<PAGE>
United States Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
---- Exchange Act of 1934
For the quarterly period ended March 31, 1998
---- 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: 0-23345
WYMAN PARK BANCORPORATION, INC.
------------------------------
(Exact Name of Small Business Issuer as Specified in its Charter)
Delaware 52-2068893
- ------------------------------- ----------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
11 West Ridgely Road, Lutherville, Maryland 21093
-------------------------------------------------
(Address of Principal Executive Offices)
(410)-252-6450
--------------
Registrant's Telephone Number, Including Area Code
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d)of the Exchange Act 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
--- ---
As of May 11, 1998, the issuer had 1,011,713 shares of Common Stock issued and
outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
--- ---
<PAGE>
Contents
--------
Part I. Financial Information Page
--------------------- ----
Item 1. Financial Statements
Consolidated Statements of Financial Condition at
March 31, 1998 and June 30, 1997............................... 2
Consolidated Statements of Operations for the Nine and
Three Month Periods Ended March 31, 1998 and 1997.............. 3
Consolidated Statements of Cash Flows for the Nine Month
Periods Ended March 31, 1998 and 1997.......................... 4
Notes to Consolidated Financial Statements..................... 5-7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations...................................... 8-13
Part II. Other Information
-----------------
Item 1. Legal Proceedings.............................................. 14
Item 2. Changes in Securities.......................................... 14
Item 3. Defaults Upon Senior Securities................................ 14
Item 4. Submission of Matters to a Vote of Security Holders............ 14
Item 5. Other Information.............................................. 14
Item 6. Exhibits and Reports on Form 8-K............................... 14
Signatures............................................................... 15
1
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Wyman Park Bancorporation, Inc. and Subsidiaries
Lutherville, Maryland
Condensed Statements of Financial Condition
March 31, June 30,
1998 1997
------------ ----------
(Unaudited)
Assets
------
Cash and noninterest bearing deposits $ 733,360 $ 461,268
Interest bearing deposits in other banks 432,849 1,092,682
Federal funds sold 1,622,647 823,142
----------- -----------
Total cash and cash equivalents 2,788,856 2,377,092
Loans receivable, net 62,143,224 55,188,566
Mortgage-backed securities held to maturity
at amortized cost, fair value of $314,638 (1998)
and $360,666 (1997) 307,399 356,187
Investment securities available for sale
at fair value 3,298,020 2,992,500
Federal Home Loan Bank of Atlanta stock, at cost 509,900 509,900
Accrued interest receivable 311,430 337,394
Ground rents owned, at cost 129,108 129,108
Property and equipment, net 202,927 203,319
Prepaid expenses and other assets 70,607 88,764
Deferred tax asset 55,606 58,506
----------- -----------
Total Assets $69,817,077 $62,241,336
----------- -----------
Liabilities & Equity
--------------------
Liabilities:
Savings deposits $54,212,295 $56,095,332
Advance payments by borrowers for
taxes, insurance, and ground rents 1,044,292 1,240,877
Accrued interest payable on savings deposits 17,477 18,994
Accrued expenses and other liabilities 421,859 120,151
Federal and State income taxes payable 129,405 16,163
----------- -----------
Total Liabilities 55,825,328 57,491,517
Stockholders' Equity:
Common Stock $0.01 par value:
Authorized 2,000,000 shares:
Issued and outstanding 1,011,713 shares 10,117 -
Additional paid-in capital 9,662,936 -
Retained income, substantially restricted 5,128,066 4,754,419
Unrealized losses on available
for sale securities - (4,600)
----------- -----------
14,801,119 4,749,819
Employee Stock Ownership Plan (809,370) -
----------- -----------
Total Stockholders' Equity 13,991,749 4,749,819
----------- -----------
Total Liabilities and Stockholders' Equity $69,817,077 $62,241,336
----------- -----------
See accompanying notes to financial statements.
2
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Wyman Park Bancorporation, Inc. and Subsidiaries
Lutherville, Maryland
Condensed Statements of Operation
(Unaudited)
<TABLE>
<CAPTION>
For the Nine Months For the Three Months
Ended March 31, Ended March 31,
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Interest and fees on loans receivable $3,476,269 $3,187,192 $1,198,467 $1,057,095
Interest on mortgage-backed securities 18,124 20,173 5,796 6,463
Interest on investment securities 85,215 95,540 13,463 30,473
Interest on other investments 196,531 181,310 109,252 60,382
---------- ---------- ---------- ----------
Total interest income $3,776,139 $3,484,215 $1,326,978 $1,154,413
---------- ---------- ---------- ----------
Interest on savings deposits $2,028,929 $2,080,488 $ 648,263 $ 666,756
Interest on Federal Home Loan Bank
of Atlanta advances 37,394 - - -
Interest on escrow deposits 3,352 4,706 1,557 2,269
---------- ---------- ---------- ----------
Total interest expense $2,069,675 $2,085,194 $ 649,820 $ 669,025
Net interest income before provision
for loan losses 1,706,464 1,399,021 677,158 485,388
Provision for loan losses 6,400 7,700 2,500 700
---------- ---------- ---------- ----------
Net interest income $1,700,064 $1,391,321 $ 674,658 $ 484,688
---------- ---------- ---------- ----------
Other Income
- ------------
Loan fees and service charges $ 45,680 $ 36,191 $ 15,673 $ 11,580
Gain on sales of loans receivable 6,031 5,816 1,969 650
Other 21,182 18,930 7,193 6,901
---------- ---------- ---------- ----------
Total other income $ 72,893 $ 60,937 $ 24,835 $ 19,131
---------- ---------- ---------- ----------
General and Administrative Expenses
- -----------------------------------
Salaries and employee benefits $ 724,480 $ 431,314 $ 186,377 $ 154,312
Occupancy costs 70,698 69,091 23,612 23,742
Federal deposit insurance premiums 26,485 452,181 8,731 1,652
Data processing 55,998 49,718 20,330 17,862
Advertising 43,007 47,673 20,282 13,667
Franchise and other taxes 32,928 30,347 15,176 12,232
Other 207,594 182,589 76,919 67,437
---------- ---------- ---------- ----------
Total general and administrative
expenses $1,161,190 $1,262,913 $ 351,427 $ 290,904
Income before tax provision 611,767 189,345 348,066 212,915
Provision for income taxes 238,120 73,000 133,900 83,000
---------- ---------- ---------- ----------
Net Income $ 373,647 $ 116,345 $ 214,166 $ 129,915
---------- ---------- ---------- ----------
Basic and diluted net income
per share n/a n/a n/a n/a
--- --- --- ---
</TABLE>
See accompanying notes to financial statements.
3
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Wyman Park Bancorporation, Inc.
and Subsidiaries
Lutherville, Maryland
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended March 31,
----------------------------
1998 1997
---- ----
Cash Flows from operating activities
- ------------------------------------
Net income $ 373,647 $ 116,345
Adjustments to reconcile net income to net
Cash provided by operating activities:
Depreciation and amortization 47,007 44,874
Provision for loan losses 6,400 7,700
Amortization of loan fees (64,519) (62,245)
Deferred loan origination fees 87,027 55,783
Proceeds from loans originated for
sale 521,731 -
Loans originated for sale (515,700) -
Gain on sales of loans receivable (6,031) (5,816)
Decrease in accrued interest
receivable 25,964 58,576
Decrease in prepaid expenses and
other assets 18,157 33,983
Increase (decrease) in accrued
expenses and other liabilities 301,708 (18,390)
Decrease in federal and state income
taxes receivable - 83,632
Increase in federal and state income
taxes payable 113,242 13,319
Increase (decrease) in accrued
interest payable
on savings deposits (1,517) 207
----------- -----------
Net cash provided by operating activities 907,116 327,968
Cash flows from investing activities
- ------------------------------------
Purchases of investment securities available
for sale (3,298,020) -
Maturities of investment securities
available for sale 3,000,000 -
Net (increase) decrease in loans receivable (5,641,863) 2,099
Purchase of loan participations (1,341,703) -
Sales of loans receivable - 395,000
Mortgage-backed securities principal
repayments 48,788 53,765
Purchases of property and equipment (46,615) (6,175)
Sale of ground rents owned - 1,021
----------- -----------
Net cash provided by (used in) investing
activities (7,279,413) 445,710
Cash flows from financing activities
- ------------------------------------
Net decrease in savings deposits (1,883,037) (2,307,159)
Decrease in advance payments by borrowers
for taxes, insurance and ground rents (196,585) (281,765)
Proceeds received from the sale of common
stock 9,673,053 -
Employee Stock Ownership Plan obligation (809,370) -
----------- -----------
Net cash used in financing activities 6,784,061 (2,588,924)
Net increase (decrease) in cash and cash
equivalents $ 411,764 $(1,815,246)
Cash and cash equivalents at beginning of year 2,377,092 5,801,246
----------- -----------
Cash and cash equivalents at end of year $ 2,788,856 $ 3,986,000
----------- -----------
Supplemental information
- ------------------------
Interest paid on savings deposits and
borrowed funds $ 2,067,840 $ 2,080,281
Income taxes paid $ 124,879 $ 58,390
See accompanying notes to financial statements.
4
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WYMAN PARK BANCORPORATION, INC. AND SUBSIDIARIES
LUTHERVILLE, MARYLAND
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
Note 1: Wyman Park Bancorporation, Inc.
Wyman Park Bancorporation, Inc. (the "Company") was incorporated under the laws
of the State of Delaware in September, 1997 as the holding company of Wyman Park
Federal Savings & Loan Association ("Association") upon its conversion from
mutual to stock form ("Stock Conversion"). On January 5, 1998, the Company
completed its Stock Conversion and issued 1,011,713 shares of common stock, par
value $.01 per share for gross proceeds of $10.1 million and net proceeds of
$9.7 million. In connection with the Stock Conversion, the Company purchased
all of the capital stock of the Association for $4.8 million or 50% of the net
proceeds. All references to the Company prior to January 5, 1998, except where
otherwise indicated are to the Association. The Company's common stock began
trading on the OTC Electronic Bulletin Board on January 7, 1998 under the symbol
"WPBC".
The Association is regulated by the Office of Thrift Supervision ("OTS"). The
primary business of the Association is to attract deposits from individual and
corporate customers and to originate residential and commercial mortgage loans
and consumer loans. The Association competes with other financial and mortgage
institutions in attracting and retaining deposits and originating loans. The
Association conducts operations through its main office located at 11 West
Ridgely Road, Lutherville, Maryland 21093 and one branch office located at 7963
Baltimore-Annapolis Boulevard, Glen Burnie, Maryland 21060.
Note 2: Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared
in accordance with instructions for Form 10-QSB and therefore, do not include
all disclosures necessary for a complete presentation of the statements of
condition, statements of operations and statements of cash flows in conformity
with generally accepted accounting principles. However, all adjustments which,
in the opinion of management, are necessary for the fair presentation of the
interim financial statements have been included. Such adjustments were of a
normal recurring nature. The results of operations for the nine and three
months ended March 31, 1998 are not necessarily indicative of the results that
may be expected for the entire year.
5
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Note 3: Cash and Cash Equivalents
For cash, non-interest bearing deposits, variable rate interest-bearing deposits
in other banks and federal funds sold, the carrying amount is a reasonable
estimate of fair value.
Note 4: Earnings Per Share
Basic and diluted earnings per share are not presented for the nine and three
month period ended March 31, 1998 and for the nine and three month periods ended
March 31, 1997 since the Association had not converted to stock until January 5,
1998 and such information would not be meaningful.
Note 5: Regulatory Capital Requirements
The following table presents the Association's capital position based on the
March 31, 1998 financial statements.
<TABLE>
<CAPTION>
To Be Well
Capitalized Under
For Capital Prompt Corrective
Actual Adequacy Purposes Action Provisions
---------------------- -------------------- -------------------
Amount Ratio Amount Ratio Amount Ratio
------ ------ ------ ----- ------ -----
<S> <C> <C> <C> <C> <C> <C>
Tangible (1) $ 9,796,535 14.73% $ 997,875 1.5% n/a n/a
Tier I capital (2) 9,796,535 25.89% n/a n/a $2,269,944 6%
Core (1) 9,796,535 14.73% 1,995,749 3% 3,326,248 5%
Risk-weighted (2) 10,072,935 26.63% 3,026,592 8% 3,783,240 10%
</TABLE>
(1) To adjusted total assets.
(2) To risk-weighted assets.
Note 6: Recent Accounting Pronouncements
FASB Statement on Reporting Comprehensive Income -- In June 1997, the Financial
Accounting Standards Board ("FASB") issued Statement of Financial Accounting
Standards ("SFAS") No. 130, which establishes standards for reporting and
display of comprehensive income and its components. This Statement is effective
for fiscal years beginning after December 15, 1997. Management believes the
adoption of this Statement will not have a material effect on the Company's
financial statements.
FASB Statement on Disclosures About Segments of an Enterprise and Related
Income -- In June 1997, FASB issued SFAS No. 131, which establishes standards
for the way public companies report information about operating segments in the
annual and interim
6
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financial statements. This Statement is effective for fiscal years beginning
after December 15, 1997. Management believes the adoption of this Statement
will not have a material effect on the Company's financial statements.
FASB Statement on Employers Disclosures About Pensions and Other Postretirement
Benefits -- In February 1998, FASB issued SFAS No. 132, which standardizes
disclosure requirements for pensions and postretirement benefits. This
Statement is effective for fiscal years beginning after December 15, 1997.
Management believes the adoption of this Statement will not have a material
effect on the Company's financial statements.
7
<PAGE>
Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Forward-Looking Statements
When used in this Form 10-QSB, the words or phrases "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 conditions 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
any such forward-looking statements, which speak only as of the date made. The
Company wishes to advise readers that the 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 opinions or statements expressed
with respect to future periods in any current statements.
The Company does not undertake, and specifically disclaims any obligation, to
publicly release the results 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.
Year 2000 Compliance
A great deal of information has been disseminated about the global computer
problem that may occur in the Year 2000 (Y2K) which would affect the speed and
accuracy of the data processing that is essential to the Company's daily
operations. The Company began assessing its internal computer systems, as well
as the efforts of its outside data processing service provider and software
providers in February 1997.
The Company developed a Year 2000 policy addressing potential obstacles and
outlining the steps necessary for averting problems. A Y2K team made up of
senior management and one director was also formed to monitor and report the
progress of the policy to the board of directors.
The greatest concern of the Company continues to be the data processing provided
by its third party service bureau. The Company spearheaded the development of a
"Users' Group" to work with the service bureau to solve this problem in a timely
manner. The service bureau provides quarterly reports to the Company and has
advised that it anticipates being Year 2000 compliant by December 1998. In the
event that the service
8
<PAGE>
bureau is unable to bring its systems into compliance, the Company has
developed, as part of the Y2K policy, a contingency plan providing for migration
to a Year 2000 compliant software, or possibly engaging another service
provider. There can be no assurance in this regard, however, and it is possible
that as a result the Company could experience data processing delays, errors or
failures, all of which could have a significant adverse impact on the financial
condition and results of the operations of the Company.
Renovation of all computer hardware, software and embedded chip equipment will
be completed by year-end 1998. While the Company believes it will need to
replace several outdated personal computers, it does not expect to incur
significant costs due to Year 2000 renovations. Implementation of Year 2000
compliant hardware and software takes place as renovations are completed. A
Validation Plan is currently being prepared, and testing of all systems will be
completed in accordance with recently published Federal Financial Institutions
Examination Council (FFIEC) guidelines. Management does not believe that the
costs of compliance with Y2K will have a material impact on the Company's
financial condition or operating results.
Comparison of Financial Condition at March 31, 1998 and June 30, 1997
The Company's assets increased $7.6 million or 12.2% to $69.8 million at March
31, 1998 from $62.2 million at June 30, 1997. Proceeds from the recent stock
conversion allowed the Company to increase its loans receivable by $6.9 million
or 12.5% to $62.1 million at March 31, 1998 from $55.2 million at June 30, 1997.
The $6.9 million increase in net loans receivable consisted of $5.1 million in
residential real estate loans, $1.2 million in commercial real estate loans and
$596,000 in consumer loans. Federal funds sold increased $800,000 or 97.2% to
$1.6 million at March 31, 1998 from $823,000 at June 30, 1997, also due to
proceeds from the stock conversion. Savings deposits decreased by $1.9 million
or 3.4% to $54.2 million at March 31, 1998 from $56.1 million at June 30, 1997.
The decrease in deposits was primarily the result of customer withdrawals for
the purpose of purchasing stock in the Company. The Company's stockholders'
equity increased by $9.3 million to $14.0 million from $4.7 million. The
increase was a result of $9.7 million in additional capital from the stock
conversion and net income of $374,000 partially off-set by $809,000 for the
establishment of an Employee Stock Ownership Plan (ESOP).
Comparison of Operating Results for the Quarter and Nine Months ended
March 31, 1998 and March 31, 1997
Net Income
- ----------
The Company reported net income of $214,000 for the quarter ended March 31, 1998
as compared to $130,000 for the quarter ended March 31, 1997. The $84,000
increase
9
<PAGE>
in net income was primarily due to increased net interest income, offset by
increases in noninterest expenses and income taxes. The Company's net income
for the nine months ended March 31, 1998 was $374,000 compared to $116,000 for
the nine months ended March 31, 1997. The $258,000 increase in net income was
primarily due to an increase in net interest income, a reduction in noninterest
expense and an increase in income tax expense.
Net income for the quarter and nine months ended March 31, 1998, as compared to
the same periods ended March 31, 1997, reflect the utilization of a portion of
the proceeds from the Company's stock conversion, completed during the quarter
ended March 31, 1998.
Interest Income
- ---------------
Total interest income increased by $173,000 or 15.0% to $1.3 million for the
quarter ended March 31, 1998 from $1.2 million for the quarter ended March 31,
1997. The increase in total interest income was due to an increase of $8.1
million in the average balance of interest-earning assets to $68.6 million from
$60.5 million and an increase of 10 basis points in the average yield on
interest-earning assets to 7.73% from 7.63%.
Total interest income increased $292,000 or 8.4% to $3.8 million for the nine
months ended March 31, 1998 from $3.5 million for the nine months ended March
31, 1997. The increase in total interest income for the comparable nine-month
periods was due to an increase of $5.1 million in the average balance of
interest-earning assets to $65.5 million from $60.4 million.
The increase in the average balance of interest-earning assets is due to the
proceeds of the Company's recent stock conversion being invested primarily in
loans receivable.
Interest Expense
- ----------------
Total interest expense decreased by $19,000 or 2.8% to $650,000 for the quarter
ended March 31, 1998 from $669,000 for the quarter ended March 31, 1997. The
decrease in total interest expense was due to a decrease of $1.4 million in the
average balance of savings deposits to $54.3 million from $55.7 million and a
decrease of 2 basis points in the average yield on interest-bearing liabilities
to 4.79% from 4.81%.
Total interest expense decreased by $15,000 or .7% for the nine months ended
March 31, 1998 compared to the nine months ended March 31, 1997. The decrease
in total interest expense was the result of an increase in the average balance
of total interest-bearing liabilities of $500,000 due to FHLB advances during
several months of the period, offset by a decrease of 7 basis points in the
average yield on interest-bearing liabilities to 4.92% from 4.99%.
10
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Net Interest Income
- -------------------
The Company's net interest income increased by $192,000 or 39.6% to $677,000 for
the quarter ended March 31, 1998 from $485,000 for the quarter ended March 31,
1997. The increase in net interest income was primarily due to an increase of
12 basis points in the interest rate spread (yield on average interest-earning
assets less the rate paid on average interest-bearing liabilities) to 2.94% from
2.82% and an increase in the ratio of average interest-earning assets to average
interest-bearing liabilities to 126.4% from 108.7%. The Company's net yield on
interest earning assets also increased by 74 basis points to 3.95% from 3.21%.
The Company's net interest income increased by $307,000 or 21.9% to $1.7 million
for the nine months ended March 31, 1998 from $1.4 million for the nine months
ended March 31, 1997. This increase in net interest income was primarily due to
an increase of 7 basis points in the interest rate spread to 2.76% from 2.69%
and an increase in the ratio of average interest-earning assets to average
interest-bearing liabilities to 116.7% from 108.6%. Net yield on interest-
earning assets increased by 38 basis points to 3.47% from 3.09%. The proceeds
from the Company's stock conversion was the major reason for the increased
ratios of average interest-bearing assets to average interest-bearing
liabilities, resulting in increased net yields on interest-earning assets.
Provision For Loan Losses
- -------------------------
Management monitors its allowance for loan losses and makes additions to the
allowance, through the provision for loan losses, as economic conditions and
other factors dictate. Management maintains its allowance for loan losses at a
level which it considers to be adequate to provide for probable loan losses
based on volume, type of collateral and prior loan loss experience. During the
nine months ended March 31, 1998, the Company recorded a provision for loan
losses of $6,400 compared to $7,700 for the nine months ended March 31, 1997.
The Company's nonperforming loans as a percentage of loans receivable was .45%
and .64% at March 31, 1998 and June 30, 1997, respectively, all consisting of
single-family residential mortgage loans.
Noninterest Income
- ------------------
Total noninterest income increased by $6,000 or 31.6% to $25,000 for the quarter
ended March 31, 1998 from $19,000 for the quarter ended March 31, 1997. Total
noninterest income increased by $12,000 or 19.7% to $73,000 for the nine months
ended March 31, 1998 from $61,000 for the nine months ended March 31, 1997. The
increases in noninterest income were primarily due to increases in fees and
service charges of $4,000 and $10,000 during the quarter and nine months ended
March 31, 1998, respectively, as compared to the same periods ended March 31,
1997. The increases in fees and service charges were primarily related to an
increase in checking account volume.
11
<PAGE>
Noninterest Expenses
- --------------------
Total noninterest expenses increased by $60,000 or 20.6% to $351,000 for the
quarter ended March 31, 1998 from $291,000 for the quarter ended March 31,1997.
The increase in noninterest expenses was primarily due to an increase in
compensation and benefits expense, attributable to expense related to the
Company's Employee Stock Ownership Plan (ESOP). Compensation and benefits
expense increased by $32,000 or 20.8% to $186,000 for the quarter ended March
31, 1998 from $154,000 for the quarter ended March 31, 1997.
Total noninterest expenses decreased by $102,000 or 8.1% to $1.2 million for the
nine months ended March 31, 1998 from $1.3 million for the nine months ended
March 31, 1997. The decrease in noninterest expenses was primarily due to a
decrease in deposit insurance premiums as a result of a one-time Savings
Association Insurance Fund (SAIF) assessment to all associations during the nine
months ended March 31, 1997, to recapitalize that fund. The Company's portion
of that one-time assessment was approximately $383,000. The rate of deposit
insurance declined beginning January 1, 1997 as a result of the one-time
assessment. Total deposit insurance premiums for the Company decreased by
$426,000 or 94.2% to $26,000 for the nine months ended March 31, 1998 from
$452,000 for the nine months ended March 31, 1997. The decrease in noninterest
expense resulting from the decrease in deposit insurance premiums was offset by
an increase in compensation and benefits expense of $293,000 or 68.0% to
$724,000 for the nine months ended March 31, 1998 from $431,000 for the nine
months ended March 31, 1997. The increase in compensation and benefits expense
was primarily due to the establishment of a non-qualified supplemental executive
retirement plan for the benefit of the Company's President and Chief Executive
Officer in the amount of $272,000 during the nine months ended March 31, 1998.
Liquidity and Capital Resources
- -------------------------------
Liquidity management for the Company is both an ongoing and long-term function
of the Company's asset/liability management strategy. Excess funds, when
applicable, generally are invested in overnight deposits at a correspondent bank
and at the Federal Home Loan Bank (FHLB) of Atlanta. Currently when the Company
requires funds, beyond its ability to generate deposits, additional sources of
funds are available through the FHLB of Atlanta. The Company has the ability to
pledge its FHLB of Atlanta stock or certain other assets as collateral for such
advances. Management and the Board of Directors believe that due to significant
amounts of adjustable rate mortgage loans that could be sold and the Company's
ability to acquire funds from the FHLB of Atlanta, the Company's liquidity is
adequate.
12
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The Company's most liquid assets are cash and cash equivalents, which include
short-term investments. The levels of these assets are dependent on the
Company's operating, financing and investing activities during any given period.
At March 31, 1998, the Company's cash on hand, interest bearing deposits,
Federal funds sold and short-term investments totaled $6.1 million.
The Company anticipates that it will have sufficient funds available to meet its
current loan origination commitments of approximately $1.9 million. Certificates
of deposit which are scheduled to mature in less than one year at March 31, 1998
totaled $17.9 million. Historically, a high percentage of maturing deposits have
remained with the Company.
The Company's principal sources of funds are deposits, loan repayments and
prepayments, and other funds provided by operations. While scheduled loan
repayments are relatively predictable, deposit flows and early loan prepayments
are more influenced by interest rates, general economic conditions, and
competition. The Association maintains investments in liquid assets based upon
management's assessment of (1) need for funds, (2) expected deposit flows, (3)
yields available on short-term liquid assets and (4) objectives of the
asset/liability management program.
The Company's primary uses of cash in investing activities during the nine
months ended March 31, 1998 were a net increase of $5.6 million in loans
receivable, other than the purchase of loan participations of $1.3 million, and
the purchase of investments of $3.3 million. The Company's primary sources of
cash from investing activities during the nine months ended March 31, 1998 were
maturities of investment securities of $3.0 million.
The Company's primary use of cash in financing activities during the nine months
ended March 31, 1998 consisted primarily of a net decrease of $1.9 million in
savings deposits.
The Company's primary sources of cash provided by financing activities during
the nine months ended March 31, 1998 consisted of net proceeds received from the
sale of common stock of $9.7 million, less the Employee Stock Ownership Plan
obligation of $809,000.
13
<PAGE>
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) The following exhibit is filed as part of this Form 10QSB:
Exhibit 27 -- Financial Data Schedule
14
<PAGE>
Signatures
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
WYMAN PARK BANCORPORATION, INC.
Registrant
Date: May 11, 1998 /s/ Ernest A. Moretti
-----------------------------------------
Ernest A. Moretti
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 11, 1998 /s/ Ronald W. Robinson
-----------------------------------------
Ronald W. Robinson
Treasurer
(Principal Financial and Accounting Officer)
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM WYMAN PARK
BANCORPORATION & SUBSIDIARIES AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 733,360
<INT-BEARING-DEPOSITS> 432,849
<FED-FUNDS-SOLD> 1,622,647
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 3,298,020
<INVESTMENTS-CARRYING> 307,399
<INVESTMENTS-MARKET> 314,638
<LOANS> 62,143,224
<ALLOWANCE> (276,400)
<TOTAL-ASSETS> 69,817,077
<DEPOSITS> 54,212,295
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,613,033
<LONG-TERM> 0
0
0
<COMMON> 10,117
<OTHER-SE> 13,981,632
<TOTAL-LIABILITIES-AND-EQUITY> 69,817,077
<INTEREST-LOAN> 1,198,467
<INTEREST-INVEST> 19,259
<INTEREST-OTHER> 109,252
<INTEREST-TOTAL> 1,326,978
<INTEREST-DEPOSIT> 648,263
<INTEREST-EXPENSE> 649,820
<INTEREST-INCOME-NET> 677,158
<LOAN-LOSSES> (2,500)
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 351,427
<INCOME-PRETAX> 348,066
<INCOME-PRE-EXTRAORDINARY> 348,066
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 214,166
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 7.73
<LOANS-NON> 103,339
<LOANS-PAST> 103,339
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> (273,900)
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> (276,400)
<ALLOWANCE-DOMESTIC> (276,400)
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
