1 - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ----------------------------- FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1999 Commission File Number 0-27307 M&F BANCORP, INC. - -------------------------------------------------------------------------------- (Name of small business issuer in its charter) NORTH CAROLINA 56-1980549 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 2634 CHAPEL HILL BLVD., P.O. BOX 1932, DURHAM, NORTH CAROLINA 27702 - -------------------------------------------------------------------------------- (Address of principal executive offices) (919) 683-1521 - -------------------------------------------------------------------------------- (Issuer's telephone number) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months ( or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] State the number of shares outstanding of each of the issuer's class of common equity, as of the latest practicable date: COMMON STOCK NO PAR VALUE 569,200 - -------------------------------------------------------------------------------- Outstanding at September 30, 1999 Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X] 2 M&F BANCORP, INC. INDEX PAGE PART I. FINANCIAL INFORMATION (unaudited) 3 Item 1. Consolidated Condensed Financial Statements 3 Consolidated Condensed Balance Sheet as of December 31, 1998 and September 30, 1999 3 Consolidated Condensed Statements of Income for the nine months ended September 30, 1999 and September 30, 1998 4 Consolidated Condensed Statements of Income for the three months ended September 30, 1999 and September 30, 1998 5 Consolidated Condensed Statement of Comprehensive Income for the periods ended September 30, 1999 and September 30, 1998 6 Consolidated Condensed Statements of Comprehensive Income and Shareholders' Equity for the nine months ended September 30, 1999 and September 30, 1998 6 Consolidated Condensed Statements of Cash flows for the periods ended September 30, 1999 and September 30, 1998 7 Notes to Consolidated Condensed Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 PART II. OTHER INFORMATION 12 Item 1. Legal Proceedings 12 Item 2. Changes in Securities 12 Item 3. Defaults Upon Senior Securities 12 Item 4. Submission of Matters to a Vote of Security Holders 12 Item 5. Other Information 12 Item 6. Exhibits and Reports on Form 8-K 13 Signature Page 14 2 3 PART I: FINANCIAL INFORMATION ITEM 1 Financial Statements M&F BANCORP, INC. CONSOLIDATED CONDENSED BALANCE SHEETS (unaudited) (in thousands) December 31, September 30, 1998 1999 --------- --------- Cash and due from financial institutions $ 6,314 $ 6,715 Interest-earning deposits in financial institutions 1,099 2,025 Federal funds sold 13,550 2,590 --------- --------- Cash and cash equivalents 20,963 11,330 Securities available for sale 32,751 34,313 Securities held to maturity 1,411 1,412 Loans: Commercial Loans 5,871 7,166 Real Estate -Construction Loans 874 5,680 Real Estate-Mortgage Loans 82,481 82,815 Consumer Loans 5,574 5,245 Other Loans 1,004 931 --------- --------- Total Loans 95,804 101,837 Unearned income (337) (342) Allowance for Loan Losses (1,150) (1,277) --------- --------- Net Loans 94,317 100,218 Bank premises and equipment, net 3,030 5,344 Other assets 1,493 1,948 --------- --------- TOTAL ASSETS $ 153,965 $ 154,565 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Noninterest-bearing demand deposits $ 28,451 $ 24,566 Savings, NOW, and MMDA 55,084 59,728 Time Deposits 41,759 41,992 --------- --------- Total Deposits 125,294 126,286 Other Borrowings 10,000 10,000 Other Liabilities 2,174 2,070 --------- --------- Total Liabilities 137,468 138,356 Shareholders' Equity: Common Stock 2,846 2,846 Capital Surplus 3,154 3,154 Retained Earnings 9,580 10,160 Accumulated Other Comprehensive Gain 917 49 --------- --------- Shareholders' Equity 16,497 16,209 TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 153,965 $ 154,565 ========= ========= 3 4 M&F BANCORP, INC. CONSOLIDATED CONDENSED STATEMENT OF INCOME (unaudited) (in thousands, except per share data) September 30, September 30, Nine months ending: 1999 1998 ------ ------ Interest Income: Interest on Loans $6,416 $6,376 Securities : Taxable 1,066 1,040 Tax exempt 388 184 Federal Funds Sold 135 113 Other Interest 55 26 ------ ------ Total Interest Income $8,060 $7,739 Interest Expense: Interest-bearing Demand 95 153 Savings 779 798 Time Deposits 1,449 1,447 Interest on Federal Funds & Borrowings 360 28 ------ ------ Total Interest Expense $2,683 $2,426 Net Interest Income 5,377 5,313 Provision for Loan Losses 208 275 ------ ------ Net Interest Income After Provision for Loan Losses 5,169 5,038 Non-interest Income 1,124 1,085 Non-interest Expense 5,053 4,852 Income before Taxes 1,240 1,271 Income Tax Expense 350 458 ------ ------ Net Income $ 890 $ 813 ====== ====== Earnings per share common equivalent shares: Basic $ 1.56 $ 1.43 Diluted $ 1.56 $ 1.43 Weighted average shares outstanding: Basic 569 569 Diluted 569 569 4 5 M&F BANCORP, INC. CONSOLIDATED CONDENSED STATEMENT OF INCOME (unaudited) (in thousands, except per share data) September 30, September 30, Quarter ending: 1999 1998 ------ ------ Interest Income: Interest on Loans $2,197 $2,178 Securities : Taxable 380 329 Tax exempt 128 66 Federal Funds Sold 17 11 Other Interest 28 4 ------ ------ Total Interest Income $2,750 $2,588 Interest Expense: Interest-bearing Demand 31 46 Savings 254 258 Time Deposits 487 494 Interest on Federal Funds & Borrowings 118 26 ------ ------ Total Interest Expense $ 890 $ 824 Net Interest Income 1,860 1,764 Provision for Loan Losses 12 118 ------ ------ Net Interest Income After Provision for Loan Losses 1,848 1,646 Non-interest Income 412 365 Non-interest Expense 1,617 1,595 Income before Taxes 646 416 Income Tax Expense 188 185 ------ ------ Net Income $ 458 $ 231 ====== ====== Earnings per share common equivalent shares: Basic $ .80 $ .41 Diluted $ .80 $ .41 Weighted average shares outstanding: Basic 569 569 Diluted 569 569 5 6 M&F BANCORP, INC. CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) (in thousands) Nine months ended: September 30 September 30, 1999 1998 -------- -------- Net Income $ 890 $ 813 Other Comprehensive Income, Net of Tax Unrealized Holdings Gains during period 49 963 Less Reclassification adjustments for gains included in net income Other Comprehensive Income 49 963 Comprehensive Income $ 939 $ 1,776 M&F BANCORP, INC. CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY (unaudited) (in thousands) December 31, September 30, 1998 1999 -------- -------- Beginning Balance $ 15,523 $ 16,497 Net Income 1,214 890 Change in Net Unrealized Gain(Loss) AFS 204 (868) Dividends (444) (310) Ending Balance $ 16,497 $ 16,209 6 7 M&F BANCORP, INC. CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (unaudited) Nine months ended: September 30, September 30, 1999 1998 ------------ ----------- Cash flows from operating activities: Net Income $ 890,470 $ 813,445 Adjustments to reconcile net income to net cash from operating activities: Provision for possible loan losses 207,804 274,653 Provision for depreciation 99,300 280,641 Deferred income taxes 513,433 143,946 Gain on sale or disposal of assets (16,850) Loss on sale of OREO 3,522 Deferred loan fees 4,819 511 Income Taxes Payable 5,096 331,683 Interest Receivable 55,198 97,623 Prepaid expenses and other assets 26,258 20,884 Accrued expenses and other liabilities (158,237) (105,560) Other 361,596 356,158 ------------ ----------- Net Cash from Operating Activities 1,992,409 2,213,984 Cash flows used in Investing Activities: Proceeds from sales and maturities of securities (AFS) 9,303,814 6,676,588 Purchase of securities (AFS) (13,044,850) (4,748,234) Proceeds from maturities of securities held to maturity 500,000 Net increase in loans (6,034,411) (7,216,970) Purchase of premises and equipment (2,732,502) (495,130) Proceeds from sale of assets 133,415 Proceeds from sale of real estate owned 24,474 ------------ ----------- Net Cash Used in Investing Activities (12,350,060) (5,283,746) Net Cash Provided by Investing Activities Net increase (decrease) in demand and savings deposits 833,059 3,411,547 Net increase (decrease) in certificates of deposit 202,138 3,172,614 Cash dividends (310,225) (335,840) ------------ ----------- Net Cash Provided By (Used) Financing Activities 724,972 6,248,321 Net Increase (Decrease) in Cash and Cash Equivalents (9,632,679) 3,178,559 Cash and Cash Equivalents at the Beginning of the Year 20,962,802 6,184,141 ------------ ----------- Cash and Cash Equivalents at the End of the Year $ 11,330,123 $ 9,362,700 ============ =========== 7 8 M&F BANCORP, INC. NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited) 1. Basis of Presentation The consolidated financial statements include the accounts and transactions of M&F Bancorp, Inc. (the "Company") and its wholly-owned subsidiary, Mechanics & Farmers Bank ("M&F Bank"). All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited Consolidated Condensed Financial Statements have been prepared in accordance with generally accepted accounting principles for interim financial information and instructions from Regulation S-B. In the opinion of management, all adjustments consisting of normal recurring adjustments necessary for a fair presentation have been included. M&F Bancorp, Inc. became the parent holding company of Mechanics & Farmers Bank on September 1, 1999; therefore, prior periods reflect the balance of the single bank, M&F Bank and its subsidiary. 2. Investment Securities The Company accounts for investment securities using Statement of Financial Accounting Standards No. 115, Accounting for Certain Investments in Debt and Equity Securities (SFAS 115). Under SFAS 115, the accounting for investment securities held as an asset is dependent upon their classification as held to maturity, available for sale, or trading assets. 3. Loans Loans are carried at their principal amount outstanding , net of the allowance for possible loan losses and deferred fees. Interest on commercial, mortgage and installment loans is accrued and credited to operating income based upon the principal amount outstanding. The Company's policy is to discontinue the accrual of interest when, in management's judgment, circumstances indicate that collection is doubtful. Effective January 1, 1995, M&F Bank adopted Statement of Financial Accounting Standards No. 114, Accounting by Creditors for Impairment of a Loan (SFAS 114) and Statement of Financial Accounting Standards No. 118, Accounting by Creditors for Impairment of a Loan - Income Recognition and Disclosures (SFAS 118). The effect of adopting both SFAS 114 and SFAS 118 did not have a significant impact on the Company's financial position or results of operations. 4. Earnings Per Share Earnings per share is calculated on the basis of the weighted-average number of common shares outstanding. There were no dilutive potential common shares outstanding for the periods ended September 30, 1999 and September 30, 1998. 5. Regulatory Capital Requirements The Company is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary- actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. As of September 30, 1999, the Company had the following capital levels. Capital Risk Based Tier 1 Tier 2 17.00% 10.46% 11.31% 8 9 6. Comprehensive Income Effective January 1, 1998, M&F Bank adopted the Financial Accounting Standards Board's Statement of Financial Accounting Standards No. 130, Reporting Comprehensive Income ("SFAS 130"). Adoption of this standard requires the Company to (a) classify items of other comprehensive income by their nature in a financial statement and (b) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid-in capital in the equity section of a statement of financial position. 7. Accounting Change Pending Implementation The Financial Accounting Standards Board has issued Statement of Financial Standards No. 133, Accounting for Derivative Instruments and Hedging Activities ("SFAS 133"). This Statement establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, (collectively referred to as derivatives) and for hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments at fair value. This Statement is effective for all fiscal quarters of fiscal years beginning after June 15, 2000. 8. Common Stock Cash Dividends On September 21, 1999 the Board of Directors of the Company declared a quarterly cash dividend of $.11 per share to all shareholders of record September 21, 1999 payable October 15, 1999. The accrual of the cash dividend reduced shareholders' equity by $62,612. ITEM 2 Management's Discussion and Analysis of Financial Condition and Results of Operations General The following discussion, analysis of earnings and related financial data should be read in conjunction with the unaudited financial statements and related notes to the consolidated condensed statements. It is intended to assist you in understanding the financial condition and the results of operations for the nine months ended September 30, 1999 and quarter ended September 30, 1999. Forward-Looking Statements When used in this report, the words or phrases "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project" or other similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties including changes in economic conditions in the market area, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in the market area, and competition that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or occurrences after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. 9 10 Financial Condition Total assets increased 11.37 percent to $154,565,000 at September 30, 1999 from $138,779,000 for the same period 1998. Total assets increased less than one percent from $153,965,000 on December 31, 1998. The increase in assets from the prior year was primarily due to $10,000,000 borrowed from the Federal Home Loan Bank. The borrowings were used to purchase securities and provide liquidity. The investment portfolio balance as of September 30, 1999 was $35,725,000 compared with $28,398,000 for the same period 1998. The portfolio increased 4.58 percent from the December 1998 level of $34,162,000. The portfolio can be liquidated to meet loan demand if necessary. Approximately 96 percent of the bonds in the portfolio are classified as available-for-sale. All bonds purchased during 1999 were placed in the available-for-sale category. The increase of 3.96 percent in net loans from the prior year was represented by an increase in loans for construction and land development. Management continues its effort to add more adjustable rate loans to the portfolio in an effort to reduce the interest rate sensitivity of our loans. This effort is normally achieved in the commercial loans most of which are secured by real estate. Deposits increased 5.36 percent to $126,286,000 at September 30, 1999 from $119,926,000 for the same period 1998. Management believes that deposit growth may be difficult to maintain as we move forward as customers continue to look for alternative investment opportunities with higher yields. Because of availability of future deposits the Company will continue to seek other sources of liquidity to meet loan demand. Total shareholders' equity decreased .28 percent to $16,209,000 on September 30, 1999 from $16,254,000 for the same period 1998. The decrease in this account income was due to the decrease in the adjustment from unrealized appreciation of securities which resulted from higher yields in the current bond market. Shareholders' equity decreased 1.75 percent from the December 1998 level of $16,497,000. Results of Operations - Comparison of September 30, 1999 with September 30, 1998 Net income increased 9.47 percent to $890,000 on September 30, 1999 compared with $813,000 for the same period 1998. The increase in net income was primarily due to a decrease in the loan loss provision of $67,000 and the elimination of an accrual for incentive compensation of $135,000. The incentive plan was based on profitability and management does not anticipate reaching the minimum net income to pay incentive compensation for the calendar year. Net interest income increased $87,000 primarily due to the borrowings from the Federal Home Loan Bank which was partially off-set by increased interest income in the securities portfolio. The increase in noninterest expense was caused by higher security costs to provide uniformed officers for the Charlotte Branch, increased equipment maintenance, and Y2K costs of $7,750 not incurred in the prior year. The Company also experienced a large number of check and deposit account losses, including a $43,000 loss on a single account. The Company recognized a loss of $37,000 on the sale of a building which was owned by the subsidiary of M&F Bank, Mechanics & Farmers, Realty Services, Inc. Net income increased 98.27 percent from the same quarter in the prior year from $231,000 to $458,000. The increase in net income was primarily due to a decrease in the loan loss provision. Management evaluated the adequacy of the loan loss reserves and reduced the provision based on the loans outstanding, decrease in delinquencies, and non-accrual loans and the improved collection efforts. Management will continue its assessment of the reserves and adjust the provision as required. Management also discontinued accrual for incentive compensation based on profitability. The profits are not projected to reach the minimum amount to pay incentive pay. This adjustment resulted in a reduction of $135,000 from expenses. Non-performing assets and allowance for loan losses The allowance for loan losses is calculated based upon an evaluation of pertinent factors underlying the types and qualities of the Company's loans. Management considers such factors as the repayment status of a loan, the estimated net realizable value of the underlying collateral, the borrower's ability to repay the loan, current and 10 11 anticipated economic conditions which might affect the borrower's ability to repay the loan and the Company's past statistical history concerning charge-offs. The September 30, 1999 allowance for loan losses was 1,277,000 or 1.25 percent of total loans outstanding compared with $1,150,000 or 1.20 percent of total loans outstanding on December 31, 1998. Management has considered non-performing assets and total classified assets in establishing the allowance for loan losses. The ratio of non-performing assets to total assets is one indicator of the exposure to credit risk. Non-performing assets of the Company consist of non-accruing loans, accruing loans delinquent 90 days or more, and foreclosed assets, which have been acquired as a result of foreclosure or deed-in-lieu of foreclosure. 09/30/99 12/31/98 09/30/98 -------- -------- -------- (in thousands) Non-Accruing Loans $544 $ 539 $ 519 Accruing Loans Delinquent 90 days or more 136 1,163 1,371 Foreclosed Assets 71 45 45 Total Non-Performing Assets $756 $1,747 $1,935 ---- ------ ------ Percentage of total assets .49% 1.13% 1.39% The improvement in non-performing assets resulting from enhanced practices and procedures put in place by management. Improving the credit quality was a primary focus for the institution for 1999. Disclosure of Year 2000 Issues ("Y2K") and Consequences by Public Companies, Investment Advisors, Investment Companies, and Municipal Securities Issuers. The Company established a Y2K Committee consisting of senior officers of the Company as well as representatives from all departments within the Company. This committee, with the assistance of an outside consultant, developed a Y2K plan which was subsequently approved by the Board of Directors of the Company. The purpose of the committee and the plan were to identify the systems that could be affected by Y2K and to determine the necessary activities required to prepare for processing the Company's data on and after January 1, 2000. As provided for in the guidance from the Financial Institutions Examination Council there are five phases with which the Company must comply to ensure its readiness for Y2K: awareness, assessment, renovation, validation, and implementation. The Company has conducted a comprehensive review of its computer systems, including its core processing systems to identify the systems that could be affected by the Y2K issue. The Company, along with its software provider for its core system, completed renovation of its core system in July 1998. This included program changes and other modifications. The Company has completed the validation phase which included testing of changes to hardware and software, including all vendor provided software and hardware. The Company completed the implementation phase by September 30, 1999. The Company has developed a comprehensive Business Continuation Plan to provide for such contingencies as the failure of our mission critical computer systems due to Y2K or other related equipment or software failures. The Company has evaluated third party business relationships, including vendors and borrowers. The significant dependence on providers of service creates potential exposure for the Company; however management fully expects providers of service to meet the schedule timetable for all mission critical items. The Company has analyzed the extent Y2K issues could adversely impact their borrowers' business operations, particularly its commercial borrowers. The Company has performed an initial assessment of each major borrower and has established an ongoing assessment as part of the Company's credit underwriting process. A substantial portion of the Company's loan portfolio consists of loans to individuals and churches rather than pure commercial companies, therefore, management believes that Y2K issues will not impair the ability of the borrowers to repay their debt. 11 12 The Company completed an inventory of all non-embedded technology under the assessment phase. Upon the completion of the assessment the Company upgraded or replaced the necessary equipment. The Company has estimated that the cost to replace computer equipment, software programs or other equipment containing embedded microprocessors that are not Y2K compliant in addition to expanding and enhancing services or equipment due to its assessment phase to be approximately $500,000. The Company believes this amount will be adequate because it has been continuously upgrading its technology with Y2K compliant hardware and software as previously indicated by the larger technology related expenditures over the past four years. System maintenance or modification costs are charged to expense as incurred, while the cost of new hardware, software, or other equipment is capitalized and amortized over their estimated useful lives. The Company does not track the internal costs and time that its own personnel devote to Y2K issues, which are primarily payroll costs. For the twelve months ended December 31, 1998, the Company had recorded $11,803 in expenses and capitalized $78,751 related to the Y2K issues. For the first nine months 1999 the Company has expensed $7,750 and capitalized $22,665 related to Y2K issues. Amounts recorded for Y2K in previous periods were insignificant. The Company's Internal Audit Department conducted a simulation exercise of the Business Continuation Plan and found the procedures provided adequate response from management in executing and responding to the Y2K issues tested. Because the Company depends substantially on its computer systems and the software support of other vendors, the failure of these systems to be Y2K compliant could cause substantial disruption of the Company's business and could have a material adverse financial impact on the company. Failure to resolve Y2K issues presents numerous risks such as: (1) loss of customers to other financial institutions, resulting in a loss of revenue, if the Company is unable to properly process customer transactions; (2) correspondent banks, the Federal Reserve Bank and the Federal Home Loan company could fail to provide funds to the Company, which could materially impair liquidity and affect the ability of the Company to fund loans and deposit withdrawals; (3) concern on the part of depositors that Y2K issues could impair access to their deposit account balances which could result in the Company experiencing significant deposit outflows prior to December 31, 1999; and (4) the Company could incur increase personnel cost if additional staff is required to perform functions that inoperative systems would have otherwise performed. Management can not estimate the potential loss of revenue due to the Y2K issue because neither the extent nor the longevity of any potential problem can be predicted. There can not be any assurances that the Company's Y2K plan will effectively address all of the Y2K issues, or that the Company's estimates of the timing and costs of completing the plan will ultimately be accurate or that the impact of any failure of the Company or of its software and hardware vendors or service providers to be Y2K compliant will not have a material adverse impact on the Company's business, financial condition or the results of its operations. PART II: OTHER INFORMATION ITEM 1. Legal Proceedings: Not applicable ITEM 2. Changes in Securities: Not applicable ITEM 3. Defaults upon Senior Securities: Not applicable ITEM 4. Submission of Matters to a Vote of Security Holders: Not applicable ITEM 5. Other Information: Not applicable 12 13 ITEM 6. Exhibits and Report on Form 8-K (a) Exhibits: Exhibit No. Description ----------- ----------- 3(i) Amended and Restated Articles of Incorporation 3(ii) Bylaws 10 Material Contracts: (a) Executive Employment Agreement dated April 1, 1999 between Mechanics and Farmers Bank and Julia W. Taylor. (b) Retention Bonus Agreement dated April 1, 1999 between Mechanics and Farmers Bank and Lee Johnson. (c) Retention Bonus Agreement dated April 1, 1999 between Mechanics and Farmers Bank and Donald Harrington. (d) Retention Bonus Agreement dated April 1, 1999 between Mechanics and Farmers Bank and Fohliette W. Becote. (e) Retention Bonus Agreement dated April 1, 1999 between Mechanics and Farmers Bank and Harold Sellers. (f) Retention Bonus Agreement dated April 1, 1999 between Mechanics and Farmers Bank and E. Elaine Small 27 Financial Data Schedule (b) Reports on Form 8-K: On September 13, 1999, the Company filed a report on Form 8-K1263 in order to register the Company as the successor issuer to M&F Bank pursuant to Rule 12g-3. 13 14 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to signed on its behalf by the undersigned, thereunto duly authorized. M&F Bancorp, Inc. (Registrant) Date: November 12, 1999 By: /s/ J.W. Taylor ------------------------------------- J.W. Taylor Chairman, President/CEO Date: November 12, 1999 By: /s/ Lee Johnson, Jr. ------------------------------------- Lee Johnson, Jr. Vice President 14