UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period ended December 31, 1997 Commission File Number 333-10639 DELPHOS CITIZENS BANCORP, INC. ------------------------------ (Exact name of registrant as specified in its charter) Delaware 34-1840187 - -------- ---------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 114 East 3rd Street, Delphos, Ohio 45833 ---------------------------------------- (Address of principal executive offices) (419) 692-2010 -------------- (Registrant's telephone number, including area code) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or for such shorter period that the issuer 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 registrant's classes of common equity, as of the latest practicable date. Class: Outstanding at January 31, 1998 Common stock, $0.01 par value 1,945,696 common shares - -------------------------------------------------------------------------------- DELPHOS CITIZENS BANCORP, INC. FORM 10-Q Quarter ended December 31, 1997 Part I - Financial Information Page ---- ITEM 1 - FINANCIAL STATEMENTS Consolidated Statements of Financial Condition as of December 31, 1997 and September 30, 1997 3 Consolidated Statements of Income for the three months ended December 31, 1997 and 1996 4 Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 1997 and 1996 5 Notes to Consolidated Financial Statements 6 ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 12 Part II - Other Information OTHER INFORMATION 15 SIGNATURES 16 - -------------------------------------------------------------------------------- 2. PART I. FINANCIAL INFORMATION DELPHOS CITIZENS BANCORP, INC. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited) - -------------------------------------------------------------------------------- December 31, September 30, 1997 1997 ------------ ------------- ASSETS Cash and due from banks $ 1,609,697 $ 1,315,950 Interest-bearing deposits in other banks 6,240,126 3,084,500 ------------ ------------ Cash and cash equivalents 7,849,823 4,400,450 Investment securities held to maturity 4,996,139 Mortgage-backed securities available for sale 733,141 739,366 Mortgage-backed securities held to maturity 10,870,461 11,367,191 Loans receivable, net 86,375,675 84,285,038 Federal Home Loan Bank stock 849,000 833,800 Premises and equipment 648,191 660,703 Accrued interest receivable 405,141 445,461 Other assets 15,810 67,808 ------------ ------------ Total assets $107,747,242 $107,795,956 ============ ============ LIABILITIES Deposits $ 77,944,975 $ 77,372,969 Federal Home Loan Bank Advances 1,000,000 Escrow accounts 392,836 236,090 Accrued interest payable 36,045 33,193 Accrued expenses and other liabilities 513,617 437,327 ------------ ------------ Total liabilities 78,887,473 79,079,579 ------------ ------------ SHAREHOLDERS' EQUITY Preferred Stock, authorized 1,000,000 shares, no shares issued and outstanding Common stock, $.01 par value, 4,000,000 shares authorized, 2,047,631 shares issued 20,476 20,476 Additional paid-in capital 19,905,675 19,854,707 Retained earnings, substantially restricted 13,252,205 12,969,205 Treasury stock (101,936 and 87,936 shares, respectively) (1,729,315) (1,479,065) Obligation under employee stock ownership plan (1,439,091) (1,463,076) Unearned recognition and retention plan (1,154,477) (1,186,019) Unrealized gain (loss) on securities available for sale, net 4,296 149 ------------ ------------ Total shareholders' equity 28,859,769 28,716,377 ------------ ------------ Total liabilities and shareholders' equity $107,747,242 $107,795,956 ============ ============ - -------------------------------------------------------------------------------- See accompanying notes to financial statements. 3. PART I. FINANCIAL INFORMATION DELPHOS CITIZENS BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - -------------------------------------------------------------------------------- Three Months Ended December 31, ------------ 1997 1996 ---- ---- Interest income First mortgage loans $1,674,398 $1,372,685 Consumer and other loans 33,612 24,391 Mortgage-backed and investment securities 294,645 263,030 FHLB stock dividends 15,237 13,684 Interest bearing deposits in banks 42,974 79,238 ---------- ---------- Total interest income 2,060,866 1,753,028 ---------- ---------- Interest expense Deposits 987,808 993,673 ---------- ---------- Net interest income 1,073,058 759,355 Provision for loan losses 3,000 3,000 ---------- ---------- Net interest income after provision for loan losses 1,070,058 756,355 ---------- ---------- Non-interest income Service charges and fees 75,206 34,444 Other non-interest income 14,147 12,579 ---------- ---------- Total non-interest income 89,353 47,023 ---------- ---------- Non-interest expense Compensation and benefits 252,574 285,346 Occupancy and equipment 19,683 18,329 Deposit insurance 12,372 45,488 Franchise taxes 57,058 43,682 Other non-interest expense 144,577 134,590 ---------- ---------- Total non-interest expense 486,264 527,435 ---------- ---------- Income before income tax 673,147 275,943 Income tax expense 273,405 78,450 ---------- ---------- Net income $ 399,742 $ 197,493 ========== ========== Earnings per share: Basic $ .22 $ .04 ========== ========== Diluted $ .22 $ .04 ========== ========== - -------------------------------------------------------------------------------- See accompanying notes to financial statements. 4. DELPHOS CITIZENS BANCORP, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - -------------------------------------------------------------------------------- Three Months Ended December 31, ------------ 1997 1996 ---- ---- Net cash (used) provided from operating activities $ 665,192 $ (11,607) Cash flows used in investing activities Mortgage-backed securities available for sale Proceeds from principal payments on mortgage- backed securities 12,525 23,741 Investment and mortgage-backed securities held to maturity Proceeds from calls, maturities and paydowns 5,501,969 1,052,107 Loan originations net of principal payment on loans (2,092,073) (2,916,413) Purchases of premises and equipment - (1,768) ----------- ----------- Net cash used in investing activities 3,422,421 (1,842,333) ----------- ----------- Cash flows from financing activities Net change in deposits 572,006 (3,758,702) Net increase in mortgage escrow funds 156,746 132,032 Repayments of FHLB advances (1,000,000) Cash dividends (116,742) Purchase of treasury stock (250,250) Net proceeds from sale of stock 18,177,452 ----------- ----------- Net cash from financing activities (638,240) 14,550,782 ----------- ----------- Net change in cash and cash equivalents 3,449,373 12,696,842 Cash and cash equivalents at beginning of period 4,400,450 4,695,277 ----------- ----------- Cash and cash equivalents at end of period $ 7,849,823 $17,392,119 =========== =========== Supplemental disclosures of cash flow information Cash paid during the period for: Interest $ 984,956 $ 997,515 Taxes 160,000 20,000 - -------------------------------------------------------------------------------- See accompanying notes to financial statements. 5. DELPHOS CITIZENS BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION: These interim financial statements are prepared without audit and reflect all adjustments which, in the opinion of management, are necessary to present fairly the financial position of Delphos Citizens Bancorp, Inc. (Company) and its sole subsidiary, Citizens Bank of Delphos (Bank) at December 31, 1997, and its results of operations and cash flows for the periods presented. All such adjustments are normal and recurring in nature. The accompanying financial statements do not purport to contain all the necessary financial disclosures required by generally accepted accounting principles that might otherwise be necessary in the circumstances. The annual report for the Company for the year ended September 30, 1997, contains financial statements and related notes which should be read in conjunction with the accompanying unaudited consolidated financial statements. Effective November 20, 1996, Citizens Federal Savings & Loan Association, (Association) converted from a federally chartered mutual savings and loan association to a federally chartered stock savings bank (Citizens Bank of Delphos) with the concurrent formation of a holding company (Delphos Citizens Bancorp, Inc.). The conversion was accomplished through an amendment of the Association's articles of incorporation and the sale of the Company's common stock in an amount equal to the pro forma market value of the Association after giving effect to the conversion. CONSOLIDATION POLICY: The consolidated financial statements include the accounts of the Company and the Bank. All significant intercompany transactions and balances have been eliminated. INDUSTRY SEGMENT INFORMATION: The Company is engaged in the business of banking with operations conducted through its office located in Delphos, Ohio. The Company originates and holds primarily residential and consumer loans to customers throughout the Allen and Van Wert County area in Northwest Ohio. The Company's primary deposit products are interest-bearing checking and certificates of deposit. There are no branch operations. USE OF ESTIMATES IN PREPARATION OF FINANCIAL STATEMENTS: In preparing financial statements, management must make estimates and assumptions. These estimates and assumptions affect the amounts reported for assets, liabilities, revenues and expenses as well as affecting the disclosures provided. Future results could differ from current estimates. Areas involving the use of management's estimates and assumptions primarily include the allowance for loan losses, the realization of deferred tax assets, fair value of certain securities and the determination and carrying value of impaired loans. - -------------------------------------------------------------------------------- (Continued) 6. DELPHOS CITIZENS BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) SECURITIES: The Company classifies securities as held to maturity, trading or available for sale. Securities classified as held to maturity are those that management has the positive intent and ability to hold to maturity. Securities held to maturity are stated at cost, adjusted for amortization of premiums and accretion of discounts. Securities classified as available for sale are those that management intends to sell or that could be sold for liquidity, investment management, or similar reasons, even if there is not a present intention for such a sale. Securities available for sale are carried at fair value with unrealized gains and losses included as a separate component of shareholders' equity, net of tax. Gains or losses on dispositions are based on net proceeds and the adjusted carrying amount of securities sold, using the specific identification method. LOANS RECEIVABLE: Loans receivable are stated at unpaid principal balances, less the allowance for loan losses, and net deferred loan origination fees. The allowance for loan losses is increased by charges to income and decreased by charge-offs (net of recoveries). Management's periodic evaluation of the adequacy of the allowance is based on the Company's past loan loss experience, known and inherent risks in the portfolio, adverse situations that may affect the collateral and current economic conditions. Uncollectible interest on loans that are contractually past due is charged off, or an allowance is established based on management's periodic evaluation. The allowance is established by a charge to interest income equal to all interest previously accrued and unpaid, and income is subsequently recognized only to the extent that cash payments are received until, in management's judgment, the borrower demonstrates the ability to make periodic interest payments in which case the loan is returned to accrual status. In accordance with SFAS No.114, certain loans considered to be impaired, as identified according to internal loan review standards, are reduced to the present value of expected future cash flows or to the fair value of collateral by allocating a portion of the allowance for loan losses to such loans. Allocations which require an increase in the allowance for loan losses are reported as a provision for loan losses charged to operations. Management analyzes loans on an individual basis and classifies a loan as impaired when an analysis of the borrower's operating results and financial condition indicates that underlying cash flows are not adequate to meet its debt service requirements. Often this is associated with a delay or shortfall in payments of 30 days or more. Smaller balance homogeneous loans are - -------------------------------------------------------------------------------- (Continued) 7. DELPHOS CITIZENS BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) evaluated for impairment in total. Such loans include residential first mortgage loans secured by one to four family residences, residential construction loans, home equity, and other consumer loans, with balances less than $200,000. Loans are generally considered for non-accrual status when 90 days or more past due. These loans may also be considered impaired. Impaired loans, or portions thereof, are charged off when deemed uncollectible. The nature of the disclosures for impaired loans is considered generally comparable to prior nonaccrual loans and non-performing and past due asset disclosures. The adoption of SFAS No. 114 had no impact on the comparability of the December 31, 1997 or September 30, 1997 allowance for loan losses to prior periods. LOAN FEES AND COSTS: Loan fees and costs are deferred, and are recognized as an adjustment to interest income using the interest method over the contractual life of the loans, adjusted for estimated prepayments based on the Company's historical prepayment experience. OTHER REAL ESTATE: Other real estate owned is recorded at the lower of cost or fair value, less estimated costs to sell. Any reduction in fair value is reflected in a valuation allowance account established by a charge to income. Costs incurred to carry the real estate are charged to expense. PREMISES AND EQUIPMENT: Land is carried at cost. Buildings, furniture and fixtures, and equipment are carried at cost, less accumulated depreciation. Buildings, furniture and fixtures, and equipment are depreciated using straight-line and accelerated methods over the estimated useful lives of the respective assets, which range from five to forty years. INCOME TAXES: The Company follows the liability method in accounting for income taxes. The liability method provides that deferred tax assets and liabilities are recorded based on the difference between the tax basis of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as "temporary differences." STATEMENT OF CASH FLOWS: For purposes of this statement, cash and cash equivalents are defined to include the Company's cash on hand, due from banks and interest-bearing deposits in other banks. The Company reports net cash flows for customer loan transactions, deposit transactions and interest-bearing deposits made with other financial institutions. EARNINGS PER SHARE: On March 3, 1997, the Financial Accounting Standards Board (FASB) issued SFAS No. 128, "Earnings Per Share," which is effective for financial statements beginning with the quarter ended December 31, 1997. SFAS No. 128 simplifies the calculation of earnings per share (EPS) by replacing primary EPS with basic EPS. It also requires dual presentation of basic EPS and diluted EPS for entities with complex capital structures. Basic EPS includes no dilution and is computed by dividing income available to common shareholders by the weighted-average common shares outstanding for the period. Diluted EPS will reflect the - -------------------------------------------------------------------------------- (Continued) 8. DELPHOS CITIZENS BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- potential dilution of securities that could share in earnings, such as stock options, warrants or other common stock equivalents. All prior period EPS data has been restated to conform with the new presentation methods. Basic earnings per common share for the three months ended December 31, 1997 was based on earnings for the three months ended December 31, 1997, divided by the weighted average number of common shares outstanding for the period. Diluted earnings per common share represents the additional dilution related to the stock options. The basic and diluted weighted average shares outstanding was 1,803,562 and 1,824,316, respectively for the three months ended December 31, 1997. Basic earnings per common share for the three months ended December 31, 1996 was computed based on earnings for the period November 20, 1996 (conversion date), to December 31, 1996, divided by the weighted average number of common shares outstanding for the period. Pro rata earnings based on number of days was $78,253 and the basic and diluted weighted average shares outstanding was 1,875,856 for the three months ended December 31, 1996. - -------------------------------------------------------------------------------- (Continued) 9. DELPHOS CITIZENS BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- NOTE 2 - INVESTMENT AND MORTGAGE-BACKED SECURITIES The carrying values and estimated fair values of investment and mortgage-backed securities are summarized as follows: December 31, 1997 Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Loss Value ---- ----- ---- ----- Mortgage-backed securities available for sale: GNMA Certificates $ 726,631 $ 9,232 $ 2,722 $ 733,141 Mortgage-backed securities held to maturity: GNMA Certificates 10,729,787 412,298 1,641 11,140,444 FHLMC Certificates 140,674 6,378 147,052 ----------- -------- ------- ----------- 10,870,461 418,676 1,641 11,287,496 ----------- -------- ------- ----------- Total mortgage-backed securities $11,597,092 $427,908 $ 4,363 $12,020,637 =========== ======== ======= =========== September 30, 1997 Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Loss Value ---- ----- ---- ----- Investment securities held to maturity: U.S. Treasury security $ 4,996,139 $ 2,861 $ 4,999,000 Mortgage-backed securities available for sale: GNMA Certificates 739,141 7,081 $ 6,856 739,366 Mortgage-backed securities held to maturity: GNMA Certificates 11,218,082 420,972 5,565 11,633,489 FHLMC Certificates 149,109 6,820 155,929 ----------- -------- ------- ----------- 11,367,191 427,792 5,565 11,789,418 ----------- -------- ------- ----------- Total investment and mortgage-backed securities $17,102,471 $437,734 $12,421 $17,527,784 =========== ======== ======= =========== There were no sales of mortgage-backed securities during the three months ended December 31, 1997 or 1996. - -------------------------------------------------------------------------------- (Continued) 10. DELPHOS CITIZENS BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- NOTE 3 - LOANS RECEIVABLE Loans receivable are summarized as follows: December 31, September 30, 1997 1997 ---- ---- Real estate loans One- to four-family $77,396,328 $73,716,294 Multi-family 1,224,082 1,288,236 Commercial real estate 4,611,821 6,272,532 Construction and land 3,307,028 3,780,811 ----------- ----------- 86,539,259 85,057,873 Less: Mortgage loans in process (2,484,676) (3,162,366) Net deferred loan origination fees (69,552) (71,117) ----------- ----------- 83,985,031 81,824,390 ----------- ----------- Consumer and other loans Manufactured homes 109,270 111,657 Home equity loans 1,065,788 1,215,545 Unsecured loans 296,337 324,817 Other consumer loans 1,039,798 940,972 ----------- ----------- 2,511,193 2,592,991 Less: Non-mortgage loans in process (11,189) (25,983) ----------- ----------- 2,500,004 2,567,008 ----------- ----------- Less: Allowance for loan losses (109,360) (106,360) ----------- ----------- $86,375,675 $84,285,038 =========== =========== Activity in the allowance for loan losses is summarized as follows: Three months ended December 31, 1997 1996 ---- ---- Balance at beginning of period $106,360 $94,360 Provision charged to income 3,000 3,000 Charge-offs - - -------- ------- Balance at end of period $109,360 $97,360 ======== ======= As of and for the periods ended December 31, 1997 and September 30, 1997, there were no impaired loans. - -------------------------------------------------------------------------------- 11. DELPHOS CITIZENS BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- The following discussion compares the financial condition of Delphos Citizens Bancorp, Inc. (Company) and its sole subsidiary Citizens Savings Bank (Bank) at December 31, 1997 to September 30, 1997 and the results of operations for the three months ended December 31, 1997 and 1996. This discussion should be read in conjunction with the interim financial statements and footnotes included herein. FINANCIAL CONDITION Total assets as of December 31, 1997 were $107.75 million compared with $107.80 million at September 30, 1997. Cash and cash equivalents increased $3.45 million to $7.85 million at December 31, 1997 compared to $4.40 million at September 30, 1997. Interest-bearing deposits in other banks increased $3.16 million from $3.08 million at September 30, 1997 to $6.24 million at December 31, 1997. The increase was primarily due to the funds received from the maturity of the $5 million investment held to maturity at September 30, 1997 during the quarter ended December 31, 1997 which was used to fund the increase in interest-bearing deposits in other banks and loans receivable. During the quarter ended December 31, 1997, the investment security held to maturity, which totaled $5.0 million at September 30, 1997, matured and management did not purchase additional debt securities. At December 31, 1997, the Company's mortgage-backed securities portfolio was comprised of FHLMC and GNMA fixed and adjustable rate securities. The net unrealized gain on these securities totaled $424,000 at December 31, 1997. Approximately 6% of the mortgage-backed securities portfolio was classified as available for sale. The remainder of the mortgage-backed securities portfolio was classified as held to maturity as the Company does not anticipate the need to sell these securities due to the Company's liquidity position and ability to obtain alternative sources of funds through the use of Federal Home Loan Bank (FHLB) borrowing. Management's strategy emphasizes investment in mortgage-backed securities guaranteed by U.S. government agencies in order to minimize credit risk. Loans receivable increased $2.09 million, or 2.5%, from $84.29 million at September 30, 1997 to $86.38 million at December 31, 1997. The increase was primarily due to the increase in one- to four-family real estate loans which grew $3.68 million, or 5.0% during the period. Deposits increased $572,000, or 0.7%, from $77.37 million at September 30, 1997 to $77.94 million at December 31, 1997. The FHLB advance totaling $1.0 million at September 30, 1997 matured during the quarter and no additional FHLB borrowings were obtained during the quarter ended December 31, 1997. - -------------------------------------------------------------------------------- (Continued) 12. DELPHOS CITIZENS BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- RESULTS OF OPERATIONS Net income increased $202,000 from $197,000 for the quarter ended December 31, 1996 to $400,000 for the same period in 1997. The 1997 increase was primarily due to the $314,000 increase in net interest income, the $42,000 increase in non-interest income and the $41,000 decrease in non-interest expense and was offset somewhat by the $195,000 increase in income tax expense. Net interest income increased $314,000, or 41.3%, during the period ended December 31, 1997 as compared to the same period in 1996. The net interest margin increased from 3.1% for the three months ended December 31, 1996 to 4.1% for the three months ended December 31, 1997. The increase in net interest income and net interest margin was primarily due to the increase in interest earning assets in excess of the increase in interest bearing liabilities. The increase in average loans during the 1997 period as compared to the 1996 period, represented the most significant contributor to the increase in interest earning assets and to the increased net interest income and net interest margin. The ratio of interest earning assets to interest bearing liabilities increased from 124.1% at December 31, 1996 to 135.8% at December 31, 1997. The increase in loan income was partially offset by a reduction in income from interest earning deposits due to the decrease in the average balance of interest earning deposits during the 1997 period as compared to the 1996 period, as management was able to move these funds into higher yielding loans. Interest expense decreased slightly in the three months ended December 31, 1997 compared to the same period in 1996, due to a slight decline in average deposits outstanding during the periods. A provision for loan losses of $3,000 was recorded for both the quarters ended December 31, 1997 and 1996, respectively, based on management's assessment of risk factors affecting the allowance for loan losses. The allowance for loan losses was approximately .13% of loans, net of deferred and unearned income, as of December 31, 1997 and September 30, 1997. Management believes the allowance for loan loss is adequate to absorb potential losses; however, future additions to the allowance may be necessary based on changes in economic conditions. Service charges and fee income increased $41,000 from $34,000 for the quarter ended December 31, 1996 to $75,000 for the same period in 1997. Non-interest expense decreased $41,000, or 7.8%, for the quarter ended December 31, 1997 compared to the same period in 1996, primarily due to decreases in compensation and benefits expense and deposit insurance expense. Compensation and benefits decreased $33,000 or 11.5% for the three months ended December 31, 1997 compared to the same period in 1996 primarily due to ESOP expense. An expense of $115,000 was recorded during the quarter ended December 31, 1996 for the ESOP shares released to participants in calendar 1996. During the quarter ended December 31, 1997, the ESOP expense which related to shares earned during the quarter totaled $66,000. The other non-interest expense categories had modest increases and decreases which substantially offset each other. - -------------------------------------------------------------------------------- (Continued) 13. DELPHOS CITIZENS BANCORP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- LIQUIDITY Federally insured banks are required to maintain minimum levels of liquid assets. The Bank is currently required to maintain an average daily balance of liquid assets of at least 5% of the sum of its average daily balance of net withdrawable deposit accounts and borrowings payable in one year or less. At December 31, 1997, the Bank was in compliance with this requirement with a liquidity ratio of 5.8%. Management considers this liquidity position adequate to meet its expected needs for the foreseeable future. CAPITAL RESOURCES Savings institutions insured by the Federal Deposit Insurance Corporation are required by federal law to meet three regulatory capital requirements. If a requirement is not met, regulatory authorities may take legal or administrative actions, including restrictions on growth or operations or, in extreme cases, placing the institution in receivership or conservatorship. The following table presents the Bank's compliance with its capital requirements at December 31, 1997: (Dollars in thousands) Tangible Capital Core Capital Risk Based Capital ---------------- ------------ ------------------ Amount % Amount % Amount % ------ - ------ - ------ - Actual $13,444 12.5% $13,444 12.5% $13,553 26.5% Required 1,616 1.5 3,232 3.0 4,098 8.0 ------- ---- ------- ---- ------- ---- Excess $11,828 11.0% $10,212 9.5% $ 9,455 18.5% ======= ==== ======= ==== ======= ==== The Bank's tangible and core capital consists solely of shareholders' equity. Risk based capital consists of core capital plus general loan loss allowances less certain assets required to be deducted. At December 31, 1997 the Bank was considered well capitalized under Prompt Corrective Action Regulations. - -------------------------------------------------------------------------------- 14. DELPHOS CITIZENS BANCORP, INC. FORM 10-Q Quarter ended December 31, 1997 PART II - OTHER INFORMATION - -------------------------------------------------------------------------------- Items 1-5 are not applicable. Item 6 - Exhibits and Reports on Form 8-K: (a) Exhibits Exhibit Number Description ------ ----------- 3.1 Certificate of Incorporation of Delphos Citizens Bancorp, Inc. (1) 3.2 Bylaws of Delphos Citizens Bancorp, Inc. (1) 4.0 Stock Certificate of Delphos Citizens Bancorp, Inc. (1) 27 Financial Data Schedule (2) (b) No current reports on Form 8-K were filed by the Company during the quarter ended December 31, 1997. (1) Incorporated herein by reference from the Exhibits to the Registration Statement on Form S-1, as amended, filed on August 22, 1996, Registration No. 333-10639 (2) Filed only in electronic format pursuant to Item 601(b)(27) of Regulation S-K. - -------------------------------------------------------------------------------- 15. DELPHOS CITIZENS BANCORP, INC. SIGNATURES Pursuant to the requirement 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. DELPHOS CITIZENS BANCORP INC. ----------------------------- (Registrant) Date: February 12, 1998 /s/ Joseph R. Reinemeyer ----------------- ------------------------ Joseph R. Reinemeyer President and Chief Executive Officer (Principal Executive and Accounting Officer) - -------------------------------------------------------------------------------- 16.