SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported): November 4, 2002
SUPERIOR FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
Delaware 0-25239 51-0379417
(State of Incorporation) (Commission File No.) (IRS Employer I.D. No.)
16101 LaGrande Drive, Suite 103
Little Rock, Arkansas 72223
(Address of Principal Executive Office) (Zip code)
Registrant's telephone number, including area code: 501-324-7282
1
Item 9. Regulation FD Disclosure
The Registrant hereby furnishes as Regulation F-D Disclosure its press release
regarding Third Quarter 2002 Earnings attached hereto as Exhibit 99.1.
Exhibit No. Document Description
99.1 Press Release Announcing Third Quarter 2002 Earnings
2
SIGNATURES
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 hereunto duly authorized.
SUPERIOR FINANCIAL CORP.
------------------------
(Registrant)
Date: November 4, 2002 /s/ Rick D. Gardner
-------------------
Rick D. Gardner
Chief Financial Officer
3
Exhibit 99.1
Superior Financial Corp. Announces Record Third Quarter 2002 Earnings
LITTLE ROCK, Ark.--Nov. 4, 2002--Superior Financial Corp.
(Nasdaq:SUFI), holding company of Superior Bank, today announced
earnings for the third quarter ended September 30, 2002 of $4.0
million or $.45 diluted earnings per share. This represents an
increase of 50% over the $.30 diluted earnings per share for the third
quarter ended September 30, 2001, as restated.
For the nine months ended September 30, 2002, Superior recorded
earnings of $11.7 million or $1.32 diluted earnings per share, a 39%
increase over the $.95 earnings per share reported for the nine months
ended September 30, 2001, as restated.
As of January 1, 2002, the Company adopted Statement of Financial
Accounting Standards No. 142 "Goodwill and Other Intangible Assets"
("SFAS 142"). If SFAS 142 had been effective for the three months
ended September 30, 2001, net income would have been $3.36 million and
diluted earnings per share would have been $.36, as restated. If SFAS
142 had been effective for the nine months ended September 30, 2001,
net income would have been $10.5 million and diluted earnings per
share would have been $1.14, as restated.
4
As previously announced, the Company paid a dividend of $.10 per
share on October 24, 2002 to shareholders of record on September 30,
2002.
Superior Bank has 60 full service branch and loan production
offices in Arkansas and Oklahoma. The bank has three active
subsidiaries - Superior Financial Services, Inc., providing discount
brokerage and full service investment advisory services, Southwest
Protective Life Insurance Company and Superior Finance Company, a
consumer finance operation. Superior Financial Corp. stock is traded
on the NASDAQ National Market under the symbol SUFI.
Pursuant to the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995, the reader is cautioned that this
announcement contains "forward looking statements" regarding
Superior's future performance which are subject to risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied by such statements.
5
Superior Financial Corp.
Consolidated Balance Sheets
(Unaudited, dollars in thousands)
Sept. 30, Dec. 31, %
Assets 2002 2001 Change
----------- ----------- -------
Cash and cash equivalents $85,471 $97,561 (12.4%)
Loans available for sale, net 16,198 27,573 (41.3%)
Loans receivable 1,080,319 1,072,846 0.7%
Less: allowance for loan losses 12,159 12,109 0.4%
----------- ----------- -------
Loans receivable, net 1,068,160 1,060,737 0.7%
Investments available for sale, net 391,049 374,819 4.3%
Federal Home Loan Bank stock 17,721 17,330 2.3%
Premises and equipment, net 46,324 45,263 2.3%
Goodwill 56,260 56,260 --
Other assets 40,273 41,075 (2.0%)
----------- ----------- -------
Total assets $1,721,456 $1,720,618 0.0%
=========== =========== =======
Liabilities and Stockholders' equity
Liabilities:
Demand & savings deposits $589,291 $566,341 4.1%
Time deposits 616,146 648,693 (5.0%)
----------- ----------- -------
Total deposits 1,205,437 1,215,034 (0.8%)
----------- ----------- -------
Federal Home Loan Bank borrowings 223,000 230,000 (3.0%)
Senior notes 51,101 51,500 (0.8%)
Guaranteed preferred beneficial
interest in the Company's subordinated
debentures 25,000 25,000 --
Other borrowed funds 55,460 65,557 (15.4%)
Other liabilities 27,058 14,117 91.7%
----------- ----------- -------
Total liabilities 1,587,056 1,601,208 (0.9%)
Stockholders' equity:
Common stock 101 101 --
Capital in excess of par value 94,764 94,764 --
Retained earnings 50,454 41,290 22.2%
Accumulated other comprehensive income 7,267 1,577 360.8%
----------- ----------- -------
152,586 137,732 10.8%
Treasury stock (at cost) (18,186) (18,322) (0.7%)
----------- ----------- -------
Total stockholders' equity 134,400 119,410 12.6%
----------- ----------- -------
Total liabilities and
stockholders' equity $1,721,456 $1,720,618 0.0%
=========== =========== =======
6
Superior Financial Corp.
Consolidated Income Statements
(Unaudited, dollars in thousands, except per share amounts)
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
2002 2001 2002 2001
(as restated) (as restated)
------- ------- ------- -------
Interest income $25,688 $28,091 $78,741 $85,126
Interest expense 11,825 15,814 36,950 49,763
------- ------- ------- -------
Net interest income 13,863 12,277 41,791 35,363
Provision for loan losses 1,300 1,200 3,800 2,950
------- ------- ------- -------
Net interest income after
provision for loan losses 12,563 11,077 37,991 32,413
Noninterest income:
Service charges on deposit
accounts 7,269 6,834 21,022 20,724
Mortgage operations 906 874 2,465 2,453
Other 3,147 1,015 5,188 2,664
------- ------- ------- -------
Total noninterest income 11,322 8,723 28,675 25,841
Noninterest expense:
Salaries and employee
benefits 7,814 7,014 22,779 21,050
Occupancy expense 1,224 1,184 3,551 3,297
Data and item processing 2,047 2,609 6,007 6,340
Amortization of goodwill -- 870 -- 2,606
Other 6,922 4,049 17,170 12,062
------- ------- ------- -------
Total noninterest expense 18,007 15,726 49,507 45,355
Income before income taxes 5,878 4,074 17,159 12,899
Income taxes 1,878 1,304 5,429 4,160
------- ------- ------- -------
Net income $4,000 $2,770 $11,730 $8,739
======= ======= ======= =======
Weighted average number of
common shares - basic 8,586 9,036 8,594 9,046
Dilutive potential common
shares 301 231 281 187
Weighted average number of
shares - assuming dilution 8,887 9,267 8,875 9,233
Basic earnings per common
share $0.47 $0.31 $1.36 $0.97
Diluted earnings per common
share $0.45 $0.30 $1.32 $0.95
7
Superior Financial Corp.
Summary Financial Data
(Unaudited, dollars in thousands, except per share amounts)
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
2002 2001 2002 2001
(as restated) (as restated)
---------- ---------- ---------- ----------
Selected Average Balances
Total assets $1,698,727 $1,658,948 $1,713,910 $1,650,976
Earning assets 1,513,076 1,488,006 1,529,524 1,485,262
Loans 1,081,539 1,074,991 1,067,507 1,073,536
Interest bearing
liabilities 1,439,714 1,417,879 1,455,585 1,417,630
Shareholders' equity 125,177 120,315 122,338 117,316
Performance Ratios
(Company)
Return on average assets 0.93% 0.66% 0.92% 0.71%
Return on average common
equity 12.68% 9.14% 12.82% 9.97%
Net interest margin
(FTE) 3.76% 3.40% 3.75% 3.27%
Efficiency ratio
(without goodwill
amortization) 77.50% 70.22% 71.90% 69.40%
Performance Ratios (Bank)
Return on average assets 1.20% 0.91% 1.21% 0.98%
Return on average common
equity 11.06% 8.50% 11.39% 9.24%
Net interest margin
(FTE) 4.19% 3.79% 4.17% 3.67%
Efficiency ratio
(without goodwill
amortization) 70.95% 65.74% 65.49% 63.63%
Tax-equivalent interest
income adjustment $ 345 $ 314 $ 1,179 $ 989
Asset Quality
Nonaccrual loans $ 9,358 $ 6,925
ORE & repossessed assets 1,726 1,655
Net chargeoffs 1,554 1,439 3,748 3,001
Nonperforming assets to
total loans and other
real estate 1.01% 0.79%
Nonperforming assets to
total assets 0.65% 0.52%
Net chargeoffs to
average loans 0.57% 0.53% 0.47% 0.37%
Allowance for loan
losses to total loans 1.13% 1.11%
Allowance for loan
losses to nonperforming
loans 130% 174%
Capital
End of period shares
outstanding 8,579,991 8,863,423
Book value per share $ 15.66 $ 13.47
Average stockholders'
equity to average total
assets 7.37% 7.25% 7.14% 7.11%
CONTACT: Superior Financial Corp., Little Rock
Rick D. Gardner, 501/324-7253
www.superiorfederal.com or www.superiorfinancialcorp.com
8