U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the quarterly period ended March 31, 2000
Transition report under Section 13 or 15(d) of the Exchange Act
- ----
For the transition period from to
---------
Commission file number 333-19201
---------
THE COMMERCIAL BANCORP, INC.
----------------------------
(Exact Name of Small Business Issuer as Specified in Its Charter)
Florida 59-3396236
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
258 North Nova Road
Ormond Beach, Florida 32174
(Address of Principal Executive Offices)
(904) 672-3003
(Issuer's Telephone Number, Including Area Code)
____________________________________________________________
(Former Name, Former Address and Former Fiscal Year, if Changed
Since Last Report)
Check whether the issuer: (1) filed all reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act 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
---
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date;
Common stock, par value $.01 per share 487,291 shares
- -------------------------------------- ----------------------------
(class) Outstanding at April 7, 2000
Transitional Small Business Format (Check One): YES NO X
---- ----
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements Page
Condensed Consolidated Balance Sheets -
At March 31, 2000 (Unaudited) and At December 31, 1999................2
Condensed Consolidated Statements of Operations (Unaudited) -
Three Months ended March 31, 2000 and 1999............................3
Condensed Consolidated Statement of Changes in Stockholders'
Equity (Unaudited) -
Three Months ended March 31, 2000.....................................4
Condensed Consolidated Statements of Cash Flows (Unaudited) -
Three Months ended March 31, 2000 and 1999............................5
Notes to Condensed Consolidated Financial Statements (Unaudited)......6-7
Review by Independent Certified Public Accountants......................8
Report on Review by Independent Certified Public Accountants............9
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations...........................................10-11
Item 3. Quantitative and Qualitative Disclosures About Market Risk.......12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings...............................................12
Item 6. Exhibits and Reports on Form 8-K................................12
SIGNATURES..................................................................13
1
<PAGE>
<TABLE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
At
March 31, December 31,
Assets 2000 1999
---- ----
(unaudited)
<S> <C> <C>
Cash and due from banks......................................................... $ 784,845 766,972
Federal funds sold ............................................................ 1,298,335 1,051,995
---------- ----------
Total cash and cash equivalents..................................... 2,083,180 1,818,967
Securities available for sale................................................... 11,154,604 7,897,493
Loans receivable, net of allowance for loan losses of $290,000
in 2000 and 1999............................................................ 14,967,585 14,372,913
Accrued interest receivable..................................................... 172,405 146,202
Premises and equipment, net..................................................... 715,418 519,639
Federal Home Loan Bank stock, at cost........................................... 88,300 64,500
Deferred tax asset ............................................................ 887,111 862,611
Other assets ............................................................ 45,480 49,819
---------- ----------
Total assets........................................................ $ 30,114,083 25,732,144
========== ==========
Liabilities and Stockholders' Equity
Liabilities:
Noninterest-bearing demand deposits......................................... 1,522,582 1,098,188
Savings and NOW deposits.................................................... 5,324,212 4,974,284
Money-market deposits....................................................... 239,379 226,115
Time deposits ............................................................ 18,584,164 14,921,394
---------- ----------
Total deposits...................................................... 25,670,337 21,219,981
Advance from Federal Home Loan Bank......................................... 1,000,000 1,000,000
Official checks ............................................................ 60,612 112,738
Accrued interest payable and other liabilities.............................. 73,819 103,098
---------- ----------
Total liabilities................................................... 26,804,768 22,435,817
---------- ----------
Stockholders' equity:
Common stock, $.01 par value; 10,000,000 shares authorized,
480,991 in 2000 and 475,491 in 1999 shares
issued and outstanding.................................................. 4,810 4,755
Additional paid-in capital.................................................. 4,790,380 4,735,435
Accumulated deficit......................................................... (1,384,154) (1,364,936)
Accumulated other comprehensive income (loss)............................... (101,721) (78,927)
---------- ----------
Total stockholders' equity.......................................... 3,309,315 3,296,327
---------- ----------
Total liabilities and stockholders' equity.......................... $ 30,114,083 25,732,144
========== ==========
See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>
2
<PAGE>
<TABLE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended
March 31,
2000 1999
---- ----
Interest income:
<S> <C> <C>
Loans receivable.................................................................... $ 343,947 242,218
Securities.......................................................................... 157,254 31,420
Other interest-earning assets....................................................... 12,669 43,177
------- -------
Total interest income....................................................... 513,870 316,815
------- -------
Interest expense:
Deposits............................................................................ 274,821 178,926
Borrowings.......................................................................... 16,693 19,054
------- -------
Total interest expense...................................................... 291,514 197,980
------- -------
Net interest income ........................................................ 222,356 118,835
Provision for loan losses............................................................... - 27,000
------- -------
Net interest income after provision for
loan losses............................................................... 222,356 91,835
------- -------
Noninterest income-
Service charges and fees............................................................ 17,525 11,341
------- -------
Noninterest expense:
Salaries and employee benefits...................................................... 130,817 165,716
Occupancy expense................................................................... 63,316 55,195
Professional fees................................................................... 18,096 29,181
Advertising......................................................................... 13,994 1,511
Data processing..................................................................... 10,789 5,447
Other............................................................................... 33,687 48,573
------- -------
Total noninterest expense................................................... 270,699 305,623
------- -------
Loss before income tax benefit.......................................................... (30,818) (202,447)
Income tax benefit.......................................................... (11,600) (76,200)
------- -------
Net loss................................................................................ $ (19,218) (126,247)
======= =======
Loss per share, basic and diluted....................................................... $ (.04) (.27)
======= =======
Dividends per share..................................................................... $ - -
======= =======
Weighted-average number of shares outstanding for
basic and diluted................................................................... 476,491 464,916
======= =======
See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>
3
<PAGE>
<TABLE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Condensed Consolidated Statement of Changes in Stockholders' Equity
Three Months Ended March 31, 2000 (Unaudited)
Accumulated
Other
Compre-
Common Stock Additional hensive Total
------------------- Paid-In Accumulated Income Stockholders'
Shares Amount Capital Deficit (Loss) Equity
------ ------ ----------- ----------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1999.............. 475,491 $ 4,755 4,735,435 (1,364,936) (78,927) 3,296,327
---------
Comprehensive income:
Net loss (unaudited)................. - - - (19,218) - (19,218)
Net change in unrealized loss on
securities available for sale,
net of tax of $12,900
(unaudited)...................... - - - - (22,794) (22,794)
---------
Comprehensive income (loss)
(unaudited)...................... (42,012)
---------
Issuance of 5,500 shares of common
stock upon exercise of 5,500
warrants (unaudited)................. 5,500 55 54,945 - - 55,000
------- ----- --------- --------- ------- ---------
Balance at March 31, 2000 (unaudited)..... 480,991 $ 4,810 4,790,380 (1,384,154) (101,721) 3,309,315
======= ===== ========= ========= ======= =========
See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>
4
<PAGE>
<TABLE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Cash Flows (Unaudited)
Three Months Ended
March 31,
2000 1999
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net loss......................................................................... $ (19,218) (126,247)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization................................................ 25,446 21,742
Provision for loan losses.................................................... - 27,000
Credit for deferred income taxes............................................. (11,600) (76,200)
Net amortization of fees, costs, premiums and discounts...................... 6,441 20,904
(Increase) decrease in accrued interest receivable and
other assets............................................................... (21,864) 12,906
Decrease in official checks, accrued interest
payable and other liabilities.............................................. (81,405) (6,368)
---------- ---------
Net cash used in operating activities........................................ (102,200) (126,263)
---------- ---------
Cash flows from investing activities:
Purchases of securities available for sale....................................... (3,461,190) -
Principal repayments on securities available for sale............................ 161,650 768,061
Net increase in loans............................................................ (594,378) (662,480)
Purchase of premises and equipment............................................... (221,225) (12,781)
Purchase of Federal Home Loan Bank stock......................................... (23,800) (14,500)
---------- ---------
Net cash (used in) provided by investing activities.......................... (4,138,943) 78,300
---------- ---------
Cash flows from financing activities:
Net increase (decrease) in deposits.............................................. 4,450,356 (1,580,805)
Net increase in other borrowings................................................. - 42,500
Proceeds from issuance of common stock upon exercise of
warrants..................................................................... 55,000 22,500
---------- ---------
Net cash provided by (used in) financing activities.......................... 4,505,356 (1,515,805)
---------- ---------
Net increase (decrease) in cash and cash equivalents................................. 264,213 (1,563,768)
Cash and cash equivalents at beginning of period..................................... 1,818,967 4,948,505
---------- ---------
Cash and cash equivalents at end of period........................................... $ 2,083,180 3,384,737
========== =========
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest..................................................................... $ 280,570 200,616
========== =========
Income taxes................................................................. $ - -
========== =========
Noncash transaction-
Accumulated other comprehensive income (loss), net change
in unrealized loss on securities available for sale,
net of tax................................................................. $ (22,794) 6,329
========== =========
See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>
5
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Notes to Condensed Consolidated Financial Statements (Unaudited)
(1) General Description and Basis of Presentation. The Commercial Bancorp,
Inc. (the "Holding Company") was incorporated on August 15, 1996. The
Holding Company owns 100% of the outstanding common stock of The
Commercial Bank of Volusia County (the "Bank") (together, "TCB"). The
Holding Company was organized simultaneously with the Bank and its only
business is the ownership and operation of the Bank. The Bank is a
Florida state-chartered commercial bank and its deposits are insured by
the Federal Deposit Insurance Corporation. The Bank opened for business
on October 14, 1997, and provides a variety of community banking
services to businesses and individuals in Volusia County, Florida.
In the opinion of the management of TCB, the accompanying condensed
consolidated financial statements contain all adjustments (consisting of
normal recurring accruals) necessary to present fairly the financial
position at March 31, 2000 and the results of operations and cash flows
for the three months ended March 31, 2000 and 1999. The results of
operations and other data for the three months ended March 31, 2000 are
not necessarily indicative of results that may be expected for the year
ending December 31, 2000.
The condensed consolidated financial statements include the accounts of
the Holding Company and the Bank. All significant intercompany accounts
and transactions have been eliminated in consolidation.
(2) Loan Impairment and Loan Losses. The average net investment in impaired
loans and interest income recognized and received on impaired loans is
as follows:
<TABLE>
Three Months Ended
March 31,
2000 1999
---- ----
<S> <C> <C>
Average net investment in impaired loans...............$ - 599,513
=========== =======
Interest income recognized on impaired loans...........$ - -
=========== =======
Interest income received on impaired loans.............$ - -
=========== =======
</TABLE>
No loans were identified as impaired by TCB at March 31, 2000 or
December 31, 1999.
The activity in the allowance for loan losses was as follows:
Three Months Ended
March 31,
2000 1999
---- ----
Balance at beginning of period............. $ 290,000 760,000
Provision for loan losses.................. - 27,000
------- -------
Balance at end of period................... $ 290,000 787,000
======= =======
(3) Loss Per Share. Basic and diluted loss per share are the same and have
been computed on the basis of the weighted-average number of shares of
common stock outstanding. TCB"s common stock equivalents are not
dilutive.
(continued)
6
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Notes to Condensed Consolidated Financial Statements (unaudited), Continued
(4) Regulatory Matters. The Bank is subject to various regulatory capital
requirements administered by various regulatory banking agencies.
Failure to meet minimum capital requirements can initiate certain
mandatory and possibly additional discretionary actions by regulators
that, if undertaken, could have a direct material effect on TCB's
financial statements. Under capital adequacy guidelines and the
regulatory framework for prompt corrective action, the Bank must meet
specific capital guidelines that involve quantitative measures of the
Bank's assets, liabilities, and certain off-balance-sheet items as
calculated under regulatory accounting practices. The Bank's capital
amounts and classification are also subject to qualitative judgements
by the regulators about components, risk weightings, and other
factors.
Quantitative measures established by regulation to ensure capital
adequacy require the Bank to maintain minimum amounts and percentages
(set forth in the table below) of total and Tier I capital (as
defined in the regulations) to risk-weighted assets (as defined), and
of Tier I capital (as defined) to average assets (as defined).
Management believes, at March 31, 2000, that the Company meets all
capital adequacy requirements to which it is subject.
As of March 31, 2000, the most recent notification from the
regulatory authorities categorized the Bank as well capitalized under
the regulatory framework for prompt corrective action. To be
categorized as well capitalized, the Bank must maintain minimum total
risk-based, Tier I risk-based, and Tier I leverage percentages as set
forth in the table. There are no conditions or events since that
notification that management believes have changed the Bank's
category. The Bank's actual capital amounts and percentages are also
presented in the table (dollars in thousands).
<TABLE>
To Be Well
Minimum Capitalized Under
For Capital Prompt Corrective
Actual Adequacy Purposes: Action Provisions:
--------------------- -------------------- ---------------------
Amount % Amount % Amount %
------ ----- ------ ----- ------ -----
At March 31, 2000:
<S> <C> <C> <C> <C> <C> <C>
Total capital (to Risk-
Weighted Assets)........... $ 2,757 17.2% $ 1,284 8.0% $ 1,605 10.0%
Tier I Capital (to Risk-
Weighted Assets)........... 2,555 15.9 642 4.0 963 6.0
Tier I Capital
(to Average Assets)........ 2,555 9.6 1,066 4.0 1,332 5.0
</TABLE>
(5) Other Events. In March 2000, TCB purchased a parcel of land for
approximately $225,000 in Port Orange, Florida for a future branch site
(6) Year 2000 Issues. TCB's operating and financial systems have been found
to be compliant; the "Y2K Problem" has not adversely affected TCB's
operations nor does management expect that it will.
7
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Review by Independent Certified Public Accountants
Hacker, Johnson, Cohen & Grieb PA, TCB's independent certified public
accountants, have made a limited review of the financial data as of March 31,
2000, and for the three-month periods ended March 31, 2000 and 1999 presented in
this document, in accordance with standards established by the American
Institute of Certified Public Accountants.
Their report furnished pursuant to Article 10 of Regulation S-X is included
herein.
8
<PAGE>
Report on Review by Independent Certified Public Accountants
The Board of Directors
The Commercial Bancorp, Inc.
Ormond Beach, Florida:
We have reviewed the accompanying condensed consolidated balance sheet of
The Commercial Bancorp, Inc. and Subsidiary ("TCB") as of March 31, 2000, and
the related condensed consolidated statements of operations and cash flows for
the three-month periods ended March 31, 2000 and 1999, and the condensed
consolidated statement of changes in stockholders' equity for the three-month
period ended March 31, 2000. These financial statements are the responsibility
of TCB's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the condensed consolidated financial statements referred to
above for them to be in conformity with generally accepted accounting
principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of December 31, 1999, and the
related consolidated statements of operations, changes in stockholders' equity
and cash flows for the year then ended (not presented herein); and in our report
dated February 1, 2000 we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of December 31, 1999, is
fairly stated, in all material respects, in relation to the consolidated balance
sheet from which it has been derived.
HACKER, JOHNSON, COHEN & GRIEB PA
Tampa, Florida
April 11, 2000
9
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations
Comparison of March 31, 2000 and 1999 (Unaudited) and December 31, 1999
General
The Holding Company was incorporated on August 15, 1996. The Holding
Company owns 100% of the outstanding common stock of the Bank. The Holding
Company was organized simultaneously with the Bank and its only business is
the ownership and operation of the Bank. The Bank is a Florida
state-chartered commercial bank and its deposits are insured by the Federal
Deposit Insurance Corporation. The Bank opened for business on October 14,
1997, and provides a variety of community banking services to businesses
and individuals in Volusia County, Florida.
New Bank Charter and Planned Public Offering
During 1998, TCB along with a group of local organizers made application to
the state of Florida for a bank charter in Highlands County, Florida.
Management planned to raise the capital for the new bank from a public
offering of TCB's common stock. In early 1999, TCB withdrew their
application and the local organizers from Highlands County ("Organizers")
elected to continue without TCB. Because of this, management terminated its
planned public offering and charged-off $88,986 in prepaid offering expenses
during 1998. During 1999, TCB and the Organizers entered into a settlement
agreement in which the Organizers paid TCB $402,993 in proceeds, including
repayment of debt and for certain premises and equipment and as partial
reimbursement of organization expenses.
Liquidity and Capital Resources
TCB's primary source of cash during the three months ended March 31, 2000
was from a net increase in deposits of $4.5 million. Cash was used
primarily to purchase securities available for sale of $3.5 million and to
fund loan originations, net of principal repayments of approximately
$600,000. At March 31, 2000, TCB had unfunded lines of credit of
approximately $1.5 million and approximately $18.4 million in time deposits
maturing in one year or less. At March 31, 2000, the Bank exceeded its
regulatory liquidity requirements.
The following table shows selected ratios for the periods ended or at the
dates indicated:
<TABLE>
Three Months Three Months
Ended Year Ended Ended
March 31, December 31, March 31,
2000 1999 1999
--------------- --------------- ------------
<S> <C> <C> <C>
Average equity as a percentage
of average assets...................................... 11.99% 14.87% 15.30%
Total equity to total assets at end of period............. 10.99% 12.81% 15.77%
Return on average assets (1).............................. (.28)% .03% (2.41)%
Return on average equity (1).............................. (2.33)% .18% (15.74)%
Noninterest expense to average assets (1)................. 3.94% 4.91% 5.83%
Nonperforming loans and foreclosed
real estate as a percentage of total assets
at end of period....................................... - % - % 6.42%
Allowance for loan losses as a percentage of
total loans at end of period........................... 1.90% 1.98% 6.06%
<FN>
(1) Annualized for the three months ended March 31, 2000 and 1999.
</FN>
</TABLE>
10
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Results of Operations
Comparison of the Three-Month Periods Ended March 31, 2000 and 1999
General. Net loss for the three months ended March 31, 2000 was $19,218, or
$.04 per basic and diluted share, compared to a net loss for the three
months ended March 31, 1999 of $126,247, or $.27 per basic and diluted
share.
Interest Income. Interest income increased $197,055 or 62.2%, to $513,870 for
the three months ended March 31, 2000 from $316,815 for the three months
ended March 31, 1999. Interest income earned on loans increased $101,729
or 42.0% to $343,947 in 2000 due to increases in the average loan
portfolio balance to $15.2 million for the three months ended March 31,
2000 from $12.1 million for the comparable period in 1999, and in the
average yield earned to 9.03% in 2000 from 7.99% in 1999.
Interest Expense. Interest expense increased $93,534 or 47.2%, to $291,514
for the three months ended March 31, 2000 from $197,980 for the three
months ended March 31, 1999. Interest expense on deposits increased
$95,895 due to increases in average balance of deposits to $21.2 million
for the three months ended March 31, 2000 from $15.3 million for the
comparable period in 1999, and in the average cost from 4.67% in 1999 to
5.19% in 2000.
Provision for Loan Losses. The provision for loan losses is charged to
earnings to increase the total allowance to a level deemed appropriate by
management and is based upon the volume and type of lending conducted by
TCB, industry standards, the amount of nonperforming loans and general
economic conditions, particularly as they relate to TCB's market areas,
and other factors related to the collectibility of TCB's loan portfolio.
TCB did not record a provision for loan losses for the three months ended
March 31, 2000 and the allowance for loan losses was $290,000 at March 31,
2000. Management believes the allowance is adequate at March 31, 2000.
Noninterest Expense. Noninterest expense decreased $34,924 or 11.4% to
$270,699 for the three months ended March 31, 2000 compared to $305,623
for the three months ended March 31, 1999. This decrease was mainly due to
the expenses relating to the Highlands County new bank charter withdrawn
during 1999. Salaries and employee benefits was the largest noninterest
expense, decreasing to $130,817 from $165,716 in the 1999 period.
Income Tax Benefit. The income tax benefit for the three months ended March
31, 2000 was $11,600 (an effective rate of 37.6%) compared to $76,200 (an
effective rate of 37.6%) for the three months ended March 31, 1999.
11
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Market risk is the risk of loss from adverse changes in market prices and rates.
TCB's market risk arises primarily from interest rate risk inherent in its
lending and deposit taking activities. TCB has no risk related to trading
accounts, commodities or foreign exchange.
Management actively monitors and manages its interest-rate risk exposure. The
primary objective in managing interest-rate risk is to limit, within established
guidelines, the adverse impact of changes in interest rates on TCB's net
interest income and capital, while adjusting TCB's asset-liability structure to
obtain the maximum yield-cost spread on that structure. Management relies
primarily on its asset-liability structure to control interest rate risk.
However, a sudden and substantial increase in interest rates could adversely
impact TCB's earnings, to the extent that the interest rates borne by assets and
liabilities do not change at the same speed, to the same extent, or on the same
basis. There have been no significant changes in TCB's market risk exposure
since December 31, 1999.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
There are no material pending legal proceedings to which The Commercial Bancorp,
Inc. or its subsidiary is a party or to which any of their property is subject.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. The following exhibits are filed with or incorporated by
reference into this report. The exhibits which are denominated by an
asterisk (*) were previously filed as a part of, and are hereby
incorporated by reference from TCB's Registration Statement on Form SB-2
under the Securities Act of 1933 for TCB, as effective with the Securities
and Exchange Commission on April 28, 1997, Registration No. 333-19201
(referred to as "Registration Statement"). The exhibit numbers
correspond to the exhibit numbers in the referenced documents.
Exhibit Number Description of Exhibit
*3.1 Amended and Restated Articles of Incorporation of TCB
*3.2 By-laws of TCB (Registration Statement)
*4.1 Specimen Common Stock Certificate (Registration Statement)
*4.2 Specimen Warrant Certificate (Registration Statement)
*4.4 Company's Warrant Plan (Registration Statement)
27 Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K. There were no reports on Form 8-K filed for the three
months ended March 31, 2000.
12
<PAGE>
THE COMMERCIAL BANCORP, INC. AND SUBSIDIARY
PART II. OTHER INFORMATION
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.
THE COMMERCIAL BANCORP, INC.
(Registrant)
Date: 2000 By: /s/Gary G. Campbell
---------------------------- --------------------
Gary G. Campbell, President and
Chief Executive Officer
Date: 2000 By: /s/Harvey E. Buckmaster
---------------------------- ------------------------
Harvey E. Buckmaster,
Chief Financial Officer
13
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial
information extracted from Form 10-QSB for the
period ended March 31, 2000 and is qualified in
its entirety by reference to such financial
statements.
</LEGEND>
<CIK> 0001024743
<NAME> The Commercial Bancorp, Inc.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Dec-31-2000
<PERIOD-START> Jan-01-2000
<PERIOD-END> Mar-31-2000
<CASH> 785
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 1,298
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 11,155
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 15,258
<ALLOWANCE> 290
<TOTAL-ASSETS> 30,114
<DEPOSITS> 25,670
<SHORT-TERM> 0
<LIABILITIES-OTHER> 133
<LONG-TERM> 1,000
0
0
<COMMON> 5
<OTHER-SE> 3,304
<TOTAL-LIABILITIES-AND-EQUITY> 30,114
<INTEREST-LOAN> 344
<INTEREST-INVEST> 157
<INTEREST-OTHER> 13
<INTEREST-TOTAL> 514
<INTEREST-DEPOSIT> 275
<INTEREST-EXPENSE> 292
<INTEREST-INCOME-NET> 222
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 271
<INCOME-PRETAX> (31)
<INCOME-PRE-EXTRAORDINARY> (31)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (19)
<EPS-BASIC> (.04)
<EPS-DILUTED> (.04)
<YIELD-ACTUAL> 3.50
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 290
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 290
<ALLOWANCE-DOMESTIC> 290
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
