SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
January 24, 2000
CLASSIC BANCSHARES, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-27170 61-1289391
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(State or other jurisdiction (Commission File No.) (IRS Employer Identification
of incorporation) No.)
344 17th Street, Ashland, Kentucky 41101
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (606) 325-4789
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On January 24, 2000, the Registrant issued the press release attached
hereto as Exhibit 99 announcing its earnings for the quarter ended December 31,
1999 and the declaration of a cash dividend.
Item 7. Financial Statements and Exhibits
(a) Exhibits
99 Press release dated January 24, 2000.
<PAGE>
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 thereunto duly authorized.
CLASSIC BANCSHARES, INC.
Date: January 27, 2000 By: /s/Lisah M. Frazier
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Lisah M. Frazier, Vice President,
Treasurer and Chief Financial Officer
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FOR IMMEDIATE RELEASE
For Additional Information Contact:
David B. Barbour, President and Chief Executive Officer
Lisah M. Frazier, Senior Vice President, Treasurer
and Chief Financial Officer
(606) 325-4789
Fax (606) 324-1307
www.bank-anywhere.com
CLASSIC BANCSHARES, INC. REPORTS A 31% INCREASE IN YEAR-TO-DATE EARNINGS
PER SHARE AND SUBSTANTIAL LOAN AND DEPOSIT GROWTH AND DECLARES A
CASH DIVIDEND
Ashland, Kentucky, -- January 24, 2000 -- Classic Bancshares, Inc. (NASDAQ
- - CLAS) reported cash-based net income (which excludes amortization of goodwill)
of $341,000 for the third quarter ended December 31, 1999 compared to cash-based
net income of $264,000 for the same period in 1998. Cash-diluted earnings per
share were $.29 for the three months ended December 31, 1999 compared to $.21
for the same period in 1998. Cash-based net income for the nine months ended
December 31, 1999 was $962,000 compared to $732,000 for the same period in 1998.
Cash-diluted earnings per share were $.83 for the nine months ended December 31,
1999 compared to $.59 for the same period in 1998.
Net income for the third quarter ended December 31, 1999 was $278,000, or
$.24 per diluted share compared to $233,000, or $.19 per diluted share for the
same period in 1998. Net income for the nine months ended December 31, 1999 was
$791,000, or $.68 per diluted share compared to $639,000, or $.52 per diluted
share for the same period in 1998.
Classic Bancshares' assets increased $32.3 million from $142.7 million at
March 31, 1999 to $175.0 million at December 31, 1999 primarily due to
significant internal growth. The remainder of the increase was due to the
acquisition of Citizens Bank, Grayson on May 14, 1999. At the close of the
transaction, Citizens Bank, Grayson was merged with and into Classic Bank with
Classic Bank as the surviving institution. The transaction was valued at $4.5
million and was accounted for under the purchase method of accounting. On the
date of closing, Citizens had total assets of approximately $13.4 million and
total deposits of $12.0 million. In connection with the acquisition, the Company
recorded $3.1 million in goodwill.
Loans increased $28.1 million from $97.5 million at March 31, 1999 to
$125.6 million at December 31, 1999 with $19.1 million of the increase
attributable to internal growth primarily in the areas of commercial mortgage,
commercial business, and consumer loans and $9.0 million in loans acquired in
the Citizens Bank transaction. Deposits increased $16.9 million from $117.7
million at March 31, 1999 to $134.6 million at December 31, 1999 with $12.0
million of the increase attributable to the acquisition of Citizens Bank while
the remaining increase resulted from aggressive marketing and sales efforts and
the opening of two additional banking offices during fiscal 1999.
<PAGE>
Asset quality improved as total non-performing assets was .6% of total
assets at December 31, 1999 compared to .7% at March 31, 1999. The Company
recorded a provision for loan losses of $160,000 for the nine month period,
recorded an allowance of $506,000 from the acquisition of Citizens and had net
charge-offs of $170,000 for the nine month period resulting in an allowance for
loan losses of $1.3 million at December 31, 1999. The allowance at December 31,
1999 was equal to 163% of total non-performing loans, 126% of non-performing
assets and 1.0% of total loans receivable.
President and Chief Executive Officer, David B. Barbour stated that, "We
continue to experience strong transactional deposit growth and have successfully
deployed these funds in higher yielding consumer and commercial loans while
maintaining strong asset quality. The increased revenues generated from
improvements in our net interest spread and fee income sources, coupled with our
stabilizing expense base should allow for continued enhancements in efficiencies
and earnings in future periods."
Net interest income increased $335,000 to $1.6 million for the third
quarter ended December 31, 1999 compared to $1.2 million for the third quarter
ended December 31, 1998. The net interest margin increased to 4.2% for the
quarter ended December 31, 1999 compared to 4.1% for the same period in 1998.
Net interest income increased $931,000 to $4.5 million for the nine months ended
December 31, 1999 compared to $3.6 million for the same period in 1998. The net
interest margin increased to 4.3% for the nine months ended December 31, 1999
compared to 4.0% for the same period in 1998. The increase was due to the
combination of the continued increase in higher yielding, non-mortgage loans,
such as commercial and consumer loans, and a reduction in the cost of funds
through the continued increase in lower cost non-certificate, transaction
accounts as a funding source.
Non-interest income was $266,000 for the quarter ended December 31, 1999
compared to $171,000 for the quarter ended December 31, 1998. Non-interest
income was $671,000 for the nine months ended December 31, 1999 compared to
$494,000 for the nine months ended December 31, 1998. Non-interest income
increased primarily due to an increase in fees and service charges on deposit
accounts. The increase in fees and service charges on deposits is the result of
increased product offerings, an increased deposit base and aggressive pricing
strategies.
Non-interest expense for the quarter ended December 31, 1999 was $1.4
million compared to $1.1 million for the quarter ended December 31, 1998.
Non-interest expense was $4.0 million for the nine months ended December 31,
1999 compared to $3.2 million for the same period in 1998. Non-interest expenses
increased for the period due primarily to the increased costs related to an
additional banking office as a result of the acquisition of Citizens Bank and an
increase in goodwill amortization from the acquisition of Citizens Bank.
Non-interest expenses also increased due to an increase in employee salaries and
benefits due to an increase in the net number of employees and an increase in
other general and administrative expenses in order to facilitate the growth of
the Company.
Stockholders' equity was $19.3 million at December 31, 1999 compared to
$20.3 million at March 31, 1999.
Classic Bancshares, Inc. also announced that the Company will pay a
quarterly cash dividend of $.08 per share. The dividend will be payable on
February 14, 2000 to shareholders of record on January 31, 2000.
Classic Bancshares, Inc. is headquartered in Ashland, Kentucky and has two
subsidiaries, Classic Bank and First National Bank of Paintsville. Classic Bank
operates at 344 Seventeenth Street, Ashland, Kentucky with three branch offices
located in Boyd, Greenup and Carter counties. First National Bank of Paintsville
operates at 240 Main Street, Paintsville, Kentucky with one branch office
located in Johnson County.
<PAGE>
When used in this press release, the words or phrases "should result,"
"will likely result", "are expected to", "will continue", "is anticipated",
"estimate", "project" or 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 condition in the Company's market
area, changes in policies by regulatory agencies, fluctuations in interest
rates, demand for loans in the Company's 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 such forward-looking statements, which speak only as of
the date made. The Company wishes to advise readers that the factors listed
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 declines any obligation-to
publicly release the result of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or unanticipated
events.
SEE FOLLOWING PAGES FOR
SELECTED FINANCIAL DATA
INCLUDED AS PART OF THIS RELEASE
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SELECTED FINANCIAL DATA
The following table sets forth selected financial data of Classic
Bancshares, Inc. as of December 31, 1999 and March 31, 1999 and for the three
and nine months ended December 31, 1999 and 1998.
<TABLE>
<CAPTION>
Dec. 31, March 31,
1999 1999
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(In Thousands)
<S> <C> <C>
Selected Financial Condition Data:
Total Assets $ 174,952 $ 142,739
Cash and other interest bearing deposits
with other financial institutions 6,719 4,486
Loans receivable, net 125,638 97,527
Investment securities:
Available for sale 25,382 26,526
Mortgage-backed securities:
Available for sale 3,445 4,479
Goodwill 5,754 2,779
Deposits 134,561 117,732
Federal funds purchased and securities sold under
Agreement to repurchase 3,366 2,817
FHLB advances 15,935 388
Stockholders' Equity, subject to certain restrictions 19,254 20,289
</TABLE>
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
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1999 1998 1999 1998
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(In Thousands)
<S> <C> <C> <C> <C>
Selected Operations Data:
Total interest income $ 3,093 $ 2,484 $ 8,787 $ 7,333
Total interest expense 1,536 1,262 4,288 3,765
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Net interest income 1,557 1,222 4,499 3,568
Provision for loan losses 73 25 160 65
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Net interest income after provision
for losses on loans 1,484 1,197 4,339 3,503
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Fees and service charges 200 124 519 337
(Loss) gain on sale of securities - - (3) 4
Other noninterest income 66 47 155 153
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Total noninterest income 266 171 671 494
Total noninterest expense 1,395 1,079 3,998 3,156
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Income before income taxes 355 289 1,012 841
Income tax expense (benefit) 77 56 221 202
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Net income $ 278 $ 233 $ 791 $ 639
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Amortization of goodwill 63 31 171 93
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Cash-based net income $ 341 $ 264 $ 962 $ 732
======== ======= ======== ========
Basic earnings per share $0.25 $0.20 $0.70 $0.55
Cash-based basic earnings per share $0.30 $0.22 $0.85 $0.62
Fully diluted earnings per share $0.24 $0.19 $0.68 $0.52
Cash-based fully diluted earnings per share $0.29 $0.21 $0.83 $0.59
</TABLE>
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<TABLE>
<CAPTION>
At of for the At or for the
Three Months Ended Nine Months Ended
December 31, December 31,
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1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Return on average assets (ratio of net
income to total average assets)* .6% .7% .6% .6%
Return on average equity (ratio of net
income to total average assets)* 5.8 4.5 5.4 4.2
Net interest margin** (FTE) 4.2 4.1 4.3 4.0
Non-performing assets to total assets 0.6 0.8 0.6 0.8
Allowance for loan losses to non-
performing loans 163.1 93.2 163.1 93.2
Equity to total assets at end of period 11.0 14.8 11.0 14.8
Efficiency ratio*** 76.5 77.5 77.3 77.7
Cash-based efficiency ratio 73.1 75.2 74.0 75.4
Book value per share $15.62 $16.09 $15.62 $16.09
Tangible book value per share $10.95 $13.93 $10.95 $13.93
Number of full service offices 6 5 6 5
Number of ATM locations 14 7 14 7
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* Annualized
** Net interest income annualized divided by average-earning assets.
*** Non-interest expenses divided by the total of net interest income and
non-interest income.
</TABLE>
