<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 September 30, 1999
[ ] 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 000-24255
GLB BANCORP, INC.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Ohio 31-1529973
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(State or Other Jurisdiction of (I.R.S. Employer Identification No,)
Incorporation of Organization)
7001 Center Street, Mentor, Ohio 44060
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(Address of Principal Executive Offices) (Zip Code)
(440) 974-0000
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(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
requirements for the past 90 days. YES [X] NO [ ]
As of September 30, 1999, there were 2,133,906 shares of the Registrant's Common
Stock outstanding.
Transitional Small Business Disclosure Format Yes No X
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GLB BANCORP, INC.
TABLE OF CONTENTS
Part I. Financial Information Page
Item 1. Consolidated Financial Statements
Consolidated Statements of Financial Condition as of 3
September 30, 1999 (unaudited), December 31, 1998, and
September 30, 1998 (unaudited)
Consolidated Statements of Earnings (unaudited) for the three 4
months ended September 30, 1999 and September 30, 1998 and
the nine months ended September 30, 1999 and September 30,
1998
Consolidated Statements of Cash Flows (unaudited) for the nine 5
months ended September 30, 1999 and September 30, 1998
Notes to Consolidated Financial Statements (unaudited) 6
Item 2. Management's Discussion and Analysis of Financial Condition 7
and Results of Operations
Part II. Other Information 11
Signatures 12
<PAGE> 3
GLB BANCORP, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998 September 30, 1998
<S> <C> <C> <C>
Assets
Cash and due from banks $ 4,798,416 $ 3,606,939 $ 2,839,803
Federal funds sold 17,788,678 30,534,573 24,996,000
------------- ------------- -------------
Total Cash and Cash Equivalents 22,587,094 34,141,512 27,835,803
Securities Available for Sale 3,652,437 2,802,711 2,062,548
Securities Held to Maturity 2,001,824 2,007,742 2,014,386
Loans, net of allowance for loan losses 82,633,152 60,330,461 56,198,735
Stock in Federal Home Loan Bank of Cincinnati, 543,200 459,000 451,100
Premises and equipment, net 3,172,364 2,704,255 2,651,215
Intangibles, net 716,541 692,024 577,401
Other assets 921,083 730,308 514,031
------------- ------------- -------------
Total Assets $ 116,227,695 $ 103,868,013 $ 92,305,219
============= ============= =============
Liabilities and Shareholders' Equity
Liabilities
Non-interest bearing demand deposits $ 14,893,554 $ 12,886,078 $ 10,577,551
Interest bearing demand deposits 8,301,980 7,154,389 4,992,166
Savings accounts 41,329,532 35,144,171 30,388,404
Certificates 14,950,355 13,470,488 12,858,687
------------- ------------- -------------
Total Deposits 79,475,421 68,655,126 58,816,808
Advances from the Federal Home Loan Bank 10,500,000 9,000,000 7,500,000
Accrued expenses and other liabilities 735,053 781,235 732,155
------------- ------------- -------------
Total Liabilities 90,710,474 78,436,361 67,048,963
------------- ------------- -------------
Shareholders' Equity
Common Stock, no par value,
10,000,000 shares authorized;
2,133,906 shares issued and outstanding 5,334,765 5,334,765 5,334,765
Additional Paid-In Capital 19,152,715 19,152,715 19,152,715
Accumulated Other Comprehensive Income (Loss) (347,374) 7,192 47,279
Retained Earnings 1,377,115 936,980 721,497
------------- ------------- -------------
Total Shareholders' Equity 25,517,221 25,431,652 25,256,256
------------- ------------- -------------
Total Liabilities and Shareholders' Equity $ 116,227,695 $ 103,868,013 $ 92,305,219
============= ============= =============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 4
GLB BANCORP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended September 30, Nine Months Ended September 30,
1999 1998 1999 1998
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Interest Income:
Loans $1,662,002 $1,195,493 $4,486,101 $3,505,851
Federal funds sold 247,840 352,715 801,599 652,997
Securities 64,775 38,757 180,169 84,444
---------- ---------- ---------- ----------
Total Interest Income 1,974,617 1,586,965 5,467,869 4,243,292
Interest Expense:
Deposits 592,019 486,062 1,709,359 1,399,805
Borrowings 172,090 128,233 441,544 380,517
---------- ---------- ---------- ----------
Total Interest Expense 764,109 614,295 2,150,903 1,780,322
---------- ---------- ---------- ----------
Net Interest Income 1,210,508 972,670 3,316,966 2,462,970
Provision for loan losses 39,000 30,000 108,000 90,000
---------- ---------- ---------- ----------
Net Interest Income After Provision 1,171,508 942,670 3,208,966 2,372,970
---------- ---------- ---------- ----------
Non-Interest Income:
Service charges on demand deposits 57,996 43,427 150,701 119,875
Loan fees 61,162 42,650 174,738 117,534
Other service charges and fees 46,381 40,061 124,702 110,693
Gain on sale of loans 12,933 56,350 37,821 143,500
---------- ---------- ---------- ----------
Total Non-Interest Income 178,472 182,488 487,962 491,602
Non-Interest Expense:
Compensation and related benefits 483,535 355,920 1,369,600 1,014,181
Office occupancy and equipment, net 217,475 134,083 572,932 369,702
Professional fees 31,359 61,651 95,987 165,674
Advertising 24,693 21,947 73,643 54,052
Amortization of intangibles 30,181 29,198 79,369 76,994
Ohio franchise tax 38,423 22,546 114,685 70,525
Data processing 49,518 35,567 134,835 104,895
Office supplies and printing 23,400 28,188 100,797 74,235
FDIC deposit insurance 1,960 1,706 5,641 4,761
Outside services 38,129 34,738 106,786 66,319
Credit card processing 19,598 12,826 52,560 34,371
Year 2000 expenses 1,052 0 18,552 0
Acquisition expenses 9,460 0 168,354 0
Other operating expenses 37,183 21,043 106,769 83,928
---------- ---------- ---------- ----------
Total Non-Interest Expenses 1,005,966 759,413 3,000,510 2,119,637
---------- ---------- ---------- ----------
Income Before Income Tax Expense 344,014 365,745 696,418 744,935
Income tax expense 124,930 139,902 256,283 288,154
---------- ---------- ---------- ----------
Net Income $ 219,084 $ 225,843 $ 440,135 $ 456,781
========== ========== ========== ==========
Earnings per share basic and diluted $ 0.10 $ 0.11 $ 0.21 $ 0.34
========== ========== ========== ==========
</TABLE>
See accompanying notes to financial statements
4
<PAGE> 5
GLB BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
1999 1998
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 440,135 $ 456,781
Adjustments required to reconcile net income to net cash
Provided by operating activities:
Amortization of intangibles 79,369 76,994
Depreciation 194,818 143,656
Premium amortization and discount accretion, net 4,981 4,020
Net deferred loan origination fees 22,152 34,913
Origination of loans held for sale (5,848,151) (4,526,480)
Proceeds from sale of loans held for sale 5,819,734 4,669,980
Gain on sale of loans (37,821) (143,500)
Provision for loan losses 108,000 90,000
Origination of mortgage servicing rights (103,886) (122,473)
Increase in other assets (22) (31,924)
Decrease in accrued expenses and other liabilities (46,182) (77,527)
------------ ------------
Net cash provided by operating activities: 633,127 574,440
------------ ------------
Cash flows from investing activities:
Purchases of investment securities available for sale (1,395,045) (2,015,269)
Purchases of investment securities held to maturity (499,063) (1,999,106)
Maturities and payments of securities held to maturity 500,000 1,600,000
Purchase of FHLB stock (84,200) (23,400)
Origination of loans, net of principal collected (22,366,605) (3,226,197)
Purchases of premises and equipment (661,875) (522,679)
Disposals of premises and equipment (1,052) 492,542
------------ ------------
Net cash used in investing activities: (24,507,840) (5,694,109)
------------ ------------
Cash flows from financing activities:
Net proceeds from issuance of common stock 0 18,323,983
Net increase in deposits 10,820,295 6,804,892
Cash proceeds from FHLB advances 1,500,000 0
------------ ------------
Net cash provided by financing activities: 12,320,295 25,128,875
------------ ------------
Net increase (decrease) in cash and cash equivalents (11,554,418) 20,009,206
Cash and cash equivalents at beginning of period 34,141,512 7,826,597
------------ ------------
Cash and cash equivalents at end of period $ 22,587,094 $ 27,835,803
============ ============
Supplemental disclosures of cash flow information:
Interest paid on deposits and borrowings $ 2,144,958 $ 1,771,404
Income taxes paid $ 221,000 $ 330,604
Supplemental disclosure of non-cash financing activities
Issuance of common stock in exchange for property $ 0 $ 250,000
</TABLE>
See accompanying notes to financial statements
5
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GLB BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. BASIS OF PRESENTATION
GLB Bancorp, Inc. is a one-bank holding company that owns all of the outstanding
common stock of Great Lakes Bank (the Bank). The Corporation, a consolidation of
the holding company and the bank, was incorporated under Ohio law in March 1997
with the reorganization of the Bank completed in September 1997.
The accompanying unaudited consolidated financial statements have been prepared
in accordance with instructions to Form 10-QSB. Accordingly, they do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. However, such information reflects
all adjustments (consisting solely of normal recurring adjustments) which are,
in the opinion of management, necessary for a fair statement of results for the
interim periods.
The results of operations and cash flows reported for the period ended September
30, 1999 are not necessarily indicative of the results to be expected for the
year ending December 31, 1999. The unaudited consolidated financial statements
and notes included herein should be read in conjunction with the audited
consolidated financial statements and notes for the year ended December 31,
1998, contained in the Corporation's 1998 Annual Report and the Corporation's
form 10-KSB filed for December 31, 1998.
Note 2. EARNINGS PER SHARE
Basic and diluted earnings per share were computed based on 2,133,906 weighted
average number of shares outstanding for the three months ended September 30,
1999 and 1998, respectively, and 2,133,906 and 1,340,516 weighted average shares
for the nine months ended September 30, 1999 and 1998, respectively.
Note 3. COMPREHENSIVE INCOME
The Corporation's comprehensive income for the three months and nine months
ended September 30, 1999 and 1998 are as follows:
<TABLE>
<CAPTION>
For the three months ended September 30,
1999 1998
--------- --------
<S> <C> <C>
Net Income $219,084 $225,843
Other comprehensive income:
Change in unrealized gain on securities
available for sale, net of tax ( 247,101) 51,467
--------- --------
Comprehensive income (loss) ($ 28,017) $277,310
========= ========
<CAPTION>
For the nine months ended September 30,
1999 1998
--------- --------
<S> <C> <C>
Net Income $440,135 $456,781
Other comprehensive income:
Change in unrealized gain on securities
available for sale, net of tax (354,566) 47,279
--------- --------
Comprehensive income $ 85,569 $504,060
========= ========
</TABLE>
6
<PAGE> 7
GLB BANCORP, INC.
MANAGEMENT's DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
This report may contain certain "forward-looking statements". The Corporation
desires to take advantage of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995 with respect to all forward-looking
statements. The words "believe", "expect", "anticipate", "estimate", "project",
and similar expressions are intended to identify forward-looking statements. The
Corporation's ability to predict the results or effect of future plans is
inherently uncertain. Factors which could affect actual results include interest
rate trends, the economic climate in the Corporation's market area and the
country, loan delinqency rates, and changes in federal and state regulations.
These factors should be considered in evaluating forward-looking statements and
undue reliance should not be placed on such statements.
STATEMENTS OF FINANCIAL CONDITION
The Corporation's total assets were $116,227,695 at September 30, 1999, compared
to $103,868,013 at December 31, 1998, an increase of 11.9%. The increase was the
result of loans increasing 37.0% for the nine month period funded by deposits
which increased 15.8% ,an additional FHLB advance, and federal funds.
LIQUIDITY
The maintenance of an adequate level of liquidity is necessary to ensure
sufficient funds are available to meet customer loan demand, deposit
withdrawals, and expenses. The primary sources of funds are deposits, principal
and interest payments on loans, proceeds of loan sales, federal funds, and FHLB
borrowings and other correspondent banking arrangements. Additionally, the
Corporation recognizes that the Year 2000 situation may present unique
challenges to liquidity resources. The Corporation is conducting a monthly
assessment of projected liquidity needs and available liquidity resources. The
Corporation feels it has adequate resources to fund it's required commitments as
of September 30, 1999 and during the Year 2000 event period.
CAPITAL RESOURCES
Shareholders' equity was $25,517,221 at September 30, 1999 and $25,431,652 at
December 31, 1998. Net income for the nine months ended September 30, 1999 of
$440,135 was offset by the change in unrealized gains on securities available
for sale of $354,566, net of taxes, recorded as a component of accumulated other
comprehensive income.
RESULTS OF OPERATIONS
Net Income: The Corporation had net income of $219,084 for the three months
ended September 30, 1999, compared to $225,843 for the three months ended
September 30, 1998, a decrease of 3.0%. The Corporation had net income of
$440,135 for the nine months ended September 30, 1999, compared to $456,781 for
the nine months ended September 30, 1998, a decrease of 3.6%. This decrease was
due to the termination of the Maple Leaf Acquisition and the recognition of the
acquisition expenses being deferred and the expansion of our branch network with
new offices opening this year. Return on average assets (ROA) for the nine
months ended September 30, 1999 was 0.54%, compared to 0.75% for the nine months
ended September 30, 1998. Return on average equity (ROE) for the nine months
ended September 30, 1999 was 2.30%, compared to 3.95% for the nine months ended
September 30,1998. The decrease from period to period in ROE was due to
expensing the acquisition costs. Overall, ROA and ROE are below peer. This is an
anticipated result until the profits of the Corporation begin to catch up to its
growth. The Corporation has continually opened new branches, in particular two
in early spring and one scheduled for a grand opening October 30, 1999, which in
the short term create additional costs, such as compensation, equipment and
facility expenses, and data processing expenses.
Interest Income: Interest income was $1,974,617 for the three months ended
September 30,1999, compared to $1,586,965 for the three months ended September
30, 1998, an increase of 24.4%. Interest income for the nine months ended
September 30, 1999 was $5,467,869 compared to $4,243,292 for the nine months
ended September 30, 1998, an increase of 28.9%. These increases were due
primarily to the increase in federal fund balances from the proceeds of the
stock sale which occurred in May 1998 and additional loan volume. In managing
it's loan portfolio, the Corporation has decided to place a higher emphasis on
commercial lending (increasing it's commercial loans by 78.8% from $22,070,882
at September 30, 1998 to $39,243,508 at September 30, 1999) in order to raise
it's yield on interest-earning assets and stay competitive with other community
banks. While commercial lending often presents higher risk of loss, the
Corporation continues to secure most of its commercial loans with mortgages on
real estate.
7
<PAGE> 8
Interest Expense: Interest expense was $764,109 for the three months ended
September 30, 1999, compared to $614,295 for the three months ended September
30, 1998, an increase of 24.4%. Interest expense for the nine months ended
September 30, 1999 was $2,150,903 compared to $1,780,322 for the nine months
ended September 30, 1998, an increase of 20.8%. This increase was due primarily
to the increase in average deposit balances and an additional advance. As the
Corporation increases it's branch network through out Lake County with
conveniently located offices, it is adding new customers and their deposit
dollars.
Provision for Loan Losses: The provision for loan losses is based upon
management's assessment of relevant factors, including types and amounts of
nonperforming loans, historical and anticipated loss experience on such types of
loans, current, and projected economic conditions. The provision for loan losses
was $39,000 for the three months ended September 30, 1999 compared to $30,000
for the three months ended September 30, 1998. The provision for loan losses was
$108,000 for the nine months ended September 30, 1999 compared to $90,000 for
the nine months ended September 30, 1998. The increase in the provision was
principally a result of increased loan volume since net loan chargeoffs remain
nominal with $994 for the three months ended September 30, 1999 and $31,522 for
the three months ended September 30, 1998. Net loan chargeoffs were $6,859 for
the nine month period ended September 30, 1999 and $36,768 for the nine month
period ended September 30, 1998. Additionally, non-performing assets as a
percentage of total assets were .11% at September 30, 1999 compared to .18% at
September 30, 1998.
Non-Interest Income: Non-interest income was $178,472 for the three months ended
September 30, 1999 and $182,488 for the three months ended September 30, 1998, a
decrease of 2.2%. Non-interest income was $487,962 for the nine months ended
September 30, 1999 and $491,602 for the nine months ended September 30, 1998, a
decrease of 0.7%. The decrease for the three months ended and the nine months
ended was due to fewer loans being sold in the secondary market causing a
decrease of 73.6% in realized gains on sale of loans which was offset by the
25.7% increase in service charges in demand deposit accounts and the 48.7%
increase in loan fees collected for the nine month period.
Non-Interest Expense: Non-interest expense was $1,005,966 for the three months
ended September 30, 1999 and $759,413 for the three months ended September 30,
1998, an increase of 32.5%. Non-interest expense was $3,000,510 for the nine
months ended September 30, 1999 and $2,119,637 for the nine months ended
September 30, 1998, an increase of 41.6%. The increase was the result of an
increase in compensation due to increased staff to operate our new branches and
the increased costs associated with adding new branches; such as supplies,
depreciation, marketing, and automation of some of the backoffice daily duties.
Additionally, non-interest expenses increased with the expensing of acquisition
costs totalling $168,354 and Year 2000 expenses totaling $18,552 incurred in
this year. The Corporation estimates $ 9, 000 of additional Year 2000 expenses.
The effective tax rate for the nine months ended September 30,1999 was 36.8%
compared to 38.7% for the nine months ended September 30,1998.
ACCOUNTING DEVELOPMENTS
The Financial Accounting Standards Board ("FASB") issued Statement of Financial
Accounting Standards (SFAS) No. 133, "Accounting for Derivative Instruments and
Hedging Activities' with an effective date for all fiscal quarters of fiscal
years beginning after June 15, 1999, which was amended by (SFAS) No. 137 which
changed the effective date to June 15, 2000. This Statement establishes
accounting and reporting standards for derivative instruments and for hedging
activities. It requires that an entity recognize derivatives as either assets or
liabilities at fair value with gains or losses determined depending on the
intended use of the derivative and it's resulting designation. This Statement
should not be applied retroactively to prior period fiancial statements. At the
present time, the Corporation does not feel there will be an impact on the
Corporation's consolidated financial statements as a result of the adoption of
SFAS No.133, as the Corporation does not currently engage in derivative
activities.
The FASB issued SFAS No. 134, "Accounting for Mortgage-Backed Securities
Retained after Securitization of Mortgage Loans Held for Sale by a Mortgage
Banking Enterprise" in October 1998 and is effective for the first fiscal
quarter beginning after December 15, 1998. This statement amends SFAS No. 65 to
require that after the securitization of mortgage loans held for sale, an entity
engaged in mortgage banking activities must classify the resulting
mortgage-backed securities or other retained interests based on its ability and
intent to sell or hold those investments. After the secruitization of a mortgage
loan held for sale, any retained mortgage-backed securities shall be classified
in accordance with the provision of SFAS No. 115. However, a mortgage banking
enterprise must classify as trading any retained mortgage-backed securities that
it commits to sell before or after the securitization process. The Bank does not
currently securitize mortgage loans and retain the mortgage-backed security.
Therefore, there is currently no impact on the Corporation's consolidated
financial statements as a result of the adoption of SFAS No. 134.
8
<PAGE> 9
FUTURE DEVELOPMENTS
Year 2000: The Corporation is aware of the current concerns throughout the
business community of reliance upon computer software programs that do not
properly recognize the year 2000 in date formats, commonly referred to as the
"Year 2000 Problem". The Corporation utilizes and is dependent upon data
processing systems and software to conduct its business. As with any business,
the Corporation also depends upon other businesses to provide products and
services, both in the area of information technology and other areas such as
security, environmental systems, power and communications. Any failure to
properly prepare for the Year 2000 could create service disruptions to customers
with resulting adverse impacts to the Corporation's financial condition or
results of operations.
This discussion contains some forward looking statements. A forward looking
statement may contain words such as "will continue to be", "will be", "continues
to", "expect to", "anticipates that", "to be", or "can impact". Management
cautions that forward looking statements are subject to risks and uncertainties
that could cause the Corporation's actual results to differ materially from
those projected in forward looking statements.
State of Readiness: The Corporation has established a Year 2000 planning and
implementation process. This process is overseen by a Year 2000 Committee which
includes senior management representation and reports monthly to the Board of
Directors.
An assessment of the Corporation's software, hardware, environmental and other
computer controlled systems has been completed. Mission critical systems, both
information and non information technology related, have been identified and
prioritized and a written testing plan has been completed providing for the
testing of all mission critical systems.
The Corporation initiated the testing of internal mission critical systems with
this testing being substantially completed by December 31, 1998.
The Corporation has contacted all of its third party vendors and software
providers and is requiring them to demonstrate and represent that the products
provided are or will be Year 2000 compliant. This testing of external mission
critical systems provided by third parties was substantially completed by June
30, 1999.
The Corporation's primary data processing function is undertaken pursuant to a
contract with an electronic data processing firm that services banking
institutions nationwide. The electronic data processing firm has substantially
completed Year 2000 testing and the Corporation has conducted various tests with
the firm to verify the ability to communicate and process valid transactions.
Based upon the results of the testing and ongoing discussions, the Corporation
currently expects that Year 2000 computer compliance will be achieved
principally pursuant to that contract.
The Federal Reserve Bank provides certain services for the Corporation including
electronic funds transfers and check processing. The Federal Reserve Bank has
substantially completed year 2000 testing and the Corporation has conducted
various tests with the Federal Reserve to verify the ability to communicate and
process valid transactions.
The Corporation has also surveyed its largest dollar deposit and loan customers
to assess the risk posed by these parties and to determine their readiness for
Year 2000.
Costs: The Corporation does not expect costs associated with prevention or
remediation of the Year 2000 Problem to be material. The Corporation's current
estimate of cost related to this issue is approximately $28,000. This figure is
subject to change as we continue the Year 2000 process.
In general, the Corporation does not expect the Year 2000 Problem to materially
affect the Corporation's financial condition or results of operation.
Year 2000 Risks: The largest general risk to the Corporation concerning Year
2000 is the malfunction of its data processing system. In the event the data
processing system does not function properly, the Corporation is prepared to
perform functions manually. The Corporation expects that there may be additional
risks in the form of temporary and periodic failures in utilities and
communications, liquidity problems caused by large cash withdrawals or by
reductions in balances on deposit, and potential delinquency or losses caused by
borrowers not being able to repay loans as a result of Year 2000 problems they
may encounter.
Contingency Plans: The Corporation has developed general contingency plans for
its core business activities and is in the process of refining and validating
these plans. This process was substantially complete by June 30, 1999.
9
<PAGE> 10
The Corporation is prepared to perform functions manually in the event of
temporary or short term failures in the primary data processing system,
utilities or communications. The Corporation has identified alternative sources
of cash and funds to replace possible withdrawals and is taking steps to insure
customer confidence in the Corporation's ability to meet the Year 2000 challenge
through a variety of informational and educational efforts.
The Corporation has completed a Business Resumption Contingency Plan which
provides specific procedures to be followed in the event that one or more
mission critical systems fail. This Plan includes procedures that will allow the
Corporation to continue conducting business in a "manual" or "offline" basis in
the event of temporary or short term failures in the primary data processing
system, utilities, or communications. The Corporation has completed testing of
these "manual" and "offline" procedures at its main office and all branch
offices.
The Corporation recognizes that the Year 2000 situation may present unique
challenges to liquidity and currency resources. The Corporation is actively
involved in a program to insure customer confidence through education and
information. The Corporation is conducting a formal monthly assessment of Year
2000 liquidity and currency needs and resources and feels it has adequate
resources to meet projected liquidity and currency needs.
10
<PAGE> 11
GLB BANCORP, INC.
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS-Not applicable
ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS-Not Applicable
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES- Not Applicable
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS-Not Applicable
ITEM 5 - OTHER INFORMATION-Not Applicable
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-k
Exhibits
27 Financial Data Schedule
No report on Form 8-K was filed during the three months ended
September 30, 1999.
11
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SIGNATURES
In accordance with 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.
GLB BANCORP, INC.
By: /s/ Richard T. Flenner, Jr. Date: November 10, 1999
---------------------------------------- -------------------
Richard T. Flenner, Jr., President
Chief Executive Officer and Director
By: /s/ Cheryl J. Mihitsch Date: November 10, 1999
------------------------------------------ -------------------
Cheryl J. Mihitsch
Principal Financial and Accounting Officer
12
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 4,726,623
<INT-BEARING-DEPOSITS> 71,793
<FED-FUNDS-SOLD> 17,788,678
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 3,652,437
<INVESTMENTS-CARRYING> 2,001,824
<INVESTMENTS-MARKET> 1,992,969
<LOANS> 82,633,152
<ALLOWANCE> 583,559
<TOTAL-ASSETS> 116,227,695
<DEPOSITS> 79,475,421
<SHORT-TERM> 10,500,000
<LIABILITIES-OTHER> 735,053
<LONG-TERM> 0
0
0
<COMMON> 5,334,765
<OTHER-SE> 20,182,456
<TOTAL-LIABILITIES-AND-EQUITY> 116,227,695
<INTEREST-LOAN> 4,486,101
<INTEREST-INVEST> 180,169
<INTEREST-OTHER> 801,599
<INTEREST-TOTAL> 5,467,869
<INTEREST-DEPOSIT> 1,709,359
<INTEREST-EXPENSE> 2,150,903
<INTEREST-INCOME-NET> 3,316,966
<LOAN-LOSSES> 108,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 3,000,510
<INCOME-PRETAX> 696,418
<INCOME-PRE-EXTRAORDINARY> 696,418
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 440,135
<EPS-BASIC> 0.21
<EPS-DILUTED> 0.21
<YIELD-ACTUAL> 7.31
<LOANS-NON> 28,131
<LOANS-PAST> 23,159
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 482,418
<CHARGE-OFFS> 24,006
<RECOVERIES> 17,147
<ALLOWANCE-CLOSE> 583,559
<ALLOWANCE-DOMESTIC> 583,559
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
