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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1995, 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 Number 2-81060-S
---------------------------
UNITED BANCORP
(Exact name of Registrant as specified in its charter)
OREGON
(State or other jurisdiction of incorporation or organization)
555 S.E. KANE STREET
ROSEBURG, OREGON
(Address of principal executive offices)
93-0612062
(IRS Employer Identification Number)
97470
(Zip code)
(503) 440-2629
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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
------ ------
The number of shares of common stock, par value $2.50, outstanding at March 31,
1995, was $440,442.
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UNITED BANCORP
FORM 10-Q
INDEX
PART I: Financial Information Page
--------------------- ----
Item 1: Financial Statements
--------------------
Consolidated Balance Sheets at March 31, 1995 and December 31,
1994 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Statements of Consolidated Income for the three months ended
March 31, 1995 and March 31, 1994. . . . . . . . . . . . . . . . . 5
Condensed Statements of Changes in Consolidated Cash Flows -
three months ended March 31, 1995 and March 31, 1994 . . . . . . . 7
Computation of Earnings per Share for the three months ended
March 31, 1995 and March 31, 1994. . . . . . . . . . . . . . . . . 9
Notes to Condensed Consolidated Financial Statement March 31,
1995 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Item 2: Management's Discussion and Analysis of Financial Conditions
and Results of Operation . . . . . . . . . . . . . . . . . . . . . 11
PART II: Other Information
-----------------
Item 1: Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . . . . 12
Item 2: Changes in Securities. . . . . . . . . . . . . . . . . . . . . . . 12
Item 3: Defaults Upon Senior Securities. . . . . . . . . . . . . . . . . . 12
Item 4: Submission of Matters to a Vote of Security Holders. . . . . . . . 12
Item 5: Other Information. . . . . . . . . . . . . . . . . . . . . . . . . 12
Item 6: Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . 12
Signatures. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
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UNITED BANCORP AND SUBSIDIARIES
Consolidated Balance Sheets
(In Thousands of Dollars)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- ------------
(Unaudited) (Audited)
<S> <C> <C>
ASSETS
- - - - - ------
Cash and cash equivalents:
Cash due from banks $7,587 $5,048
Interest bearing deposits with bank 2,637 2,020
---------- ----------
Total cash and cash equivalents 10,224 7,068
Securities:
Held-to-maturity: Fair value of $26,768
(26,197 in 1994) 27,421 27,551
Available-for-sale 21,002 31,456
---------- ----------
Total Securities 48,423 59,007
Loans: 34,358 33,775
Less allowance for loan losses (385) (483)
---------- ----------
Net loans 33,973 33,292
Bank premises, furniture and equipment, net 2,888 2,941
Accrued interest receivable and other assets 1,040 1,134
Deferred tax assets 206 415
---------- ----------
Total Assets 96,754 103,857
========== ==========
LIABILITIES
- - - - - -----------
Deposits:
Demand 11,341 12,317
Interest bearing 25,944 28,099
Savings 14,883 16,550
Time Certificates
Certificates of $100 or larger 1,050 1,089
Certificates of less than $100 12,084 10,331
---------- ----------
Total Deposits 65,302 68,386
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Consolidated Balance Sheets
(In Thousands of Dollars)
(Continued)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- ------------
(Unaudited) (Audited)
<S> <C> <C>
Federal funds purchased and securities sold under
agreements to repurchase 8,675 13,606
Bank Line of Credit 0 4,600
Notes Payable 11,945 7,092
Debt of Employee Stock Ownership Plan 298 240
Other liabilities 556 441
---------- ----------
Total Liabilities 86,776 94,365
STOCKHOLDERS' EQUITY:
Common stock $2.50 par value, 5,000,000 shares
authorized; 440,442 and 439,879 issued and
outstanding respectively 1,101 1,096
Additional paid-in capital 3,513 3,484
Retained Earnings 6,045 5,940
Deferred compensation under Employee Stock
Ownership Plan (298) (240)
Net unrealized gains or securities
available-for-sale, net of $282 and $490 of
deferred income tax expense, respectively (383) (788)
---------- ----------
Total stockholders' equity 9,978 9,492
---------- ----------
Total Liabilities and Stockholders' Equity $96,754 $103,857
========== ==========
See notes to condensed consolidated financial statements.
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Consolidated Statements of Income
(In Thousands of Dollars)
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
---------- ----------
(Unaudited) (Unaudited)
<S> <C> <C>
Interest Income
Loans $926 $734
Federal funds sold and interest bearing deposits
with bank 34 18
Securities
Taxable 869 672
Exempt from Federal Income Taxes 95 60
--------- ---------
Total Interest Income 1,924 1,484
Interest Expense
Deposits 303 322
Federal funds purchased and securities sold under
agreements to repurchase 152 56
Notes payable 194 73
--------- ---------
Total Interest Expense 649 451
Net Interest Income 1,275 1,033
Provision (Credit) for loan losses 0 0
--------- ---------
Net Interest Income after provision (credit) for
loan losses 1,275 1,033
Non-Interest Income
Service charges on deposit accounts 122 134
Other service charges, commissions and fees 44 55
Other Income 5 (5)
--------- ---------
Total Non-Interest Income 171 184
Non-Interest Expense
Salaries and employee benefits 554 459
Net Occupancy and Equipment 159 120
Losses (Gains) on sale of securities (58) 0
Other 365 407
--------- ---------
Total Non-Interest Expense 1,020 986
--------- ---------
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Consolidated Statements of Income
(In Thousands of Dollars)
(Continued)
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
---------- ----------
(Unaudited) (Unaudited)
<S> <C> <C>
Income Before Income Taxes 426 231
Provision for Income Taxes 136 90
--------- ---------
NET INCOME 290 141
========= =========
See notes to condensed consolidated financial statements.
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In Thousands of Dollars)
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
---------- ----------
(Unaudited) (Unaudited)
<S> <C> <C>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
- - - - - ------------------------------------------------
Cash flows from operation activities:
Net Income 290 141
Reconciliation of net income to net cash
provided by operating activities:
Loss on disposal of furniture and equipment 0 0
Depreciation and Amortization 76 55
Provision (Credit) for Loan Losses 0 0
Provision (Credit) for deferred income taxes 0 0
Compensation paid in stock 0 22
Stock dividend received on FHLB stock (19) (17)
Amortization of securities' discounts and
premiums (19) 149
Net realized (Gains) losses on sale of
securities Available for Sale (59) 0
Change in assets and Liabilities:
Decrease (Increase) in accrued interest
receivable and other assets 94 (216)
Increase (Decrease) in other liabilities 115 183
---------- ----------
Net cash provided by operating activities 478 317
Cash flows from investing activities:
Securities:
Available-for-sale:
Maturities 614 ----
Purchase 0 ----
Proceeds from sales of securities 10,627 ----
Held-to-maturity:
Maturities 134 ----
Purchase (81) ----
Maturities of securities ---- 5,451
Purchase of securities ---- (6,341)
Proceeds from sales of securities ---- 923
Net (Increase) decrease in loans (681) 819
Purchase of premises, furniture and equipment (23) (50)
---------- ----------
Net cash provided by (used in) investing
activities 10,590 802
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In Thousands of Dollars)
(Continued)
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
---------- ----------
(Unaudited) (Unaudited)
<S> <C> <C>
Cash flows from financing activities:
Net increase (Decrease) in demand deposits,
interest bearing transaction and savings
accounts (4,798) (3,469)
Proceeds from sales of certificates of deposit
greater (less) than payments for maturing time
deposits 1,714 2,042
Proceeds from issuance of ESOP Debt 68
Stock purchase for ESOP (68)
Net increase (Decrease) in federal funds
purchased and securities sold under repurchase
agreements (9,531) 1,573
Net borrowings from bank line of credit 0
Net advances from FHLB of Seattle 5,000
Repayment of debt (147) (1,379)
Retirement of Stock 0
Proceeds from issuance of stock 35 35
Cash dividends paid (185) (175)
---------- ----------
Net cash provided by (used in) financing
activities (7,912) (1,373)
Net increase (Decrease) in cash and cash
equivalents 3,156 (254)
Cash and cash equivalents at beginning of the
year 7,068 4,941
---------- ----------
Cash and cash equivalents at the end of the
period $10,224 $4,687
========== ==========
NON CASH INVESTING AND FINANCING ACTIVITIES:
Change in unrealized gains (losses) on securities
available-for-sale, net deferred income tax 405 (422)
CASH PAID DURING THE YEAR FOR:
Interest $485 $351
Income Taxes $0 $0
See notes to condensed consolidated financial statements.
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Computation of earnings per share
(In Thousands of Dollars, except per share data)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1995 1994
---------- ----------
(Unaudited) (Unaudited)
<S> <C> <C>
Primary:
Average shares outstanding 439,806 439,879
Net Income $290 $141
Per share amount $0.66 $0.32
========== ==========
</TABLE>
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UNITED BANCORP AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
March 31, 1995
Note A ---- BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 - 01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. Operating results for the three month
period ended March 31, 1995 are not necessarily indicative of the results that
may be expected for the year ended December 31, 1995. For further information,
refer to the consolidated financial statements and footnotes thereto included
in the Company's annual report on Form 10-K for the year ended December 31,
1994.
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UNITED BANCORP AND SUBSIDIARIES
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION
Total assets at March 31, 1995 were $96.754 million. This is a decrease from
December 31, 1994 of $7.1 million or 6.84 %. This was due largely in part to
the Company's sale of over $10 million of its securities. The Company had
incurred short term debt in the fourth quarter of 1994 in order to purchase
securities at higher yields. The bond market declined in the first quarter of
1995 resulting in gains in the Company's portfolio. The Company took advantage
of these gains to pay off such short term debt. If interest rates continue to
rise in the second quarter of 1995, the Company will continue to take advantage
of these gains to purchase securities at higher yields.
Loans have increased since December 31, 1994 by almost $600,000 representing
almost a 2% increase. The Company had $98,000 in net charge offs which
represented three-tenths of a percent of outstanding gross loans. At December
31, 1994, the loan loss reserve was $483,000 which represented 1.43% of
outstanding gross loans. The Company's loan loss reserve was $385,028 at March
31, 1995 which represented 1.12% of outstanding gross loans. The Company will
increase its loan loss reserves by $30,000 over the next quarter to increase
its loan loss reserve percentage.
Demand Deposits and Interest Bearing Deposits decreased by $3.1 million (a
7.75% decrease), while Savings Deposits decreased by $1.6 million (a 10%
decrease). The Company believes that with interest rates rising over the last
year, customers have moved interest bearing deposit accounts into non banking
products such as mutual funds and treasury notes in order to yield higher
returns. In order to offset the decreases in the interest bearing accounts,
the Company offered increased rates for its Time Certificates, resulting in an
increase of Time Certificates of $1.7 million.
Interest income rose $440,000 for the three months ended March 31, 1995
compared to the three months ended March 31, 1994. This was due to interest
rates rising significantly over the last year. Prime rate went from 6% in
March of 1994 to 9% in March of 1995, and the Treasury yield curve increased at
approximately the same rate. Loan interest income increased by $192,000 due to
the purchase of $4 million in commercial real estate loans yielding 11.1% in
May of 1994. The Company owned 90% of these loans and purchased the remaining
10% from the Oregon Public Employee Retirement System. Interest expense on
deposits and other funding liabilities increased $198,000 for the three months
ended March 31, 1995 compared to the three months ended March 31, 1994
resulting in an increase in net interest margin of $242,000. The purchase of
the commercial real estate loans permitted the Company to continue to keep its
cost of funds at manageable levels.
Non Interest Income decreased during the first quarter of 1995 by $13,000 due
to service charges on deposit accounts. Non Interest Expenses increased by
$91,000 during the first quarter of 1995 primarily due to an increase in
Salary and Benefits expenses and a new loan to purchase shares for the
Company's ESOP.
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UNITED BANCORP AND SUBSIDIARIES
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE
ITEM 5. OTHER INFORMATION
NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibits
None
B. Reports on Form 8-K
None
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UNITED BANCORP AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act if 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned therewith duly authorized.
UNITED BANCORP
(REGISTRANT)
Date: May 11, 1995 By: LINDA A. GANIM, TREASURER
-------------------------
Linda A. Ganim, Treasurer
(Principal Accounting Officer)
Date: May 11, 1995 By: M. JOHN LOOSLEY
----------------------
M. John Loosley
President
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<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM UNITED
BANCORP'S MARCH 31, 1995 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<CIK> 0000101032
<NAME> UNITED BANCORP
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> MAR-31-1995
<CASH> 7,587
<INT-BEARING-DEPOSITS> 2,637
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 21,002
<INVESTMENTS-CARRYING> 27,421
<INVESTMENTS-MARKET> 26,768
<LOANS> 34,358
<ALLOWANCE> 385
<TOTAL-ASSETS> 96,754
<DEPOSITS> 65,302
<SHORT-TERM> 8,675
<LIABILITIES-OTHER> 556
<LONG-TERM> 11,945
<COMMON> 1,101
0
0
<OTHER-SE> 8,877
<TOTAL-LIABILITIES-AND-EQUITY> 96,754
<INTEREST-LOAN> 926
<INTEREST-INVEST> 964
<INTEREST-OTHER> 34
<INTEREST-TOTAL> 1,924
<INTEREST-DEPOSIT> 303
<INTEREST-EXPENSE> 649
<INTEREST-INCOME-NET> 1,275
<LOAN-LOSSES> 0
<SECURITIES-GAINS> (58)
<EXPENSE-OTHER> 365
<INCOME-PRETAX> 426
<INCOME-PRE-EXTRAORDINARY> 426
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 290
<EPS-PRIMARY> .66
<EPS-DILUTED> .66
<YIELD-ACTUAL> 0
<LOANS-NON> 0
<LOANS-PAST> 6
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 483
<CHARGE-OFFS> 105
<RECOVERIES> 7
<ALLOWANCE-CLOSE> 385
<ALLOWANCE-DOMESTIC> 385
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>