U. S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-QSB [X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2001 [_] Transition Report Under Section 13 or 15(d) of the Exchange Act For the transition period ended ______________________________________ Commission File Number 000-22734 --------------------- KS BANCORP, INC. - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) North Carolina 56-1842707 - -------------------------------- ----------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 207 WEST SECOND STREET, KENLY, NC 27542 - -------------------------------------------------------------------------------- (Address of principal executive office) (919) 284-4157 - -------------------------------------------------------------------------------- (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 of 1934 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 ____________ As of March 14, 2001, 908,834 shares of the issuer's common stock, no par value, were outstanding. This report contains 10 pages. -1- Page No. -------- Part I. FINANCIAL INFORMATION Item 1 - Financial Statements (Unaudited) Consolidated Statements of Financial Condition March 31, 2001 and December 31, 2000.......................................... 3 Consolidated Statements of Operations Three Months Ended March 31, 2001 and 2000.................................... 4 Consolidated Statements of Cash Flows Three Months Ended March 31, 2001 and 2000.................................... 5 Notes to Consolidated Financial Statements.................................... 6 ITEM 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations.......................................................... 7 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K..................................... 9 -2- Part I. FINANCIAL INFORMATION Item 1 - Financial Statements - ----------------------------- KS Bancorp, Inc. and Subsidiary Consolidated Statements of Financial Condition ================================================================================ March 31, 2001 December 31, ASSETS (Unaudited) 2000* ------------- ------------ (In Thousands) Cash and due from banks $ 638 $ 1,694 Interest-earning deposits with banks 6,174 673 Investment securities available for sale, at fair value 10,701 10,589 Investment securities held to maturity, at amortized cost 773 895 Loans receivable, net 134,116 133,312 Accrued interest receivable 1,061 1,128 Federal Home Loan Bank stock, at cost 1,008 942 Property and equipment, net 2,923 2,736 Other assets 251 328 -------- -------- TOTAL ASSETS $157,645 $152,297 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits $123,856 $120,073 Advances from Federal Home Loan Bank 16,800 15,800 Accrued expenses and other liabilities 834 581 -------- -------- TOTAL LIABILITIES 141,490 136,454 -------- -------- STOCKHOLDERS' EQUITY Preferred stock, no par value, 5,000,000 shares authorized; no shares issued and outstanding - - Common stock, 20,000,000 shares authorized; 908,834 and 905,598 shares issued and outstanding in 2001 and 2000, respectively 4,753 4,718 Unearned ESOP shares (117) (117) Accumulated other comprehensive income 134 36 Retained earnings, substantially restricted 11,385 11,206 -------- -------- TOTAL STOCKHOLDERS' EQUITY 16,155 15,843 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $157,645 $152,297 ======== ======== * Derived from audited financial statements See accompanying notes. -3- KS Bancorp, Inc. and Subsidiary Consolidated Statements of Operations (Unaudited) - -------------------------------------------------------------------------------- Three Months Ended March 31, ---------------------- 2001 2000 --------- -------- (In Thousands except per share data) INTEREST INCOME Loans $2,999 $2,610 Investments and deposits in other banks 178 189 Interest-earning deposits with banks 17 17 ------ ------ TOTAL INTEREST INCOME 3,194 2,816 ------ ------ INTEREST EXPENSE Deposit accounts 1,629 1,429 Advances from Federal Home Loan Bank 251 113 ------ ------ TOTAL INTEREST EXPENSE 1,880 1,542 ------ ------ NET INTEREST INCOME 1,314 1,274 PROVISION FOR LOAN LOSSES - 2 ------ ------ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,314 1,272 ------ ------ NON-INTEREST INCOME 208 115 ------ ------ NON-INTEREST EXPENSE Salaries and employee benefits 581 536 Occupancy and equipment 134 130 Other 204 184 ------ ------ TOTAL NON-INTEREST EXPENSE 919 850 ------ ------ INCOME BEFORE INCOME TAXES 603 537 INCOME TAXES 243 207 ------ ------ NET INCOME $ 360 $ 330 ====== ====== BASIC NET INCOME PER COMMON SHARE $ .41 $ .37 ====== ====== DILUTED NET INCOME PER COMMON SHARE $ .40 $ .36 ====== ====== DIVIDEND PER COMMON SHARE $ .20 $ .20 ====== ====== See accompanying notes. -4- KS Bancorp, Inc. and Subsidiary Consolidated Statements of Cash Flows (Unaudited) ================================================================================ Three Months Ended March 31, ----------------- 2001 2000 -------- ------- (In Thousands) CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 360 $ 330 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 74 73 Amortization, net 1 3 Release of ESOP shares 11 13 Provision for loan losses - 2 Change in assets and liabilities: (Increase) decrease in accrued interest receivable 67 (57) (Increase) decrease in other assets 16 (41) Increase in accrued expenses and other liabilities 253 39 ------- ------- NET CASH PROVIDED BY OPERATING ACTIVITIES 782 362 ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES Purchases of: Available for sale investment securities (2,750) (1,000) Proceeds from sales, maturities and calls of: Available for sale investment securities 2,796 58 Held to maturity investment securities 122 - Purchase of Federal Home Loan Bank stock (66) (65) Net increase in loans (804) (5,473) Purchase of property and equipment (261) (38) ------- ------- NET CASH USED BY INVESTING ACTIVITIES (963) (6,518) ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase in deposits 3,783 1,235 Increase in borrowed funds 1,000 4,000 Cash dividends paid (181) (184) Proceeds from exercise of stock options 24 - ------- ------- NET CASH PROVIDED BY FINANCING ACTIVITIES 4,626 5,051 ------- ------- NET DECREASE IN CASH AND CASH EQUIVALENTS 4,445 (1,105) CASH AND CASH EQUIVALENTS, BEGINNING 2,367 6,127 ------- ------- CASH AND CASH EQUIVALENTS, ENDING $ 6,812 $ 5,022 ======= ======= See accompanying notes. -5- KS Bancorp, Inc. and Subsidiary Notes to Consolidated Financial Statements ================================================================================ NOTE A - BASIS OF PRESENTATION In management's opinion, the financial information, which is unaudited, reflects all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the financial information as of and for the three month periods ended March 31, 2001 and 2000, in conformity with generally accepted accounting principles. The financial statements include the accounts of KS Bancorp, Inc. (the "Company") and its wholly-owned subsidiary, KS Bank, Inc. Operating results for the three month period ended March 31, 2001 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2001. The organization and business of the Company, accounting policies followed by the Company and other information are contained in the notes to the consolidated financial statements filed as part of the Company's 2000 annual report on Form 10-KSB. This quarterly report should be read in conjunction with such annual report. NOTE B - NET INCOME PER SHARE Net income per share has been computed by dividing net income by the weighted average number of common and common equivalent shares outstanding during the period. In accordance with generally accepted accounting principles, employee stock ownership plan shares are only considered outstanding for the basic earnings per share calculations when they are earned or committed to be released. The weighted average number of shares outstanding or assumed to be outstanding are summarized below: Three months ended March 31, ---------------------------- 2001 2000 ------- ------- Weighted average number of common shares used in computing basic net Income per share 887,678 901,211 Effect of dilutive stock options 20,867 25,378 ------- ------- Weighted average number of common shares and dilutive potential common shares used in computing diluted net income per share 908,545 926,589 ======= ======= NOTE C - COMPREHENSIVE INCOME For the three months ended March 31, 2001 and 2000, total comprehensive income, consisting of net income and unrealized securities gains and losses, net of taxes, was $458,000 and $255,000, respectively. -6- Item 2 - Management's Discussion and Analysis of Financial Condition and Results - -------------------------------------------------------------------------------- of Operations - ------------- This Quarterly Report on Form 10-QSB may contain certain forward-looking statements consisting of estimates with respect to the financial condition, results of operations and business of the Company that are subject to various factors which could cause actual results to differ materially from these estimates. These factors include, but are not limited to, general economic conditions, changes in interest rates, deposit flows, loan demand, real estate values, and competition; changes in accounting principles, policies, or guidelines; changes in legislation or regulation; and other economic, competitive, governmental, regulatory, and technological factors affecting the Company's operations, pricing, products and services. Comparison of Financial Condition at March 31, 2001 and December 31, 2000 Consolidated total assets increased by $5.3 million during the three months ended March 31, 2001, from $152.3 million at December 31, 2000 to $157.6 million at March 31, 2001. This growth in total assets resulted from an increase in net loans receivable during the quarter of $804,000 to $134.1 million and an increase of liquid assets (in the aggregate) of $4.4 million from $13.9 million at December 31, 2000 to $18.3 million at March 31, 2001. This growth was funded by an increase of $1.0 in advances from the Federal Home Loan Bank and an increase in customer deposits of $3.8 million. Total stockholders' equity increased $312,000 from $15.8 million at December 31, 2000 to $16.1 million at March 31, 2001. This increase resulted principally from net income of $360,000 for the three months, and unrealized gains on available for sale investment securities during the period of $98,000 net of the regular quarterly dividend during the period of $181,000, or $.20 per share. Comparison of Results of Operations for the Three months ended March 31, 2001 and 2000 Net Income. Net income for the quarter ended March 31, 2001 was $360,000, or $.41 per share, as compared with net income of $330,000, or $.37 per share, for the three months ended March 31, 2000, an increase of $30,000. Increases in net interest income and non-interest income for the quarter ended March 31, 2001 of $40,000 and $93,000, respectively, were offset by an increase of $69,000 in non- interest expenses. The provision for loan losses decreased by $2,000 during the quarter. Net Interest Income. Net interest income for the quarter ended March 31, 2001 increased $40,000 from an increased level of interest earning assets. The increase in interest-earning assets occurred primarily in loans receivable and interest-earning deposits with banks. Provision for Loan Losses. The provision for loan losses was $0 and $2,000 for the quarters ended March 31, 2001 and 2000, respectively. There were no net loan charge-offs during either quarter. At March 31, 2001, nonaccrual loans aggregated $357,000, while the allowance for loan losses stood at $489,000. Other Income. Other income was $208,000 for the quarter ended March 31, 2001 as compared with $115,000 for the quarter ended March 31, 2000, an increase of $93,000. Other Expenses. Other expenses increased to $919,000 during the quarter ended March 31, 2001 as compared with $850,000 for the quarter ended March 31, 2000, an increase of $69,000. The increase resulted primarily from an increase in salaries and employee benefits of $45,000. -7- Provision for Income Taxes. The provision for income taxes, as a percentage of income before income taxes, was 40.3% and 38.5% for the three months ended March 31, 2001 and 2000, respectively. Liquidity and Capital Resources The objective of the Company's liquidity management is to ensure the availability of sufficient cash flows to meet all financial commitments and to capitalize on opportunities for expansion. Liquidity management addresses KS Bank's ability to meet deposit withdrawals on demand or at contractual maturity, to repay borrowings as they mature, and to fund new loans and investments as opportunities arise. The primary sources of internally generated funds are principal and interest payments on loans receivable and cash flows generated from operations. External sources of funds include increases in deposits and advances from the FHLB of Atlanta. As a North Carolina-chartered savings bank, KS Bank must maintain liquid assets equal to at least 10% of assets. The computation of liquidity under North Carolina regulations allows the inclusion of mortgage-backed securities and investments with readily marketable value, including investments with maturities in excess of five years. KS Bank's liquidity ratio at March 31, 2001, as computed under North Carolina regulations, was approximately 11.6%. On a consolidated basis, liquid assets also represent approximately 11.6% of total assets. Management believes that it will have sufficient funds available to meet its anticipated future loan commitments as well as other liquidity needs. As a North Carolina-chartered savings bank, KS Bank is subject to the capital requirements of the Federal Deposit Insurance Corporation ("FDIC") and the North Carolina Administrator of Savings Institutions ("N. C. Administrator"). The FDIC requires state-chartered savings banks to have a minimum leverage ratio of Tier I capital (principally consisting of common shareholders' equity, noncumulative perpetual preferred stock, and a limited amount of cumulative perpetual preferred stock, less certain intangible assets) to total assets of at least 3%; provided, however, that all institutions, other than those (i) receiving the highest rating during the examination process and (ii) not anticipating or experiencing any significant growth, are required to maintain a ratio of 1% or 2% above the stated minimum. The FDIC also requires KS Bank to have a ratio of total capital to risk-weighted assets of at least 8%, of which at least 4% must be comprised of Tier I capital. The N. C. Administrator requires a net worth equal to at least 5% of total assets. At March 31, 2001, KS Bank exceeded the capital requirements of both the FDIC and the N. C. Administrator. -8- Part II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. None (b) Reports on Form 8-K. No reports on Form 8-K were filed by the Company during the quarter ended March 31, 2001. -9- SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. KS BANCORP, INC. Date: May 9, 2001 By: /s/ Harold T. Keen ----------------------------------------- Harold T. Keen President and Chief Executive Officer Date: May 9, 2001 By: /s/ Earl W. Worley, Jr. ----------------------------------------- Earl W. Worley, Jr. Chief Financial Officer -10-