes were needed to maintain--and manage--success in a rapidly changing environment. Both the Company and the times are much different today than they were seven years ago when the first shares of Mahaska Investment Company stock were traded on the Nasdaq National Market System. By every measure--total assets, number of subsidiaries, number of locations, number of employees and even geographic territory--the Company has doubled in size. Meanwhile, the tremendous economic expansion that characterized the 1990s began to sputter as the 21st century arrived. In Iowa, uneasiness about the farm economy served to heighten concerns about a volatile stock market and a possible recession. At the same time, the financial services market is more competitive than ever before. Many of the Company's former community and regional bank competitors are now branches of huge corporations that do business nationwide. Non-bank companies also offer traditional bank products and services. Changes in legislation have turned credit unions into direct competitors. The prevalence of services like direct deposit and Internet and telephone banking make physical proximity to a bank office increasingly less important--and at times, the Company competes with institutions whose branch offices are found only in cyberspace. With the amount of time customers spend in a traditional bank office decreasing, each of the Company's interactions with customers becomes more important. The Company must work effectively with its customers to maintain the strong and lasting relationships that have been responsible for its continuing growth. As directors and senior managers identified strategies to ensure that the Company can compete effectively and profitably in all types of economic environments, it became clear that a turning point had been reached. The Company needed to take better advantage of its size and resources to improve customer service, efficiency and profitability without affecting the sensitivity and responsiveness to customers and communities that have played such a significant role in the Company's previous successes. By addressing those issues within the framework of the Company's values, directors and senior management ultimately determined that they could best fulfill their commitment to shareholders, customers, communities, and employees by creating an environment that makes it possible for each subsidiary and its employees to spend more time focusing on customers and establishing those important relationships. CONSOLIDATED TOTAL ASSETS (In thousands) [GRAPHIC APPEARS HERE] 2001 2000 1999 1998 1997 $545,795 $515,212 $486,189 $298,389 $274,873 5 MAHASKA INVESTMENT COMPANY - ------------------ MAHASKA STATE BANK - -------------------------------------------------------------------------------- Mahaska State Bank, the Company's first bank subsidiary, is the largest financial institution in its market. Total assets continued to grow throughout 2001, reaching $186 million by year-end. The bank, which enjoyed growth in both its brokerage and trust areas during 2001, maintains the largest deposit base in Mahaska County. It also enjoyed increased market share in 2001. Mahaska State Bank has long been the dominant lender in Oskaloosa, particularly for agricultural and commercial loans. Real estate loans continue to play a significant role in the bank's growth. Multiple reductions in market interest rates sparked substantial increases in applications for mortgages, as well as home equity loans. Financing for commercial real estate purchases, new residential mortgages and refinancing of existing mortgages accounted for significant loan growth. Through its secondary market mortgage program, the bank also offered customers long-term, fixed-rate real estate loans. During 2001, Mahaska State Bank began making changes that will enhance customer service and efficiency. One of the most significant was the decision to consolidate the bank's data processing and check processing departments into a separate operating division of the holding company effective January 1, 2002. Both departments, which operate as MIC Data Services, serve all four subsidiaries, as well as some non-affiliated institutions. By moving responsibility for these functions to the holding company, Mahaska State Bank can devote more time and resources to its own customers. The bank is always alert for opportunities to strengthen relationships with customers, through new products--such as Commercial Internet Banking, which will be introduced in 2002--and by offering customers the quality service they've come to expect from Mahaska State Bank. One of the primary reasons for Mahaska State Bank's success in both Oskaloosa and North English is its friendly, knowledgeable and professional staff. Employees also exemplify the bank's commitment to its communities and donate time, talent and money to a variety of causes. Mahaska State Bank is confident that its commitment to quality products and quality service will continue to contribute to the bank's growth. - ---------------------------- SELECTED BALANCE SHEET DATA: - ---------------------------- Year Ended December 31 (In thousands) 2001 2000 1999 - -------------------------------------------------------------------------------- Total assets .............................. $186,418 179,327 165,188 Total loans net of unearned discount ...... 111,848 113,192 104,116 Total loan pool participations ............ 38,257 30,613 26,421 Total deposits ............................ 149,405 150,719 145,379 Total shareholders' equity ................ 15,660 15,727 15,158 MAHASKA INVESTMENT COMPANY 6 Focus [LOGO OF MAHASKA INVESTMENT COMPANY] The Company has always endeavored to improve efficiency and reduce expenses by consolidating services such as data processing, accounting, Internet Banking operations, human resources, loan review and audit functions. However, given the increasingly critical importance of building and maintaining customer loyalty, the Company needed to do even more to reduce the amount of time and effort the subsidiaries were spending on activities that did not directly affect customer relationships. To allow the Company to efficiently and cost-effectively provide additional support services, the four independent subsidiaries needed to adopt some standardized products, processes and procedures. At the same time, every strategy and initiative had to be evaluated in terms of its potential impact on the Company's customers and communities. Consequently, the re-engineering process made 2001 an exciting and often challenging year. In establishing a long-term direction for the Company, directors and senior managers outlined three key strategies for enhancing shareholder value: EFFICIENT DELIVERY OF PRODUCTS AND SERVICES As directors and senior managers scrutinized the Company's operations, it became apparent that standardizing products and processes between the four subsidiaries could greatly improve efficiency. At the same time, the Company did not want to compromise the ability of the subsidiaries to meet the needs of their own customers and communities. The Company's solution was the establishment of a formal Project Management Committee to foster coordinated implementation of process improvements throughout the Company. The Project Management Committee is responsible for identifying challenges that impact the entire organization, prioritizing needs, and recommending solutions. To ensure that all stakeholders are represented, the committee consists of a senior executive from each subsidiary and the Company's managers for operations, data processing, accounting, human resources and marketing. All subsidiary representatives and department managers have the opportunity to voice opinions about issues under discussion and communicate how an issue affects their particular area of influence. This process was designed to make sure the needs and concerns of each department and subsidiary--as well as its customers and communities--are taken into consideration when changes are proposed. The project management process is also enhancing communication and cooperation among departments and subsidiaries throughout the organization. To find solutions to specific challenges, the Project Management Committee forms subcommittees comprised of a Project Management Committee member and representatives from each subsidiary and any affected department. Typically, these representatives are employees who are either extremely knowledgeable about the issue or those whose jobs will be most affected. For example, tellers from each subsidiary and data processing personnel will select the new teller software that all four institutions will use. Recommendations for best practice solutions are forwarded to the senior executives for review. If approved, the Project Management Committee is responsible for smooth implementation of any changes. Individual committee members are responsible for making sure their own subsidiary or department meets its specific obligations and communicating any issues that might affect implementation. Some of the initiatives the Project Management Committee is working on include: . Standardization of the data processing codes used to classify different types of products, transactions, collateral and other data to make the accounting and reporting processes more efficient; . Upgrading the loan documentation, teller and deposit software and migrating all four subsidiaries to the same platforms; . Purchase of an MCIF (Marketing Customer Information File) system, a tool that will enhance the Company's ability to identify customer needs; and . Ongoing analysis of the profitability of the Company's products and services. Change is rarely easy, but the Company is optimistic that by providing a forum for open communication between the subsidiaries and by involving employees at all levels of the organization, the Project Management Committee can effectively implement changes that will improve efficiency and productivity throughout the Company. Another change that should improve efficiency and customer service is the establishment of MIC Data Services as a separate operating division, comprised of what had been Mahaska State Bank's data processing and check processing departments. This consolidation was effective January 1, 2002. Placing these two related functions under common management at the holding company level will improve internal efficiency and make MIC Data Services even more CONSOLIDATED TOTAL LOANS/*/ (In thousands) [GRAPHIC APPEARS HERE] 2001 2000 1999 1998 1997 $322,681 $312,081 $282,091 $165,427 $144,333 /*/ EXCLUDING LOAN POOLS 7 MAHASKA INVESTMENT COMPANY - ------------------- CENTRAL VALLEY BANK - -------------------------------------------------------------------------------- Central Valley Bank enjoyed another highly successful year in 2001, achieving significant increases in both assets and total loans. As of December 31, 2001, assets were approaching $120 million, compared with $108.3 million at year-end 2000. Total loans increased by $8.6 million to $78.6 million as of December 31, 2001. An established real estate lender, Central Valley Bank benefited from multiple reductions in market interest rates. The real estate loan portfolio grew significantly as customers took advantage of the lower rates to purchase or refinance homes. Secondary market mortgages were offered to customers desiring long-term, fixed-rate real estate loans. Lower market interest rates also contributed to an increase in commercial real estate purchases, furthering the bank's efforts to expand its commercial customer base. The bank also achieved increases in other types of commercial and ag loans, particularly in the Ottumwa market. Central Valley Bank reported only a slight increase in total deposits at the end of 2001. However, it did enjoy more significant deposit growth than most of its competitors. Market share in all three communities--Ottumwa, Fairfield, and Sigourney--increased during 2001. One of the most visible accomplishments of 2001 was the opening of a new facility in Fairfield, which replaced a small grocery store branch. The new branch office, which is in a highly visible location, offers real estate, consumer and commercial loan services, brokerage services, extended hours, drive-up service and 24-hour drive-up ATM. Central Valley Bank continues to enjoy steady, consistent growth, despite the economic uncertainty and numerous competitors found in its markets. Central Valley Bank is able to offer customers the selection and pricing usually available only from larger competitors and the caring, personal service associated with hometown banking. It strives to provide customers with professional expertise, a variety of competitive products, and one-on-one customer service. Central Valley Bank takes great pride in being a community bank and is expanding its leadership role in its communities, supporting numerous civic and charitable organizations. As a community bank, Central Valley Bank consistently explores ways to strengthen its relationships with its customers and its communities, thus ensuring its continued growth. - ---------------------------- SELECTED BALANCE SHEET DATA: - ---------------------------- Year Ended December 31 (In thousands) 2001 2000 1999 - -------------------------------------------------------------------------------- Total assets ............................... $119,730 108,344 97,064 Total loans net of unearned discount ....... 78,577 69,953 54,906 Total loan pool participations ............. 20,879 17,974 16,519 Total deposits ............................. 85,618 85,205 77,892 Total shareholders' equity ................. 12,689 13,041 12,554 MAHASKA INVESTMENT COMPANY 8 Focus [LOGO OF MAHASKA INVESTMENT COMPANY] responsive to the needs of all four subsidiaries, as well as non-affiliated banks that contract for data processing services. In addition, by making MIC Data Services a division of the holding company, Mahaska State Bank can devote additional time and resources to serving customers. PROTECTING ASSET QUALITY Protecting the quality of the Company's assets is a continuous process. Improving loan quality continues to be a company-wide priority and all four subsidiaries are making progress in that area. The Company adopted a new credit policy that strengthened oversight and revamped existing procedures to provide more proactive monitoring of loan quality. Additional measures designed to keep the Company focused on this goal were also adopted. One was the addition of a Chief Credit Officer, who is responsible for credit administration on a daily basis, as well as leading and directing the Company's long-term strategic lending practices and policies. Other duties include loan policy administration, compliance, and when necessary, problem loan administration. The Chief Credit Officer also serves as the Company's liaison with regulatory agencies on loan-related matters. A second step was the formation of an Executive Loan Committee, which includes three representatives from Mahaska Investment Company and two senior managers from each of the four operating subsidiaries. This committee is now responsible for reviewing larger loan applications and participation requests. The active involvement of senior managers ensures that each subsidiary's interests, and those of its customers and community, are represented. A primary advantage is that Executive Loan Committee members have years of experience and a variety of expertise, including accounting, commercial lending and agricultural lending. This contributes to a much more detailed analysis of credit applications, and should result in more consistent loan quality. It has also allowed the Company to provide significantly faster and more responsive customer service. Since the Executive Loan Committee meets weekly--and can easily meet on short notice when necessary--credit decisions can be made more quickly, enhancing customer service. MAINTAINING A DIVERSIFIED BALANCE SHEET As in previous years, the Company continues to maintain a balance sheet that is a solid blend of loan pool participations, a conservative and liquid investment portfolio, and a diversified loan portfolio. This is a proven strategy that has minimized the Company's risk and, over time, returned value to shareholders. It is particularly effective in years like 2001, when several sectors of the economy slowed at once. In recent years, the Company's loan pool participations, which provide geographic diversification, have been higher quality assets than in the past and are less susceptible to economic downturns. These assets continue to perform well, despite falling interest rates throughout 2001. In response to falling interest rates, the Company reduced the size of its investment portfolio and increased its loan pool participations, which provide higher returns. Real estate loans contributed to increases in both total loans and other income during 2001. The Federal Reserve Board cut market interest rates eleven times during the year, creating enormous customer demand for mortgages and refinancings at all four subsidiaries. The subsidiaries retained some variable-rate mortgages, which will reprice in a few years. Most long-term, fixed-rate real estate loans were sold on the secondary market, generating fee income. Building commercial loan portfolios was a priority for all of the subsidiaries, particularly Midwest Federal Savings, which recently began making commercial loans. Since it established a commercial lending department in late 2000 and began offering secondary market mortgage loans, the bank has made consistent progress in diversifying its loan portfolio, which had been dominated by real estate loans. Of the four subsidiaries, Central Valley Bank achieved the most significant gains in its loan portfolio during 2001, helped by consistent commercial loan growth. To better serve its growing customer base, Central Valley Bank opened a new full-service office in Fairfield in early 2001. This new branch, which includes a drive-up facility, replaced a grocery store location that handled mainly deposit transactions. Pella State Bank also saw a sizeable increase in its loan portfolio. After opening a new larger office in downtown Pella, which now serves as the bank's headquarters, Pella State Bank hired an additional loan officer to better serve its commercial and farm customers. Mahaska State Bank, the dominant commercial lender in its markets, continues to explore new methods to increase commercial loan activity outside its traditional market boundaries. CONSOLIDATED TOTAL DEPOSITS (In thousands) [GRAPHIC APPEARS HERE] 2001 2000 1999 1998 1997 $378,645 $370,144 $348,672 $232,733 $215,308 9 MAHASKA INVESTMENT COMPANY - ---------------- PELLA STATE BANK - -------------------------------------------------------------------------------- With more than $44 million in assets as of December 31, 2001, Pella State Bank has enjoyed tremendous growth since it opened in December 1997. The bank's increases in three key measures--total assets, net loans and total deposits--have been among the largest reported by any financial institution in its market. Consequently, many of Pella State Bank's accomplishments in 2001 focused on ways to better serve a rapidly expanding customer base. In early 2001, the bank moved its headquarters to a more spacious facility in a highly visible downtown development. Executive offices, all lending activities and full-service brokerage are housed there, offering customers a complete range of financial services in one convenient location. Pella State Bank's original facility remains open as a branch, with extended hours and drive-up service for deposit customers. To ensure that customers continue to receive the same friendly, personal, and professional service that has been such a significant factor in its success, Pella State Bank also enlarged its staff. Some of the bank's more experienced employees, who exemplify the quality service the bank strives to provide, were promoted and now work to instill newer employees with that same commitment to customer satisfaction. Pella State Bank also hired an additional loan officer to better serve a growing number of farm and small business customers. Developing strong relationships with commercial customers is a priority. A favorable rate environment contributed to increased real estate lending activity throughout 2001, helping to increase Pella State Bank's loan portfolio. Secondary market mortgages were available to customers wanting long-term, fixed-rate real estate loans. The bank's full-service brokerage office continues to grow. In 2002, Pella State Bank will provide additional marketing support to help the brokerage service expand its customer base. Although the economic expansion in the market slowed somewhat during 2001, Pella State Bank is optimistic that 2002 will bring continued growth. Pella State Bank believes that its friendly, professional employees--most of whom have very strong community ties--its innovative mix of products and services, its competitive rates, and its strong commitment to its community will continue to contribute to its success. - ---------------------------- SELECTED BALANCE SHEET DATA: - ---------------------------- Year Ended December 31 (In thousands) 2001 2000 1999 - -------------------------------------------------------------------------------- Total assets ................................. $44,052 34,996 26,182 Total loans net of unearned discount ......... 23,192 20,761 16,268 Total loan pool participations ............... 9,666 7,028 5,604 Total deposits ............................... 36,218 28,221 19,506 Total shareholders' equity ................... 5,105 5,040 4,795 MAHASKA INVESTMENT COMPANY 10 Focus [LOGO OF MAHASKA INVESTMENT COMPANY] The subsidiaries experienced minimal increases in agricultural loans. The Company continues to keep a cautious eye on the farm economy. The slow progress on new farm legislation is a major concern. Successive years of low commodity prices have made producers increasingly dependent on government payments and any reduction in crop subsidies may have a detrimental effect on customers. Other income increased due to higher revenue from secondary market loan originations, overdraft and other service charges, and trust fees. The Company also saw an increase in fees generated from brokerage offices located at each subsidiary. Increasing core deposits remained a priority for all four subsidiaries in 2001. An erratic stock market helped increase liquid deposits. However, the low market interest rates that encouraged loan activity and improved the Company's net interest margin (the difference between what a bank pays for funds and what it earns on assets) put a damper on time deposit growth. Only Pella State Bank saw a noticeable increase in total deposits during 2001. Because deposit growth did not keep pace with demand for loans, the Company utilized borrowed funds. However, the Company was able to secure favorable long-term fixed rates on these advances resulting in acceptable net interest margins. Directors authorized a stock repurchase program in the third quarter of 2001 and later extended that authorization through June 30, 2002. Reducing the number of outstanding shares on the market should strengthen the return to shareholders. Thru December 31, 2001, the Company had repurchased 101,000 shares. To meet its commitment to quality customer service, the Company continues to invest in technology. The Company is now testing Commercial Internet Banking, which allows business customers to perform a variety of transactions. This service will be introduced in 2002. Retail Internet Banking has quickly gained popularity with customers. In 2001, the Company upgraded its Retail Internet Banking software, offering users an improved interface and new security features. As the number of Internet transactions grows, protecting customers' confidential information becomes a more critical component of service. During 2001, the Company revised its privacy policy, which is mailed to customers annually. Copies are now given to all new customers at the time an account is opened. The Company also plans to increase its efforts to educate customers about ways to protect themselves against identify theft. The Company is also investing in technology to help employees become more productive, including loan, deposit and teller software. Replacing older software with more functional versions provides an opportunity to migrate all four institutions to the same systems, allowing for procedure standardization and enhancing processing efficiency. The Company will also convert to a new payroll processing system that eliminates much of the paperwork for employees, supervisors and human resources personnel. The Company views employees as its most important asset and is committed to creating an environment that encourages creativity and innovation, allowing each employee to achieve his or her highest potential. Competitive salaries and benefits, particularly health insurance, help retain employees. Relatively low employee turnover contributes to consistent service quality and reduces the expense of recruiting and training new employees. During 2001, the Company began offering employees a cash match on 401(k) contributions. Company stock is not included in the 401(k) plan. However, the Company does contribute to an Employee Stock Ownership Plan (ESOP) set up to provide employees with an additional source of retirement income. The ESOP is the Company's single largest shareholder. Employees are encouraged to be involved in their communities and many have assumed leadership roles on local school, government, civic, and charity boards. Countless others donate time as volunteers for organizations ranging from youth sports to local economic development groups. As community banks, all four subsidiaries provide financial support for a variety of civic and charitable causes. Certainly, the banking industry is in a state of transition as consolidation and new competitors challenge the traditional thinking. However, the Company, with its continued commitment to excellence and strong customer focus, is in good position to increase its market share. The Company offers customers the best of both worlds: the quality customer service and commitment to its markets associated with community banks, and the wide selection of services and delivery systems usually offered by far larger bank competitors. The Company continues to implement practices that will improve operating efficiencies and enhance the quality of service offered to its customers and communities. The Company's strong commitment to traditional values and clear vision for the future position it to grow and prosper in the years ahead, thus returning even more value to its shareholders, customers, communities and employees. CONSOLIDATED NET INCOME (In thousands) [GRAPHIC APPEARS HERE] 2001 2000 1999 1998 1997 $4,356 $4,001 $2,222 $4,623 $5,058 11 MAHASKA INVESTMENT COMPANY - ----------------------- MIDWEST FEDERAL SAVINGS - -------------------------------------------------------------------------------- Midwest Federal Savings & Loan Association of Eastern Iowa (Midwest Federal), the Company's largest subsidiary, enjoyed a number of successes--highlighted by record earnings--during 2001. At year-end, Midwest Federal reported net earnings of $1.87 million, net interest income of more than $5.3 million and $718,000 in income from fees and service charges. A total-return approach to its investment portfolio resulted in realized gains of $948,000 on the sale of investments. The proceeds were reinvested in higher-earning assets, thereby increasing net interest margin for the long term. Midwest Federal reported total assets of $189 million at year-end, compared to $183 million at year-end 2000. Midwest Federal made the transition to full-service banking in 2001, adding products and services to better serve its customers and its communities--Burlington, West Burlington, Fort Madison and Wapello. Almost fifteen percent of all checking account customers have signed up for Retail Internet Banking, which was introduced on January 2, 2001. In 2002, Midwest Federal will introduce Commercial Internet Banking. A new commercial loan department completed its first full year of operation in 2001, adding $2.2 million to Midwest Federal's loan portfolio. Midwest Federal is encouraged by the many opportunities for commercial lending in Burlington and the surrounding area. Multiple reductions in market interest rates over the year created heavy demand for both in-house and secondary market real estate loans. Secondary market mortgages provided Midwest Federal customers with the ability to lock in long-term fixed rates on real estate loans. Midwest Federal is also excited about the opportunities to offer customers investment products, such as stocks, bonds and mutual funds, through Midwest Financial Products, Inc., a wholly owned subsidiary of Midwest Federal. To accommodate its expanded services and to provide a more customer-friendly environment, Midwest Federal's main office in Burlington was remodeled. New offices were added to the lobby area to provide visibility for the loan and brokerage services, and the reception area was improved to provide better access for customers. The teller area was also remodeled to provide a more inviting and modern look. By providing excellent service and an expanded selection of financial products and services, Midwest Federal can strengthen relationships with existing customers, attract new customers and return more value to shareholders. - ---------------------------- SELECTED BALANCE SHEET DATA: - ---------------------------- Year Ended December 31 (In thousands) 2001 2000 1999 - -------------------------------------------------------------------------------- Total assets .............................. $189,232 183,418 182,934 Total loans net of unearned discount ...... 107,375 105,848 101,566 Total loan pool participations ............ 38,499 14,571 10,861 Total deposits ............................ 108,073 106,131 107,114 Total shareholders' equity ................ 19,486 19,837 19,285 MAHASKA INVESTMENT COMPANY 12 --------- STABILITY --------- [GRAPHIC APPEARS HERE] - --------------------------- CONSOLIDATED BALANCE SHEETS - --------------------------- December 31 (In thousands) 2001 2000 - ------------------------------------------------------------------------------------------------------- ASSETS Cash and due from banks ....................................................... $ 12,872 10,544 Interest-bearing deposits in banks ............................................ 2,965 3,818 Federal funds sold ............................................................ -- 1,155 --------------------- Cash and cash equivalents ................................................... 15,837 15,517 --------------------- Investment securities: Available for sale .......................................................... 50,206 60,758 Held to maturity (fair value of $22,034 in 2001 and $26,234 in 2000) ...................................................... 21,332 25,921 Loans, net of unearned discount ............................................... 322,681 312,081 Allowance for loan losses ..................................................... (3,381) (2,933) --------------------- Net loans ................................................................... 319,300 309,148 --------------------- Loan pool participations ...................................................... 110,393 74,755 Premises and equipment, net ................................................... 8,355 6,890 Accrued interest receivable ................................................... 4,540 5,201 Goodwill and other intangible assets .......................................... 10,675 11,725 Other assets .................................................................. 5,157 5,297 --------------------- Total assets ................................................................ $ 545,795 515,212 ===================== LIABILITIES AND SHAREHOLDERS' EQUITY Deposits: Demand ...................................................................... $ 26,961 26,031 NOW and Super NOW ........................................................... 45,372 43,380 Savings ..................................................................... 97,989 88,378 Certificates of deposit ..................................................... 208,323 212,355 --------------------- Total deposits ............................................................ 378,645 370,144 Federal funds purchased ....................................................... 10,650 2,345 Federal Home Loan Bank advances ............................................... 91,174 75,050 Notes payable ................................................................. 9,200 13,200 Other liabilities ............................................................. 5,299 5,178 --------------------- Total liabilities ........................................................... 494,968 465,917 --------------------- SHAREHOLDERS' EQUITY Common stock, $5 par value; authorized 20,000,000 shares; issued 4,912,849 as of December 31, 2001 and December 31, 2000 ............................... 24,564 24,564 Capital surplus ............................................................... 13,033 13,127 Treasury stock at cost, 1,040,255 and 973,535 shares as of December 31, 2001 and 2000, respectively .................................... (12,595) (11,869) Retained earnings ............................................................. 25,082 23,102 Accumulated other comprehensive income ........................................ 743 371 --------------------- Total shareholders' equity .................................................. 50,827 49,295 --------------------- Total liabilities and shareholders' equity .................................. $ 545,795 515,212 ===================== MAHASKA INVESTMENT COMPANY 14 - --------------------------------- CONSOLIDATED STATEMENTS OF INCOME - --------------------------------- Year Ended December 31 (In thousands, except per share amounts) 2001 2000 1999 - ------------------------------------------------------------------------------------------------- INTEREST INCOME Interest and fees on loans ......................................... $25,172 25,298 17,577 Interest income and discount on loan pool participations ........... 9,595 7,275 7,668 Interest on bank deposits .......................................... 56 116 82 Interest on federal funds sold ..................................... 252 164 260 Interest on investment securities: Available for sale ............................................... 3,542 4,182 2,214 Held to maturity ................................................. 1,488 1,791 1,029 -------------------------- Total interest income .......................................... 40,105 38,826 28,830 -------------------------- INTEREST EXPENSE Interest on deposits: NOW and Super NOW ................................................ 521 782 637 Savings .......................................................... 2,961 3,779 2,837 Certificates of deposit .......................................... 11,920 10,788 7,060 Interest on federal funds purchased ................................ 57 191 94 Interest on Federal Home Loan Bank advances ........................ 5,166 4,484 1,287 Interest on notes payable .......................................... 802 1,403 1,280 -------------------------- Total interest expense ......................................... 21,427 21,427 13,195 -------------------------- Net interest income ............................................ 18,678 17,399 15,635 Provision for loan losses .......................................... 1,776 892 3,628 -------------------------- Net interest income after provision for loan losses ............ 16,902 16,507 12,007 -------------------------- OTHER INCOME Service charges .................................................... 2,117 1,821 1,332 Data processing income ............................................. 206 203 200 Other operating income ............................................. 946 502 443 Investment security gains (losses), net ............................ 1,018 40 (28) -------------------------- Total other income ............................................. 4,287 2,566 1,947 -------------------------- OTHER EXPENSE Salaries and employee benefits expense ............................. 7,157 6,378 5,144 Net occupancy expense .............................................. 2,162 1,877 1,517 Professional fees .................................................. 988 658 431 Goodwill and other intangible asset amortization ................... 1,050 1,125 711 Other operating expense ............................................ 3,110 3,275 2,659 -------------------------- Total other expense .............................................. 14,467 13,313 10,462 -------------------------- Income before income tax expense ................................. 6,722 5,760 3,492 Income tax expense ................................................. 2,366 1,759 1,270 -------------------------- Net income ..................................................... $ 4,356 4,001 2,222 ========================== Net income per share - basic ....................................... $ 1.10 0.99 0.58 ========================== Net income per share - diluted ..................................... $ 1.09 0.99 0.56 ========================== 15 MAHASKA INVESTMENT COMPANY - ---------------------------------------------------------------------------- CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME - ---------------------------------------------------------------------------- Accumulated Other Common Capital Treasury Retained Comprehensive (In thousands, except share data) Stock Surplus Stock Earnings (Loss) Income Total - ---------------------------------------------------------------------------------------------------------------------------- Balance at December 31, 1998 ............... $19,038 17 (2,799) 21,806 170 38,232 ========================================================================== Comprehensive income: Net income ................................ -- -- -- 2,222 -- 2,222 Unrealized gains arising during the year on securities available for sale ... -- -- -- -- (695) (695) Plus realized gains on securities available for sale, net of tax .......... -- -- -- -- 18 18 -------------------------------------------------------------------------- Total comprehensive income ................ -- -- -- 2,222 (677) 1,545 -------------------------------------------------------------------------- Dividends paid ($.60 per share) ............. -- -- -- (2,310) -- (2,310) Stock issued for acquisition of Midwest Bancshares, Inc. (1,105,348 shares) ....... 5,526 (13,281) -- -- -- 18,807 Stock options exercised (54,821 shares) ........................... -- (106) 868 (207) -- 555 Treasury stock purchased (461,400 shares) .......................... -- -- (6,594) -- -- (6,594) -------------------------------------------------------------------------- Balance at December 31, 1999 ................ 24,564 13,192 (8,525) 21,511 (507) 50,235 ========================================================================== Comprehensive income: Net income ................................ -- -- -- 4,001 -- 4,001 Unrealized gains arising during the year on securities available for sale ... -- -- -- -- 908 908 Less realized gains on securities available for securities, net of tax .... -- -- -- -- (30) (30) -------------------------------------------------------------------------- Total comprehensive income ................ -- -- -- 4,001 878 4,879 -------------------------------------------------------------------------- Dividends paid ($.60 per share) ............. -- -- -- (2,410) -- (2,410) Stock options exercised (7,300 shares) ............................ -- (65) 89 -- -- 24 Treasury stock purchased (403,100 shares) .......................... -- -- (3,433) -- -- (3,433) -------------------------------------------------------------------------- Balance at December 31, 2000 ................ 24,564 13,127 (11,869) 23,102 371 49,295 ========================================================================== Comprehensive income: Net income ................................ -- -- -- 4,356 -- 4,356 Unrealized gains arising during the year on securities available for sale ... -- -- -- -- 1,010 1,010 Less realized gains on securities available for sale, net of tax .......... -- -- -- -- (638) (638) -------------------------------------------------------------------------- Total comprehensive income ................ -- -- -- 4,356 372 4,728 -------------------------------------------------------------------------- Dividends paid ($.60 per share) ............. -- -- -- (2,376) -- (2,376) Stock options exercised (34,280 shares) ........................... -- (94) 418 -- -- 324 Treasury stock purchased (101,000 shares) .......................... -- -- (1,144) -- -- (1,144) -------------------------------------------------------------------------- Balance at December 31, 2001 ................ $24,564 13,033 (12,595) 25,082 743 50,827 ========================================================================== MAHASKA INVESTMENT COMPANY 16 [LOGO OF MAHASKA INVESTMENT COMPANY] COMPANY INFORMATION - -------------------------------------------------------------------------------- Mahaska Investment Company's Common Stock trades on the Nasdaq National Market and the quotations are furnished by the Nasdaq system. There were 462 shareholders of record on December 31, 2001, and an estimated 750 additional beneficial holders whose stock was held in street name by brokerage houses. Nasdaq Symbol: OSKY Wall Street Journal and Other Newspapers: MahaskaInv Market Makers AnPac Securities Group, Inc. Transfer Agent/Dividend Howe Barnes Investments, Inc. Disbursing Agent Keefe, Bruyette & Woods, Inc. Illinois Stock Transfer Company Midwest Resources First Tennessee 209 West Jackson Boulevard, Sandler O'Neill & Partners, LP Suite 903 Spear, Leeds & Kellogg Chicago, IL 60606 (312) 427-2953 Corporate Headquarters (800) 757-5755 222 1st Avenue East P.O. Box 1104 Independent Auditor Oskaloosa, IA 52577 KPMG LLP (641) 673-8448 2500 Ruan Center www.mahaskainv.com Des Moines, IA 50309 Annual Shareholders' Meeting April 30, 2002, 10:30 a.m. Annual Report Design Elmhurst Country Club Designgroup, Inc. 2214 South 11th Street Des Moines, IA Oskaloosa, IA 52577 FORM 10-K Copies of Mahaska Investment Company's Annual Report to the Securities and Exchange Commission Form 10-K will be mailed when available without charge to shareholders upon written request to Karen K. Binns, Secretary/Treasurer, at the corporate headquarters. It is also available on the Securities and Exchange Commission's Internet web site at http://www.sec.gov/cgi-bin/srch-edgar. The following table sets forth the quarterly high and low sales per share for the Company's stock during 2001 and 2000: 2001 Quarter Ended High Low - -------------------------------------------------------------------------------- March 31 .............................................. $11.50 $ 8.25 June 30 ............................................... 11.00 9.76 September 30 .......................................... 12.50 10.75 December 31 ........................................... 11.70 10.40 2000 Quarter Ended High Low - -------------------------------------------------------------------------------- March 31 .............................................. $11.75 $ 8.50 June 30 ............................................... 9.38 6.75 September 30 .......................................... 9.13 7.56 December 31 ........................................... 8.88 7.50 As of December 31, 2001, the Company had 3,872,594 shares of Common Stock outstanding. On December 31, 2000, there were 3,939,314 shares outstanding. The Company has declared per share cash dividends with respect to its Common Stock as follows: 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter - -------------------------------------------------------------------------------- 2001 ................. $.15 $.15 $.15 $.15 2000 ................. .15 .15 .15 .15 17 MAHASKA INVESTMENT COMPANY [LOGO OF MAHASKA INVESTMENT COMPANY] AUDITORS' REPORT - -------------------------------------------------------------------------------- TO THE BOARD OF DIRECTORS OF MAHASKA INVESTMENT COMPANY: We have audited, in accordance with the auditing standards generally accepted in the United States of America, the consolidated balance sheets of Mahaska Investment Company as of December 31, 2001 and 2000, and the related consolidated statements of income, changes in stockholders equity and comprehensive income and cash flows for each of the years in the three year period ended December 31, 2001 (not presented herein); and in our report dated February 6, 2002, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the condensed consolidated financial information appearing on pages 14 through 16 is fairly presented, in all material respects, in relation to the consolidated financial statements from which it has been derived. /s/ KPMG LLP KPMG LLP Des Moines, Iowa February 6, 2002 BANK SUBSIDIARY LOCATIONS - -------------------------------------------------------------------------------- MAHASKA STATE BANK www.mahaskabank.com Main Bank A Avenue West Office 124 South 1st Street 301 A Avenue West Oskaloosa, IA 52577 Oskaloosa, IA 52577 (641) 673-8303 (641) 673-9444 Motor Bank North English Office 222 1st Avenue East 10030 Highway 149 Oskaloosa, IA 52577 North English, IA 52316 (641) 673-1563 (319) 664-3311 CENTRAL VALLEY BANK www.centralvalleybank.com Main Bank Fairfield 116 West Main Drive-up Branch Ottumwa, IA 52501 2408 West Burlington (641) 682-8355 Fairfield, IA 52556 (641) 472-2424 Fairfield Downtown Branch Sigourney Branch 58 East Burlington 112 North Main Fairfield, IA 52556 Sigourney, IA 52591 (641) 472-6511 (641) 622-2381 MIDWEST FEDERAL SAVINGS www.midwestfed.com Main Bank Fort Madison Branch 3225 Division Street 926 Avenue G Burlington, IA 52601 Fort Madison, IA 52627 (319) 754-6526 (319) 372-3991 Jefferson Street Branch Wapello Branch 323 Jefferson Street Highway 61 Burlington, IA 52601 Wapello, IA 52653 (319) 754-7553 (319) 523-8314 Wal-Mart Super Center Branch 324 West Agency Road West Burlington, IA 52655 (319) 752-6765 PELLA STATE BANK www.pellabank.com Main Bank 700 Main Street, Suite 100 Pella, IA 50219 (641) 628-4356 Oskaloosa Street Branch 500 Oskaloosa Street Pella, IA 50219 (641) 628-4356 MAHASKA INVESTMENT COMPANY 18 [LOGO OF MAHASKA INVESTMENT COMPANY] [PHOTO APPEARS HERE] OFFICERS & DIRECTORS - -------------------------------------------------------------------------------- CORPORATE OFFICERS BOARD OF DIRECTORS (SHOWN L TO R) Charles S. Howard Barbara J. Bone Richard R. Donohue Chairman, President & CEO Human Resources Officer Managing Partner, Theobald, Donohue & Thompson, P.C. David A. Meinert Sheila M. Davis-Welker Executive Vice President & CFO Marketing Director Edward C. Whitham Financial Management Accounting Karen K. Binns Barbara A. Finney Secretary/Treasurer Internet Banking Manager/ David A. Meinert & Administrative Assistant Operations Officer Executive Vice President & CFO Keith C. Comfort Steven G. Wickard John W. N. Steddom Vice President Finance & Controller Chief Credit Officer Civil Engineer, Retired Jeffrey L. Rhoads Roger A. Parlett Michael R. Welter Financial Reporting Officer Senior Vice President, General Contractor Data Processing Mark T. Gibbons John P. Pothoven Loan Review Officer T. Wayne Little Chairman & President, EDP Officer Mahaska State Bank Bryce C. Abbas Auditor Joyce C. Reed James G. Wake Second EDP Officer General Manager, Smith-Wake Investments William D. Hassel Vice Chairman & President, Midwest Federal Savings Charles S. Howard Chairman, President & CEO 19 MAHASKA INVESTMENT COMPANY [LOGO OF MAHASKA INVESTMENT COMPANY] MISSION STATEMENT Mahaska Investment Company and Subsidiaries At Mahaska Investment Company we believe that a true community bank is desired by our customers and provides the best avenue for shareholder value. We will continue to maximize shareholder value by a relentless focus on the customer, providing efficient support to our banks and employees, staying abreast of the product and service needs of our customers, and remaining open to growing our franchise in desirable markets.