<PAGE>
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, 1999
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 3/rd/ Street, Delphos, Ohio 45833
-------------------------------------------
(Address of principal executive offices)
(Zip Code)
(419) 692-2010
--------------
(Registrant's telephone number, including area code)
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 _____
----
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
Class: Outstanding at January 31, 2000
Common stock, $0.01 par value 1,584,783 common shares
1.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I - FINANCIAL INFORMATION (UNAUDITED)
Item 1. Financial Statements
Consolidated Statements of Financial Condition................... 3
Consolidated Statements of Income................................ 4
Consolidated Statements of Comprehensive Income.................. 5
Condensed Consolidated Statements of Cash Flows.................. 6
Notes to Consolidated Financial Statements....................... 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations............ 11
Item 3. Quantitative and Qualitative Disclosure About Market Risk.. 15
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.......................................... 16
Item 2. Changes in Securities and Use of Proceeds.................. 16
Item 3. Defaults Upon Senior Securities............................ 16
Item 4. Submission of Matters to a Vote of Security Holders........ 16
Item 5. Other Information.......................................... 16
Item 6. Exhibits and Reports on Form 8-K........................... 16
SIGNATURES.......................................................... 17
</TABLE>
2.
<PAGE>
DELPHOS CITIZENS BANCORP, INC
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
Item 1. Financial Statements
<TABLE>
<CAPTION>
December 31, September 30,
1999 1999
---- ----
<S> <C> <C>
ASSETS
Cash and amounts due from depository institutions $ 4,685,998 $ 2,853,171
Interest-bearing deposits in other financial institutions 1,454,037 847,106
------------ ------------
Total cash and cash equivalents 6,140,035 3,700,277
Securities available for sale 1,474,487 1,864,283
Securities held to maturity 6,535,263 6,804,708
Federal Home Loan Bank stock 1,550,000 1,250,000
Loans, net 115,612,810 113,272,857
Premises and equipment, net 651,837 662,283
Accrued interest receivable 583,171 573,048
Other assets 26,002 100,110
------------ ------------
Total assets $132,573,605 $128,227,566
============ ============
LIABILITIES
Deposits $ 78,202,279 $ 76,840,590
Federal Home Loan Bank advances 28,000,000 25,000,000
Escrow accounts 485,961 306,750
Accrued interest payable 267,961 52,734
Other liabilities 626,052 540,085
------------ ------------
Total liabilities 107,582,253 102,740,159
------------ ------------
SHAREHOLDERS' EQUITY
Preferred Stock, no par value, 1,000,000 shares authorized, none
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 20,131,896 20,055,178
Retained earnings 15,769,714 15,458,050
Treasury stock, at cost 462,848 at December 31, 1999
and 409,439 at September 30, 1999 (8,681,160) (7,746,503)
Unearned Employee Stock Ownership Plan ("ESOP") shares (1,247,212) (1,271,197)
Unearned recognition and retention plan shares (961,318) (995,176)
Accumulated other comprehensive income (41,044) (33,421)
------------ ------------
Total shareholders' equity 24,991,352 25,487,407
------------ ------------
Total liabilities and shareholders' equity $132,573,605 $128,227,566
============ ============
</TABLE>
3.
<PAGE>
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
------------
1999 1998
---- ----
<S> <C> <C>
Interest income
Loans, including fees $2,125,046 $1,908,812
Securities 150,909 202,886
FHLB stock dividends 20,544 16,841
Interest-bearing deposits 10,554 12,977
---------- ----------
Total interest income 2,307,053 2,141,516
---------- ----------
Interest expense
Deposits 877,799 952,443
FHLB advances 362,671 151,265
---------- ----------
Total interest expense 1,240,470 1,103,708
---------- ----------
Net interest income 1,066,583 1,037,808
Provision for loan losses 9,000 3,000
---------- ----------
Net interest income after provision for loan losses 1,057,583 1,034,808
---------- ----------
Noninterest income
Service charges and fees 44,741 146,882
Other income 12,511 11,654
---------- ----------
57,252 158,536
Total noninterest income ---------- ----------
Noninterest expense
Compensation and benefits 218,376 263,796
Occupancy expense 21,083 20,703
Federal deposit insurance premiums 12,711 12,951
State franchise taxes 52,335 57,470
Other expenses 159,033 157,095
---------- ----------
Total noninterest expense 463,538 512,015
---------- ----------
Income before income tax 651,297 681,329
Income tax expense 227,059 239,650
---------- ----------
Net income $ 424,238 $ 441,679
========== ==========
Earnings per common share
Basic $ .30 $ .29
Diluted $ .29 $ .28
</TABLE>
4.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
December 31,
------------
1999 1998
---- ----
<S> <C> <C>
Net income $424,238 $441,679
Other comprehensive income
Unrealized holding losses on
available for sale securities
arising during the period (11,550) (22,561)
Tax effect 3,927 7,671
-------- --------
Other comprehensive income, net of tax (7,623) (14,890)
-------- --------
Comprehensive income $416,615 $426,789
======== ========
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
5.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
December 31,
-------------------------
1999 1998
----------- -----------
<S> <C> <C>
Net cash from operating activities $ 862,988 $ 799,724
Cash flows from investing activities
Securities available for sale
Proceeds from principal payments 377,872 919,182
Securities held to maturity
Proceeds from maturities and principal payments 272,555 770,905
Purchases of Federal Home Loan Bank stock (279,500) --
Net increase in loans (2,348,010) (5,163,391)
Premises and equipment expenditures (2,143) (45,258)
----------- -----------
Net cash from investing activities (1,979,226) 3,518,562
----------- -----------
Cash flows from financing activities
Net change in deposits 1,361,689 852,372
Net change in escrow accounts 179,211 169,893
Advances from FHLB 3,000,000 3,000,000
Dividends on unallocated ESOP shares 62,327 --
Cash dividends paid (112,573) (105,359)
Purchase of treasury stock (934,658) --
----------- -----------
Net cash from financing activities 3,555,996 3,916,906
----------- -----------
Net change in cash and cash equivalents 2,439,758 1,198,068
Cash and cash equivalents at beginning of period 3,700,277 1,618,326
----------- -----------
Cash and cash equivalents at end of period $ 6,140,035 $ 2,816,394
=========== ===========
Supplemental disclosures of cash flow information
Cash paid during the period for:
Interest $ 1,025,243 $ 1,105,567
Income taxes 1,549 10,702
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
6.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.,
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation: These interim consolidated 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. at December 31, 1999, and its results of operations and
cash flows for the periods presented. All such adjustments are normal and
recurring in nature. The accompanying consolidated financial statements have
been prepared in accordance with the instructions of Form 10-Q and, therefore,
do not purport to contain all 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, 1999, contains consolidated financial statements and related notes
that should be read in conjunction with the accompanying unaudited consolidated
financial statements.
Consolidation Policy: The consolidated financial statements include the of
- --------------------
Delphos Citizens Bancorp, Inc. ("Delphos") and its wholly-owned subsidiary,
Citizens Bank of Delphos ("Bank"), together referred to as the Company. All
significant intercompany balances and transactions have been eliminated.
Nature of Operations: 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, which generates
the majority of the Company's income. The Company's primary deposit products
are interest-bearing checking accounts and certificates of deposit. There are
no branch operations.
Business Segment Information: While the Company's chief decision-makers monitor
- ----------------------------
the revenue streams of the Company's various products and services, operations
are managed and financial performance is evaluated on a company-wide basis.
Accordingly, all of the Company's banking operations are considered by
management to be aggregated in one reportable segment.
Use of Estimates: To prepare financial statements in conformity with generally
- ----------------
accepted accounting principals, management makes estimates and assumptions based
on available information. These estimates and assumptions affect the amounts
reported in the financial statements and the disclosures provided, and future
results could differ. The allowance for loan losses, fair values of financial
instruments and status of contingencies are particularly subject to change.
Income Taxes: Income tax expense is the sum of the current year income tax due
- ------------
or refundable and the change in deferred tax assets and liabilities. Deferred
tax assets and liabilities are the expected future tax consequences of temporary
differences between the carrying amounts and tax bases of assets and
liabilities, computed using enacted tax rates. A valuation allowance, if
needed, reduces deferred tax assets to the amount expected to be realized.
Earnings Per Common Share: Basic earnings per common share is net income
- -------------------------
divided by the weighted average number of shares outstanding during the period.
Employee Stock Ownership Plan ("ESOP") shares are considered to be outstanding
for this calculation unless unearned. Recognition and Retention Plan ("RRP")
shares are considered outstanding as they become vested. Diluted earnings per
common share includes the dilutive effect of RRP shares and the additional
potential common shares issuable under stock options.
- --------------------------------------------------------------------------------
(Continued)
7.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.,
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The factors used in the earnings per share computation were as follows:
<TABLE>
<CAPTION>
Three Months Ended
December 31,
------------------------
1999 1998
----------- -----------
<S> <C> <C>
Basic earnings per common share
Net income $ 424,238 $ 441,679
========== ==========
Weighted average common shares outstanding 1,606,638 1,755,991
Less: Average unallocated ESOP shares (126,293) (135,888)
Less: Average nonvested RRP shares (64,584) (71,407)
---------- ----------
Average shares 1,415,761 1,548,696
========== ==========
Basic earnings per common share $ .30 $ .29
========== ==========
Diluted earnings per common share
Net income $ 424,238 $ 441,679
========== ==========
Weighted average common shares outstanding
for basic earnings per common shares 1,415,761 1,548,696
Add: Dilutive effects of average nonvested RRP shares 4,366 --
Add: Dilutive effects of stock options 19,070 20,235
---------- ----------
Average shares and dilutive potential common shares 1,439,197 1,568,931
========== ==========
Diluted earnings per common share $ .29 $ .28
========== ==========
</TABLE>
NOTE 2 - SECURITIES
The amortized cost and fair values of securities were as follows:
<TABLE>
<CAPTION>
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Loss Value
---------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
December 31, 1999
Available for sale
Ginnie Mae Certificates $ 604,674 $ -- $(18,093) $ 586,581
Fannie Mae Certificates 932,001 -- (44,095) 887,906
---------- -------- -------- ----------
Total $1,536,675 $ -- $(62,188) $1,474,487
========== ======== ======== ==========
Held to maturity
Ginnie Mae Certificates $6,490,856 $126,151 $(60,206) $6,556,801
Freddie Mac Certificates 44,407 1,509 -- 45,916
---------- -------- -------- ----------
Total $6,535,263 $127,660 $(60,206) $6,602,717
========== ======== ======== ==========
</TABLE>
- --------------------------------------------------------------------------------
(Continued)
8.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.,
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
NOTE 2 - SECURITIES (Continued)
<TABLE>
<CAPTION>
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Loss Value
---- ----- ---- -----
<S> <C> <C> <C> <C>
September 30, 1999
Available for sale
Ginnie Mae Certificates $ 612,628 $ 1,928 $(11,486) $ 603,070
Fannie Mae Certificates 1,302,293 -- (41,080) 1,261,213
---------- -------- -------- ----------
Total $1,914,921 $ 1,928 $(52,566) $1,864,283
========== ======== ======== ==========
Held to maturity
Ginnie Mae Certificates $6,751,603 $156,048 $(29,891) $6,877,760
Freddie Mac Certificates 53,105 1,997 -- 55,102
---------- -------- -------- ----------
Total $6,804,708 $158,045 $(29,891) $6,932,862
========== ======== ======== ==========
</TABLE>
There were no sales of securities during the three months ended December 31,
1999 or 1998.
NOTE 3 - LOANS
Loans were as follows:
<TABLE>
<CAPTION>
December 31, September 30,
1999 1999
---- ----
<S> <C> <C>
Real estate loans
One- to four- family $101,402,795 $ 99,540,099
Multi-family 2,371,202 2,276,434
Commercial real estate 6,472,609 6,562,409
Construction and land 3,825,269 5,413,046
------------ ------------
114,071,875 113,791,988
Less:
Mortgage loans in process (2,261,237) (3,717,498)
Net deferred loan origination fees (28,743) (28,205)
------------ ------------
111,781,895 110,046,285
Consumer and other loans
Manufactured homes 87,937 116,985
Home equity loans 2,922,928 2,326,539
Unsecured loans 126,569 133,286
Other consumer loans 836,224 783,255
------------ ------------
3,973,658 3,360,065
Less: Allowance for loan losses (142,743) (133,493)
------------ ------------
$115,612,810 $113,272,857
============ ============
</TABLE>
- --------------------------------------------------------------------------------
(Continued)
9.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
NOTE 3 - LOANS (Continued)
Activity in the allowance for loan losses was as follows:
<TABLE>
<CAPTION>
Three Months Ended
December 31,
------------
1999 1998
-------- --------
<S> <C> <C>
Beginning balance $133,493 $118,360
Provision for loan losses 9,000 3,000
Recoveries 250 --
Charge-offs -- --
-------- --------
Ending balance $142,743 $121,360
======== ========
</TABLE>
Loans considered impaired within the scope of SFAS No. 114 were not significant
at December 31, 1999 and September 30, 1999, and during the three months ended
December 31, 1999 and 1998.
- --------------------------------------------------------------------------------
10.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
Item 2. Management's Discussion and Analysis of Financial Condition
-----------------------------------------------------------
and Results of Operations
-------------------------
The following discusses the financial condition of the Company as of December
31, 1999, as compared to September 30, 1999, and the results of operations for
the three month period ended December 31, 1999, compared with the same period in
1998. This discussion should be read in conjunction with the interim financial
statements and footnotes included herein.
Forward Looking Statements
When used in this document, the words or phrases "will likely result," "are
expected to," "will continue," "is anticipated," "estimated," "projected," 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 charges in
economic conditions in the Bank's market area, change in policies by regulatory
agencies, fluctuations in interest rates, demand from historical earnings and
those presently anticipated or projected. Factors listed above could affect the
Company's financial performance and could cause the Company's actual results for
future periods to differ materially from any statements expressed with respect
to future periods.
The Company does not undertake, and specifically disclaims any obligation, to
publicly revise any forward looking statements to reflect events of
circumstances after the date of such statements or to reflect the occurrence of
anticipated or unanticipated events.
Analysis of Financial Condition
The Company's assets totaled $132.6 million at December 31, 1999, an increase of
$4.4 million, or 3.4%, from $128.2 million at September 30, 1999. The growth in
assets was primarily in cash and cash equivalents and loans partly offset by a
decrease in securities. Such growth was funded by increased deposits and
borrowed funds.
At December 31, 1999, the Company's securities portfolio was comprised of Ginnie
Mae, Fannie Mae and Freddie Mac fixed and variable rate securities.
Approximately 18% of the securities portfolio was classified as available for
sale. The remainder of the 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 additional funds
through the use of FHLB advances. Management's strategy emphasizes the
investment in mortgage-backed securities guaranteed by U.S. government agencies
in order to minimize risk.
Net loans increased from $113.3 million at September 30, 1999 to $115.6 million
at December 31, 1999. The growth in loans was primarily in one- to four-family
real estate loans, which increased $1.9 million, or 1.7%, during the period.
Construction loans decreased $2.5 million as loans were converted to permanent
financing upon completion of construction. Changes in other types of loans were
not significant.
Total deposits increased $1.4 million, or 1.8%, from $76.8 million at September
30, 1999 to $78.2 million at December 31, 1999. The Company experienced
increases in all deposit types, however, no individual type made up a
significant amount of the increase.
Borrowings from the FHLB totaled $28.0 million at December 31, 1999, an increase
of $3.0 million from September 30, 1999. Management has used advances from the
FHLB as an alternative source of funds in order to continue to meet loan demand
and to leverage the Company's excess capital.
- --------------------------------------------------------------------------------
11.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
Shareholders' equity totaled $25.0 million at December 31, 1999, a decrease of
$500,000 from $25.5 million at September 30, 1999. Equity as a percentage of
assets decreased slightly from 19.9% at September 30, 1999 to 18.9% at December
31, 1999. The decrease was primarily the result of the Company purchasing 53,409
shares of its common stock on the secondary market.
Results of Operations
Operating results of the Company are affected by general economic conditions,
monetary and fiscal policies of federal agencies and policies of agencies
regulating financial institutions. The Company's cost of funds is influenced by
interest rates on competing investments and general market rates of interest.
Lending activities are influenced by demand for real estate loans and other
types of loans which, in turn, is affected by the interest rates at which such
loans are made, general economic conditions and availability of funds for
lending activities.
The Company's net income is primarily dependent on its net interest income (the
difference between interest income generated on interest-earning assets and
interest expense incurred on interest-bearing liabilities). Net income is also
affected by provisions for loan losses, service charges, gains on sale of assets
and other income, noninterest expense and income taxes. The Company's net income
of $424,000 for the three months ended December 31, 1999 represented a slight
decrease when compared to the same period in 1998.
Net interest income is the largest component of the Company's income and is
affected by the interest rate environment and volume and composition of
interest-earning assets and interest-bearing liabilities. Net interest income
totaled $1,067,000 for the three months ended December 31, 1999, compared to
$1,038,000 for the same period in 1998. The Company remains liability sensitive,
whereby its interest-bearing liabilities will generally reprice more quickly
than its interest-earning assets. Therefore, the Company's net interest margin
will generally increase in periods of falling interest rates in the market and
will decrease in periods of increasing interest rates. Accordingly, in a rising
interest rate environment, the Company may need to increase rates to attract and
retain deposits. Due to the negative gap position, the rise in interest rates
may not have such an immediate impact on interest-earning assets. This lag could
negatively affect net interest income.
Interest and fees on loans totaled $2,125,000 for the three months ended
December 31, 1999 compared to $1,909,000 for the three months ended December 31,
1998. The increase in interest and fees on loans was due to higher average loan
balances related to the origination of new one- to four-family real estate
loans.
- --------------------------------------------------------------------------------
12.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
Interest and dividends on securities totaled $151,000 for the three months ended
December 31, 1999, compared to $203,000 for the same period in 1998. The
decrease was primarily due to a decrease in the volume of securities since the
prior period as the majority of the proceeds from principal payments have been
reinvested in higher yielding loans.
Interest on deposits totaled $878,000 for the three months ended December 31,
1999, and $952,000 for the three months ended December 31, 1998. The decrease
resulted from a lower average cost of deposits for the period.
Interest on FHLB advances was $363,000 for the three months ended December 31,
1999 compared to $151,000 for the three months ended December 31, 1998.
Beginning in the third quarter of fiscal 1998, the Company borrowed funds to
provide funding for loan growth and to leverage their excess capital. As
opportunities arise, the Company may make additional borrowings to fund loan
future demand.
The Company maintains an allowance for loan losses in an amount, which, in
management's judgment, is adequate to absorb probable losses inherent in the
loan portfolio. While management utilizes its best judgment and information
available, ultimate adequacy of the allowance is dependent on a variety of
factors, including performance of the Company's loan portfolio, the economy,
changes in real estate values and interest rates and the view of the regulatory
authorities toward loan classifications. The provision for loan losses is
determined by management as the amount to be added to the allowance for loan
losses after net charge-offs have been deducted to bring the allowance to a
level considered adequate to absorb probable losses in the loan portfolio. The
amount of the provision is based on management's regular review of the loan
portfolio and consideration of such factors as historical loss experience,
general prevailing economic conditions, changes in size and composition of the
loan portfolio and specific borrower considerations, including ability of the
borrower to repay the loan and the estimated value of the underlying collateral.
The provision for loan losses totaled $9,000 during the three months ended
December 31, 1999, compared to $3,000 for the same period in 1998.
Noninterest income totaled $57,000 for the three months ended December 31, 1999,
compared to $159,000 for the three months ended December 31, 1998. The decrease
was primarily the result of increased service charges and fees on loan accounts
during the three months ended December 31, 1998 resulting primarily from the
number of loan customer's refinancing their loans due to the decrease in
interest rates in the fourth quarter of 1998.
Noninterest expense totaled $464,000 for the three months ended December 31,
1999, compared to $512,000 for the same period in 1998. The decrease primarily
resulted from a decrease in compensation and benefits. No other components had a
significant change from the same period in 1998.
The change in income tax expense is primarily attributable to the change in net
income before income taxes. Income tax expense totaled $227,000, or an effective
rate of 34.9%, for the three months ended December 31, 1999, compared to
$240,000, or an effective rate of 35.2% for the three months ended December 31,
1998.
- --------------------------------------------------------------------------------
13.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- --------------------------------------------------------------------------------
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 4% of the sum of its average daily balance of net
withdrawable deposit accounts and borrowings payable in one year or less. At
December 31, 1999, the Bank complied with this requirement with a liquidity
ratio of 13.45%. 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 summarizes the Bank's regulatory capital requirements and
actual capital at December 31, 1999.
<TABLE>
<CAPTION>
Excess of actual
capital over current
Actual capital Current requirement requirement Applicable
---------------- ------------------- --------------------
(Dollars in thousands) Amount Percent Amount Percent Amount Percent Asset Total
------ ------- -------- ------- -------- ------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Tangible capital $12,876 9.7% $1,989 1.5% $10,887 8.2% $132,632
Core capital 12,876 9.7 3,979 3.0 8,897 6.7 132,632
Risk-based capital 13,019 18.5 5,619 8.0 7,400 10.5 70,240
</TABLE>
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, 1999, the Bank was considered well capitalized under Prompt
Corrective Action Regulations.
Year 2000
The Company experienced no problems in their own computer application systems,
nor has management been made aware of any system problems of the Company's major
customers and vendors, related to Year 2000 issues. In addition, management
believes the Company did not experience unusual deposit withdrawals related to
Year 2000. In 1999, the Company's expenditures for Year 2000 issues totaled
$2,028. The Company's total expenditures for Year 2000 issues totaled $77,066.
The Company does not expect to incur any material costs over the next few months
in regards to Year 2000 issues.
- --------------------------------------------------------------------------------
14.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
QUANTITATIVE AND QUALITATIVE DISCLOSURE
ABOUT MARKET RISK
- --------------------------------------------------------------------------------
Item 3. Quantitative and Qualitative Disclosure About Market Risk
---------------------------------------------------------
There have been no material changes in the quantitative and qualitative
disclosures about market risk as of December 31, 1999, from that presented in
the Company's Annual Report on Form 10-K for the fiscal year ended September 30,
1999.
- --------------------------------------------------------------------------------
15.
<PAGE>
DELPHOS CITIZENS BANCORP, INC.
PART II - OTHER INFORMATION
- --------------------------------------------------------------------------------
Item 1 - Legal Proceedings
-----------------
None
Item 2 - Changes in Securities and Use of Proceeds
-----------------------------------------
None
Item 3 - Defaults Upon Senior Securities
-------------------------------
None
Item 4 - Submission of Matter to a Vote of Security Holders
--------------------------------------------------
None
Item 5 - Other Information
-----------------
None
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)
27.0 Financial Data Schedule
(b) No current reports on Form 8-K were filed by the Company during
the quarter ended December 31, 1999.
(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.
- --------------------------------------------------------------------------------
16.
<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.
DELPHOS CITIZENS BANCORP INC.
-----------------------------
(Registrant)
Date: February 9, 2000 /s/ Joseph R. Reinemeyer
---------------- --------------------------------------
Joseph R. Reinemeyer
President and Chief Executive Officer
(Principal Executive Officer)
- --------------------------------------------------------------------------------
17.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION QUARTERLY REPORT ON FORM
10-Q FOR THE FISCAL QUARTER IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH A
LEGEND.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> OCT-1-1999
<PERIOD-END> DEC-31-1999
<CASH> $4,685,998
<INT-BEARING-DEPOSITS> 1,454,037
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 1,474,487
<INVESTMENTS-CARRYING> 6,535,263
<INVESTMENTS-MARKET> 6,602,717
<LOANS> 115,612,810
<ALLOWANCE> 142,743
<TOTAL-ASSETS> 132,573,605
<DEPOSITS> 78,202,279
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,379,944
<LONG-TERM> 28,000,000
0
0
<COMMON> 20,476
<OTHER-SE> 24,970,876
<TOTAL-LIABILITIES-AND-EQUITY> 132,573,605
<INTEREST-LOAN> 2,125,046
<INTEREST-INVEST> 150,909
<INTEREST-OTHER> 31,098
<INTEREST-TOTAL> 2,307,053
<INTEREST-DEPOSIT> 877,799
<INTEREST-EXPENSE> 1,240,470
<INTEREST-INCOME-NET> 1,066,583
<LOAN-LOSSES> 9,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 463,538
<INCOME-PRETAX> 651,297
<INCOME-PRE-EXTRAORDINARY> 651,297
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 424,238
<EPS-BASIC> .30
<EPS-DILUTED> .29
<YIELD-ACTUAL> 3.45
<LOANS-NON> 0
<LOANS-PAST> 275,839
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 133,493
<CHARGE-OFFS> 0
<RECOVERIES> 250
<ALLOWANCE-CLOSE> 142,743
<ALLOWANCE-DOMESTIC> 142,743
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 15,000
</TABLE>