1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission File No. 0-23935
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COLUMBIA FINANCIAL OF KENTUCKY, INC.
------------------------------------
(Exact name of registrant as specified in its charter)
OHIO 61-1319175
------------------------------- ----------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification Number)
2497 Dixie Highway
Ft. Mitchell, Kentucky 41017-3085
---------------------- ----------
-- (Zip Code)
(Address of principal executive office)
Registrant's telephone number, including area code: (859) 331-2419
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of August 14, 2001, the latest
practicable date, 2,625,950 common shares of the registrant, no par value, were
issued and outstanding.
Transitional Small Business Disclosure Format (check one): Yes No X
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2
INDEX
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COLUMBIA FINANCIAL OF KENTUCKY, INC.
PAGE
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PART I - FINANCIAL INFORMATION
Consolidated Statements of Financial Condition 3
Consolidated Statements of Income 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II - OTHER INFORMATION 12
SIGNATURES 13
EXHIBIT 14
Page 2 of 15 Pages
3
COLUMBIA FINANCIAL OF KENTUCKY, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
JUNE 30, SEPTEMBER 30,
2001 2000
--------- -------------
(In Thousands, Except Share Data)
ASSETS
Cash and Due from Banks $592 $605
Interest Bearing Deposits in Other Banks 10,061 4,385
--------- ---------
Total Cash and Cash Equivalents 10,653 4,990
Investment Securities
Held to Maturity, at Cost (Market Value of $12,599 and $14,512
at June 30, 2001 and September 30, 2000, Respectively) 11,822 14,842
Mortgage-Backed Securities, At Cost (Market Value of $13,133 and
$16,360 at June 30, 2001 and September 30, 2000, respectively) 13,214 16,637
Loans Receivable, Net 69,406 70,682
Interest Receivable 651 836
Premises and Equipment, Net 1,425 1,500
Federal Home Loan Bank Stock, At Cost 1,646 1,559
Deferred Federal Income Tax Asset 253 418
Other Assets 185 59
--------- ---------
TOTAL ASSETS $109,255 $111,523
========= =========
LIABILITIES AND EQUITY
LIABILITIES
Deposits $79,075 $75,462
Short-Term Borrowings -- 6,000
Advances from Borrowers for Taxes
and Insurance 337 405
Accrued Federal Income Tax Liability 124 97
Deferred Federal Income Tax Liability 160 162
Other Liabilities 102 286
--------- ---------
TOTAL LIABILITIES 79,798 82,412
--------- ---------
EQUITY
Preferred Stock (1,000,000 Shares, No Par Value, Authorized,
No Shares Issued or Outstanding) -- --
Common Stock (6,000,000 Shares, No Par Value, Authorized,
2,625,950 Issued and Outstanding) -- --
Additional Paid In Capital 17,890 18,266
Retained Earnings - Substantially Restricted 13,314 13,817
Treasury Stock (45,500 shares at cost) (489) (489)
Unearned ESOP Shares (1,163) (1,360)
Shares Acquired by RRP Trust (95) (1,123)
--------- ---------
Total Equity 29,457 29,111
--------- ---------
TOTAL LIABILITIES AND EQUITY $109,255 $111,523
========= =========
Page 3 of 14 Pages
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COLUMBIA FINANCIAL OF KENTUCKY, INC.
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED JUNE 30, NINE MONTHS ENDED JUNE 30,
--------------------------- --------------------------
2001 2000 2001 2000
---- ---- ---- ----
(In Thousands Except Share Data)
Interest Income
Loans $ 1,422 $ 1,438 $ 4,310 $ 4,315
Mortgage-Backed Securities 217 279 741 878
Investments 187 263 667 791
Interest-Bearing Deposits 104 43 224 113
----- ----- ----- -----
Total Interest Income 1,930 2,023 5,942 6,097
----- ----- ----- -----
INTEREST EXPENSE
Deposits 950 874 2,864 2,575
FHLB Advances - 113 109 240
----- ----- ----- -----
Total Interest Expense 950 987 2,973 2,815
----- ----- ----- -----
NET INTEREST INCOME 980 1,036 2,969 3,282
PROVISION FOR LOSSES ON LOANS - - - -
----- ----- ----- -----
Net Interest Income After Provision for
Losses on Loans 980 1,036 2,969 3,282
----- ----- ----- -----
NON-INTEREST INCOME 32 23 74 96
----- ----- ----- -----
NON-INTEREST EXPENSE
Salaries and Employee Benefits 1,049 550 2,183 1,747
Occupancy Expense of Premises 63 56 198 197
Federal Deposit Insurance Premiums 4 13 12 30
Data Processing Services 32 28 99 88
Advertising 18 18 49 57
Other 144 114 458 469
----- ----- ----- -----
Total Non-Interest Expense 1,310 779 2,999 2,588
----- ----- ----- -----
Income Before Federal Income Tax
Expense (298) 280 44 790
FEDERAL INCOME TAX EXPENSE (120) 95 (4) 268
----- ----- ----- -----
NET INCOME $ (178) $ 185 $ 48 $ 522
===== ===== ===== =====
EARNINGS PER SHARE
Basic $ (0.07) $ 0.07 $ 0.02 $ 0.21
===== ===== ===== =====
Diluted $ (0.07) $ 0.07 $ 0.02 $ 0.21
===== ===== ===== =====
Page 4 of 14 Pages
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COLUMBIA FEDERAL SAVINGS BANK
STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED
JUNE 30,
-----------------
2001 2000
---------------- ----------------
(In Thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 48 $ 522
Reconciliation of Net Income with
Cash Flows from Operations
Depreciation 81 81
Shares Released to ESOP 206 297
RRP Expense 1,028 -
FHLB Stock Dividends (87) (79)
Deferred Federal Income Tax 163 (252)
Changes In
Interest Receivable 185 98
Other Assets (126) 12
Federal Income Tax Receivable / Liability 27 96
Other Liabilities (184) 119
---------------- ----------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 1,341 894
---------------- ----------------
CASH FLOWS FROM INVESTING ACTIVITIES
Investment Securities
Purchased (1,999)
Matured 5,019 1,133
Mortgage-Backed Securities
Principal Collected 3,423 2,577
Loan Originations and Repayments, Net 1,276 (2,277)
Purchases of Property and Equipment (6) (64)
---------------- ----------------
NET CASH PROVIDED BY INVESTING ACTIVITIES 7,713 1,369
---------------- ----------------
CASH FLOWS FROM FINANCING ACTIVITIES
FHLB Advances (Repayments) (6,000) 6,000
Advances from Borrowers for
Taxes and Insurance (68) (23)
Change in Deposits 3,613 (6,322)
Dividends Paid (551) (558)
Shares Acquired by RRP - (1,403)
Excess of Cost Over Market of RRP Shares Released (385) -
---------------- ----------------
NET CASH USED BY FINANCING ACTIVITIES (3,391) (2,306)
---------------- ----------------
CHANGE IN CASH AND CASH EQUIVALENTS 5,663 (43)
BEGINNING BALANCE, CASH AND CASH EQUIVALENTS 4,990 3,441
---------------- ----------------
ENDING BALANCE, CASH AND CASH EQUIVALENTS $ 10,653 $ 3,398
================ ================
Page 5 of 14 Pages
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
COLUMBIA FINANCIAL OF KENTUCKY, INC.
For the three-and nine-month periods ended
June 30, 2001 and 2000
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements were prepared in
accordance with instructions for Form 10-Q, and, therefore, do not include
information or footnotes necessary for complete presentation of financial
position, results of operations and cash flows in conformity with generally
accepted accounting principles. Accordingly, these financial statements should
be read in conjunction with the consolidated financial statements and notes
thereto of Columbia Financial of Kentucky, Inc. for the year ended September 30,
2000. However, in the opinion of management, all adjustments (consisting of only
normal recurring accruals) that are necessary for fair presentation of the
consolidated financial statements have been included. The results of operations
for the three-month and nine-month periods ended June 30, 2001 and 2000 are not
necessarily indicative of the results that may be expected for an entire fiscal
year.
The accompanying consolidated financial statements include the accounts
of Columbia Financial of Kentucky, Inc. ("CFKY" or the "Company") and Columbia
Federal Savings Bank ("Columbia Federal" or the "Savings Bank"). All significant
intercompany items have been eliminated.
2. COMPREHENSIVE INCOME
Comprehensive income includes net income and other non-owner changes in
equity. The Company had no other comprehensive income for the three-month and
nine-month periods ended June 30, 2001 or 2000.
3. IMPACT OF RECENT ACCOUNTING STANDARDS
In September 2000, the FASB issued SFAS No. 140 "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities,"
which revised the standards for accounting for securitizations and other
transfers of financial assets and collateral and requires certain disclosures,
but carries over most of the provisions of SFAS No. 125 without reconsideration.
SFAS No. 140 is effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after March 31, 2001. The Statement is
effective for recognition and reclassification of collateral and for disclosures
relating to securitization transactions and collateral for fiscal years ending
after December 15, 2000. SFAS No. 140 is not expected to have a material effect
on the Corporation's financial position or results of operations.
4. EARNINGS PER SHARE
Basic earnings per share is computed based upon the weighted average
shares outstanding during the period, less shares in the ESOP that are
unallocated and not committed to be released. Weighted average common shares
outstanding, which give effect to 169,333 and 204,519 unallocated ESOP shares,
totaled 2,479,751 and 2,446,431 shares for the three-month periods ended June
30, 2001 and 2000, respectively, and 2,464,328 and 2,446,431 shares for the
nine-month periods ended June 30, 2001 and 2000, respectively. Diluted earnings
per share is computed taking into consideration shares outstanding and dilutive
potential common shares, which includes shares subject to options. Diluted
earnings per share is computed using 2,479,865 and 2,446,431 common shares
outstanding for the three-month periods ended June 30, 2001 and 2000,
respectively, and 2,464,671 and 2,446,431 for the nine-month periods ended June
30, 2001 and 2000, respectively.
5. AGREEMENT TO BE ACQUIRED BY CAMCO FINANCIAL CORPORATION
On June 4, 2001, CFKY signed an agreement to be acquired by Camco
Financial Corporation. Due to the signing of that agreement, awards made in 1999
under CFKY's recognition and retention plan that had not yet vested immediately
vested and were distributed, resulting in an additional $474,576 compensation
expense affecting CFKY's earnings.
Page 6 of 14 Pages
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
COLUMBIA FINANCIAL OF KENTUCKY, INC.
NOTE REGARDING FORWARD-LOOKING STATEMENTS
In addition to historical information contained herein, this Form 10-Q
contains forward-looking statements that involve risks and uncertainties.
Economic circumstances, Columbia Federal's operations and actual results could
differ significantly from those discussed in the forward-looking statements.
Some of the factors that could cause or contribute to such differences are
discussed herein but also include changes in the economy and interest rates in
the nation and Columbia Federal's market area generally.
Some of the forward-looking statements included herein are the
statements regarding management's determination of the amount of allowance for
losses on loans, the effect of certain accounting pronouncements. See Exhibit 99
"Safe Harbor Under the Private Securities Litigation Reform Act of 1995,"
attached hereto and incorporated herein by reference.
DISCUSSION OF FINANCIAL CONDITION CHANGES FROM SEPTEMBER 30, 2000 TO
JUNE 30, 2001
GENERAL. CFKY's assets totaled $109.3 million at June 30, 2001, a
decrease of $2.2 million from $111.5 million at September 30, 2000. Columbia
Federal had a $3.0 million decrease in held to maturity securities, a $3.4
million decrease in mortgage-backed securities and a $1.3 million decrease in
loans receivable. These net repayments of loans and maturity of investments were
temporarily invested in cash which created an increase in cash and cash
equivalents of $5.7 million. Deposits increased $3.6 million and short-term
borrowings decreased $6.0 million.
LIQUID ASSETS AND INVESTMENTS. Liquid assets (cash and cash
equivalents) totaled $10.7 million at June 30, 2001, an increase of $5.7 million
from the total at September 30, 2000.
LOANS RECEIVABLE. Net loans receivable were $69.4 million at June 30,
2001, compared to $70.7 million at September 30, 2000, a decrease, attributable
to loans being repaid more rapidly than loans were originated.
ALLOWANCE FOR LOSSES ON LOANS. Columbia Federal's allowance for loan
losses totaled $300,000 at June 30, 2001, and September 30, 2000. The allowance
represented .42% of total loans at June 30, 2001 and .41% at September 30, 2000.
As of June 30, 2001, there were $135,000 in nonperforming loans, which was .19%
of net loans at that date. As of September 30, 2000, there were $117,000 in
nonperforming loans, which was .17% of net loans at that date
It is management's policy to maintain an allowance for estimated losses
based on the perceived risk of loss in the loan portfolio. In assessing risk,
management considers historical loss experience, the volume and type of lending
conducted by the Savings Bank, industry standards, past due loans, general
economic conditions and other factors related to the collectibility of the loan
portfolio.
Page 7 of 14 Pages
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The following table sets forth the composition of the Savings Bank's
portfolio by type of loan at the dates indicated:
June 30, 2001 September 30, 2000
------------- ------------------
Amount Percent Amount Percent
------ ------- ------ -------
(In Thousands) (In Thousands)
REAL ESTATE LOANS
One-to-Four Family Residential $62,139 87.41% $60,994 82.97%
Multi-Family and Non Residential 4,027 5.66 3,805 5.18
Land and Construction
Non Residential Real Estate 2,870 4.04 3,763 5.12
Construction Loans 2,050 2.88 4,762 6.48
------ ------- ------ -------
Total Real Estate Loans 71,086 99.99 73,324 99.75
------ ------- ------ -------
CONSUMER LOANS
Loans on Deposit 8 .01 187 .25
Home Improvement Loans - - - -
------ ------- ------ -------
Total Consumer Loans 8 .01 187 .25
------ ------- ------ -------
Total Loans 71,094 100.00% 73,511 100.00%
------ ======= ------ =======
LESS
Loans in Process 736 1,818
Deferred Loan Fees 652 711
Allowance for Loan Losses 300 300
-------- --------
Loans Receivable, Net $69,406 $70,682
======= =======
The following is the change in the allowance for loan losses for the
periods indicated.
Nine Months Ended Year Ended
June 30, 2001 September 30, 2000
------------- ------------------
(In Thousands) (In Thousands)
ALLOWANCE FOR LOAN LOSSES
Balance at Beginning of Period $300 $300
Net (Charge-Offs) Recoveries - -
Provision for Loan Losses - -
------ -----
Balance at End of Period $300 $300
====== ======
Although management believes that its allowance for loan losses at June
30, 2001, was adequate based upon the available facts and circumstances, there
can be no assurances that additions to such allowance will not be necessary in
future periods, which could adversely affect CFKY's results of operations.
DEPOSITS. Total deposits increased by $3.6 million, to $79.1 million,
at June 30, 2001, compared to September 30, 2000, a 4.8% increase, attributable
to increased certificates of deposit. At June 30, 2001, certificates of deposit
that will mature within one year accounted for 50.1% of Columbia Federal's
deposit liabilities.
SHORT-TERM BORROWINGS. There were no advances from the FHLB at June 30,
2001, compared to $6.0 million at September 30, 2000. These advances were repaid
with maturing investments and mortgage-backed securities and increased deposits.
Page 8 of 14 Pages
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LIQUIDITY AND CAPITAL RESOURCES
The Savings Bank's liquidity, represented by cash and cash equivalents,
is a product of its operating, investing and financing activities. The Savings
Bank's primary sources of funds are deposits, borrowings, ___ amortization,
prepayments and maturities of outstanding loans, sales of loans, maturities of
investment securities and other short-term investments and funds provided from
operations. While scheduled loan amortization and maturing investment securities
and short-term investments are relatively predictable sources of funds, deposit
flows and loan prepayments are greatly influenced by general interest rates,
economic conditions and competition. In addition, the Savings Bank invests
excess funds in overnight deposits and other short-term interest-earning assets
that provide liquidity to meet lending requirements. The Savings Bank has
generally been able to generate enough cash through the retail deposit market,
its traditional funding source, to offset the cash utilized in investing
activities. As an additional source of funds, the Savings Bank may borrow from
the FHLB of Cincinnati. At June 30, 2001, the Savings Bank did not have
outstanding advances from the FHLB of Cincinnati.
Liquidity management is both a daily and long-term function of business
management. Excess liquidity is generally invested in short-term investments
such as overnight deposits. On a longer-term basis, the Savings Bank maintains a
strategy of investing in various lending products. The Savings Bank uses its
sources of funds primarily to meet its ongoing commitments, to pay maturing
savings certificates and savings withdrawals and fund loan commitments. At June
30, 2001, the total approved loan commitments outstanding, excluding
construction loans, amounted to $872,000. At the same date, the unadvanced
portion of construction loans approximated $736,000. There were no investment
securities scheduled to mature within one year or less. Certificates of deposit
scheduled to mature in one year or less at June 30, 2001 totaled $39.6 million.
Mortgage-backed securities scheduled to mature in one year or less at June 30,
2001 were 165,000.
The Savings Bank is required by the OTS to maintain of liquid assets in
an amount sufficient to assure its ability to meet demand for withdrawals and
repayment of short-term borrowings. The Savings Bank has a policy of maintaining
a liquidity ratio of at least 8% of its net withdrawable deposits and borrowings
payable in one year or less. The Savings Bank's liquidity ratio at June 30, 2001
was 27.2%.
Federally insured savings institutions are required to satisfy three
different OTS capital requirements. Under these standards, savings institutions
must maintain "tangible" capital equal to at least 1.5% of adjusted total
assets, "core" capital generally equal to at least 4% of adjusted total assets
and "total" capital (a combination of core and "supplementary" capital) equal to
at least 8% of "risk-weighted" assets. For purposes of the regulation, core
capital is defined as common stockholders' equity (including retained earnings),
noncumulative perpetual preferred stock and related surplus, minority interests
in the equity accounts of fully consolidated subsidiaries, certain
nonwithdrawable accounts and pledged deposits and qualifying supervisory
goodwill. Core capital generally does not include the amount of a savings
institution's intangible assets. Tangible capital is core capital less all
intangible assets, with a limited exception for purchased mortgage-servicing
rights. Risk-based capital is defined as core capital plus certain additional
items of capital, which in the case of the Savings Bank includes a general
valuation allowance for losses on loans of $300,000 at June 30, 2001.
Under the "prompt corrective action" regulations of OTS, a savings bank
that has not received the highest possible examination rating may become subject
to corrective action if its core capital is less than 4% of its adjusted total
assets.
The Savings Bank substantially exceeded each of the above-described
regulatory capital requirements at June 30, 2001.
COMPARISON OF OPERATING RESULTS FOR THE THREE-MONTH PERIODS ENDED JUNE 30, 2001
AND 2000
GENERAL. CFKY's recorded net loss of $(178,000) for the three months
ended June 30, 2001, compared to net income of $185,000 for the same period in
2000, a $363,000 and 196% decrease. The decrease was primarily the result of
compensation expense of $474,576 resulting from the vesting of the recognition
and retention plan awards in connection with the execution by CFKY of an
agreement to be acquired by Camco Financial Corporation.
INTEREST INCOME. Interest income decreased $93,000 for the three months
ended June 30, 2001 compared to the three months ended June 30, 2000. This was
primarily a result of a decrease of $3.5 million in
Page 9 of 14 Pages
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average balances in interest earning assets. The yield on assets decreased 11
basis points to 7.27% for the three months ended June 30, 2001 compared to the
same period the previous year.
INTEREST EXPENSE. Interest expense decreased $37,000 for the three
months ended June 30, 2001 compared to the three months ended June 30, 2001.
Interest expense was affected by a decrease in average interest-bearing
liabilities for the three months ended June 30, 2001 of $4.1 million partially
offset by an increase in cost of funds of 6 basis points to 4.82% for the three
months ended June 30, 2001 compared to the same period the previous year.
Columbia Federal's net interest rate spread was 2.46% for the three
months ended June 30, 2001, compared to 2.62% for the three months ended June
30, 2000.
NON-INTEREST INCOME AND NON-INTEREST EXPENSE. Non-interest income was
$32,000 for the three months ended June 30, 2001, compared to $23,000 for the
same period in 2000, primarily due to an increase in fee income. Non-interest
expense increased $531,000, or 68.2%, to $1.3 million. The primary reason for
this increase was an increase in salaries and employee benefits of $499,000 as a
result of costs associated with CFKY's recognition and retention plan.
COMPARISON OF OPERATING RESULTS FOR THE NINE-MONTH PERIODS ENDED JUNE 30, 2001
AND 2000
GENERAL. CFKY's recorded net income of $48,000 for the nine months
ended June 30, 2001, compared to income of $522,000 for the same period in 2000,
a $474,000 and 90.8% decrease. The decrease resulted primarily from a $155,000
decrease in interest income, an increase of $158,000 in interest expense and
increases of $411,000 in non-interest expenses. Such changes were partially
offset by a $272,000 decrease in income tax expense.
INTEREST INCOME. Interest income decreased $155,000 for the nine months
ended June 30, 2001 compared to the nine months ended June 30, 2000. This
decrease was primarily a result of a decrease of $2.3 million in average
balances in interest earning assets. The yield on assets decreased 3 basis
points, to 7.42% for the nine months ended June 30, 2001 compared to the same
period the previous year.
INTEREST EXPENSE. Interest expense increased $158,000 for the nine
months ended June 30, 2001 compared to the nine months ended June 30, 2000. This
increase was the result of an increase in average interest-bearing liabilities
for the nine months ended June 30, 2001 of $2.2 million.
Columbia Federal's net interest rate spread was 2.45% for the nine
months ended June 30, 2001, compared to 2.88% for the nine months ended June 30,
2000.
NON-INTEREST INCOME AND NON-INTEREST EXPENSE. Non-interest income was
$74,000 for the nine months ended June 30, 2001, compared to $96,000 for the
same period in 2000, primarily due to a decrease in fee income. Non-interest
expense increased $411,000, or 15.9%, to $3.0 million. The primary reason for
this increase was the increase in salaries and employee benefits from $1.7
million for the nine months ended June 30, 2000 to $2.2 million for the nine
months ended June 30, 2001 as a result of costs associated with CFKY's
recognition and retention plan.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company's June 30, 2001 analysis of the impact of changes in interest rates
on net interest income over the next 12 months indicates no significant changes
in its exposure to interest rate changes since the Company filed its Annual
Report on Form 10-K with the Securities and Exchange Commission for the year
ended September 30, 2000.
Page 10 of 14 Pages
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PART II
COLUMBIA FINANCIAL OF KENTUCKY, INC.
ITEM 1. LEGAL PROCEEDINGS
Not applicable.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) 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.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibits and Reports on Form 8-K
(a) Exhibit 2 - Agreement of Merger and Plan of Reorganization Incorporated by reference to
Current Report on Form 8-K
filed on June 6, 2001,
Exhibit 2
Exhibit 3.1 - Articles of Incorporation, as amended Incorporated by reference to
Registration Statement on
Form 8-A filed on March 20,
1998, Exhibit 2(a) and 2(b)
Exhibit 3.2 - Code of Regulations, as amended Incorporated by reference to
Registration Statement on
Form 8-A filed on March 20,
1998, Exhibit 2(c)
Exhibit 99 - Safe Harbor Under the Private Securities
Litigation Reform Act of 1995
Page 11 of 14 Pages
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SIGNATURES
COLUMBIA FINANCIAL OF KENTUCKY, INC.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: August 14, 2001 By: /S/ ROBERT V. LYNCH
---------------------------------------
Robert V. Lynch, President and
Chief Executive Officer
Date: August 14, 2001 By: /S/ ABIJAH ADAMS
---------------------------------------
Abijah Adams, Controller
Page 12 of 14 Pages