|
Home Office
700 South Kansas Avenue Topeka, KS 66603 |
Lenexa 15525 West 87th Street Parkway |
12200 Blue Valley Parkway, Super Target 13500 Metcalf 11700 West 135 Street, Price Chopper 74th & Quivira, Westbrooke Village Center* |
2865 SW Wanamaker Road 3540 NW 46th Street |
Emporia 602 Commercial | Manhattan 1401 Poyntz K-State Student Union* |
Prairie Village 1900 West 75th Street |
Wichita 8040 East Douglas 8301 East 21st Street 4020 West Maple |
Mission 5251 Johnson Drive |
Salina 2550 South 9th Street |
10404 West Central
4000 East Harry 4616 East 13th Street | |
Kansas City 7734 State Avenue, Price Chopper |
Olathe 1408 East Santa Fe 2100 East 151st Street 15345 West 119th Street, Super Target |
Shawnee
5700 Nieman Road 15700 Shawnee Mission Parkway, Super Target |
|
Lawrence 11th & Vermont Iowa & Harvard 3201 S. Iowa, Super Target 6th & Wakarusa, Dillon's 1026 Westdale Rd.** 1321 Oread, KU Student Union* 19th & Massachusetts, Dillon's Plaza* |
Overland Park 9500 Nall Avenue 9000 West 87th Street 10101 College Boulevard |
Topeka 1201 South Topeka Boulevard 2100 SW Fairlawn Road 2901 South Kansas Avenue |
* ATM Only ** Loan Production Office |
Financial Highlights
FINANCIAL HIGHLIGHTS | |
Assets Assets grew $1.73 billion during the fiscal year. Our growth resulted from the emphasis on single-family loans and the continued implementation of our capital utilization plan. The balance of loans receivable increased $1.17 billion and mortgage-related securities increased $335.9 million. |
[Bar Chart presentation of information omitted] |
Net Income (1,2) Net income was $76.3 million, an increase over the previous year of $13.0 million, or 20.5%, excluding conversion related expenses in the prior year. Earnings per share were $0.91 per share. Our efficiency ratio decreased to 33.74%. |
[Bar Chart presentation of information omitted] |
Shareholders' Equity Shareholders' equity decreased to $986.2 million primarily as a result of capital management activities that effectively returned value to our shareholders. Share repurchases totaled $123.7 million and dividends paid during the year were $14.1 million. Book value per share increased $0.84 to $12.64 per share. |
[Bar Chart presentation of information omitted] |
1996 |
1997 |
1998 |
1999 |
2000 | |
Total Assets | $4,456,945 | $4,926,496 | $5,318,120 | $6,541,907 | $8,265,219 |
Loans receivable | 2,917,345 | 3,298,942 | 3,691,293 | 4,275,200 | 5,442,445 |
Mortgage-related securities | |||||
Available-for-sale (AFS) | 607,738 | 754,179 | 747,991 | 1,136,776 | 850,892 |
Held-to-maturity (HTM) | 17,006 | 120,007 | 320,379 | 939,492 | 1,561,251 |
Deposits | 3,740,718 | 3,787,123 | 3,894,180 | 3,899,565 | 3,956,329 |
Borrowings | 75,000 | 450,000 | 675,000 | 1,520,000 | 3,225,000 |
Equity | 547,422 | 604,786 | 662,332 | 1,046,514 | 986,207 |
Net Income | 41,193 | 52,704 | 53,991 | 63,306 | 76,339 |
Efficiency Ratio | 40.56% | 33.94% | 35.63% | 34.53% | 33.74% |
Equity to assets | 12.29% | 12.28% | 12.46% | 16.00% | 11.93% |
1 Net income and the efficiency ratio for 1996 excludes the SAIF special assessment of $24.2 million.
2 Net income and the efficiency ratio for 1999 excludes one-time charges related to the reorganization,
explained in the Management Discussion and Analysis, beginning on page 10.
1
Letter to ShareholdersCapitol Federal Financial completed its first full year as a public company, continuing our promise to operate in a safe and sound manner while creating value for our shareholders. Your Board and management recognized the importance of balancing what is best for the Company, its employees, customers and shareholders. The capital management strategies we utilized, that created additional shareholder value, included raising the dividend, repurchasing outstanding shares and continuing our capital utilization plan.
The strength of our commitment to our shareholders is exemplified by the payment of dividends. In fiscal year 2000, we paid quarterly dividends totaling $0.44 per share. The annualized increase of the dividend was 10% over the prior fiscal year. We also initiated a series of three stock buybacks totaling 11.1 million shares. In July 2000, the Office of Thrift Supervision revised regulations allowing thrifts to repurchase additional stock one year after an initial public offering. In conjunction with this rule change, the Board approved a fourth buyback plan totaling approximately 1.4 million shares.
Our capital utilization plan was continued throughout the year and put to work proceeds received in our conversion. Using Federal Home Loan Bank advances, we profitably grew the Company $1.7 billion by purchasing a mix of mortgage-related securities and single family loans.
Capitol Federal continued to operate from a position of strength as illustrated by our successful financial performance. At the close of our fiscal year, September 30, 2000, total assets reached $8.27 billion, shareholders' equity totaled $986.2 million and our net income for the year increased to $76.3 million. As Capitol Federal grows, our commitment to controlling expenses resulted in reducing our efficiency ratio to 33.74%, one of the best and lowest in the banking industry.
Capitol Federal is competitively positioned with an array of products and services based on customer needs that are the heart of our future success. Capitol Federal is proud to be the leading residential lender in the State of Kansas with $904.5 million in single family originations during the fiscal year and we remain committed to residential lending as a major segment of our asset mix. Total loan originations and purchases in fiscal year 2000 improved to $1.83 billion from $1.56 billion in fiscal 1999. Efforts to streamline our lending services provided growth not only in mortgage loans but also in our consumer and home equity loans.
On the retail deposit side, Capitol Federal refined its methods of delivery to meet the needs of customer convenience and market demand. Our delivery channels expanded by developing new branch locations, extending our ATM network and providing immediate response through our Customer Service Center and our automated information line. In the first quarter of fiscal year 2001 we unveiled our True Blue Online(R) internet banking solution, giving our customers one more additional, convenient, and secure way to do their banking business with us.
2
Next PageIn the year ahead, Capitol Federal will strive to maintain success in its core operations. Deposit growth is a major challenge in today's banking industry and will be the focus of our attention and resources. Capitol Federal will make 2001 another year of commitment to our valued principles of Safety in Savings, Sound Lending Policies, Quality Customer Service, and Commitment to Community. We will work to create greater value for our shareholders by excelling in our financial performance and improving our competitive position.
Your Board of Directors and management thank you for your True Blue (R) confidence and trust, and we look forward to the year ahead with the challenges and opportunities it presents.
/s/ John C. Dicus
/s/ John B. Dicus
3
Next PageB. B. Andersen | -- Real Estate Developer |
John B. Dicus | -- President and COO of Capitol Federal Financial and Capitol Federal Savings Bank |
John C. Dicus | -- Chairman of the Board and CEO of Capitol Federal Financial and Capitol Federal Savings Bank |
Robert B. Maupin | -- Retired Senior Executive Vice President and Chief Lending Officer of Capitol Federal Savings Bank |
Carl W. Quarnstrom | -- Attorney and Partner, Shaw, Hergenreter, Quarnstrom & Peters L.L.P. |
Frederick P. Reynolds | -- Chairman of the Board of Sound Products |
Marilyn S. Ward | -- Executive Director of ERC/Resource & Referral |
John C. Dicus | -- Chairman of the Board and CEO |
John B. Dicus | -- President and COO |
R. Joe Aleshire | -- Executive Vice President of
Retail Operations for Capitol Federal Savings Bank |
Larry K. Brubaker | -- Executive Vice President of Corporate Services for Capitol Federal Savings Bank |
Neil F.M. McKay | -- Executive Vice President, Chief Financial Officer and Treasurer |
Stanley F. Mick | -- Executive Vice President and Chief Lending Officer for Capitol Federal Savings Bank |
Kent G. Townsend | -- Senior Vice President and Controller |
Mary Falter | -- Corporate Secretary |
SPECIAL COUNSEL | INDEPENDENT AUDITORS | CORPORATE COUNSEL |
Silver, Freedman & Taff, L.L.P.
1100 New York Avenue, N.W., 7th Floor Washington, DC 20005 |
Deloitte & Touche L.L.P. 1010 Grand Avenue, Suite 400 Kansas City, MO 64106 |
Shaw, Hergenreter, Quarnstrom & Peters, L.L.P. 700 S. Kansas Avenue, Suite 504 Topeka, KS 66603 |
4
Next Page5
Table of Contents6
Next PagePAGE | |
SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA | 8-9 |
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
10-22 |
INDEPENDENT AUDITORS' REPORT ON CONSOLIDATED FINANCIAL STATEMENTS | 23 |
CONSOLIDATED FINANCIAL STATEMENTS: | |
Consolidated Balance Sheets as of September 30, 2000 and 1999 | 24-25 |
Consolidated Statements of Income for the Years Ended September 30, 2000, 1999 and 1998 |
26 |
Consolidated Statements of Stockholders' Equity for the Years Ended September 30, 2000, 1999 and 1998 |
27-28 |
Consolidated Statements of Cash Flows for the Years Ended September 30, 2000, 1999 and 1998 |
29-30 |
Notes to Consolidated Financial Statements for the Years Ended September 30, 2000, 1999 and 1998 |
31-52 |
7
SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA
The summary information presented below under "Selected Financial Condition Data" and "Selected Operations Data" for, and as of the end of, each of the years ended September 30 is derived from our audited financial statements. The following information is only a summary and you should read it in conjunction with our financial statements and notes beginning on page 24. Fiscal 1996 results include the effect of a one-time Savings Association Insurance Fund recapitalization assessment of approximately $24.2 million. Fiscal 1999 results include the effect of a one-time contribution to the Capitol Federal Foundation of approximately $30.2 million.
Selected Financial Condition Data: | |||||
Total assets | $8,265,219 | $6,541,907 | $5,318,120 | $4,926,496 | $4,456,945 |
Loans receivable, net | 5,442,445 | 4,275,200 | 3,691,293 | 3,298,942 | 2,917,345 |
Securities purchased under agreement to resell | - | - | 235,000 | - | - |
Investment securities, held-to-maturity | 15,100 | 15,100 | 160,569 | 585,394 | 717,348 |
Mortgage-related securities: | |||||
Available-for-sale, at market value | 850,892 | 1,136,776 | 747,991 | 754,179 | 607,738 |
Held-to-maturity, at cost | 1,561,251 | 939,492 | 320,379 | 120,007 | 17,006 |
Capital stock of Federal Home Loan Bank | 161,250 | 68,336 | 43,584 | 40,398 | 37,752 |
Deposits | 3,956,329 | 3,899,565 | 3,894,180 | 3,787,123 | 3,740,718 |
Borrowings | 3,225,000 | 1,520,000 | 675,000 | 450,000 | 75,000 |
Equity | 986,207 | 1,046,514 | 662,332 | 604,786 | 547,422 |
Selected Operations Data: | |||||
Total interest and dividend income | $518,357 | $396,099 | $363,642 | $330,150 | $306,389 |
Total interest expense | 350,117 | 253,030 | 234,897 | 207,457 | 200,401 |
Net interest and dividend income | 168,240 | 143,069 | 128,745 | 122,693 | 105,988 |
Provision for loan losses | 494 | 395 | 2,462 | 56 | 865 |
Net interest and dividend income after provision for loan losses |
167,746 |
142,674 |
126,283 |
122,637 |
105,123 |
Fees and service charges | 9,691 | 8,956 | 8,398 | 7,450 | 6,966 |
Other income | 5,099 | 4,718 | 4,395 | 3,988 | 4,431 |
Total other income | 14,790 | 13,674 | 12,793 | 11,438 | 11,397 |
Total other expenses | 61,665 | 86,940 | 50,304 | 45,680 | 71,505 |
Income before income tax expense | 120,871 | 69,408 | 88,772 | 88,395 | 45,015 |
Income tax expense | 44,532 | 26,487 | 34,781 | 35,691 | 18,393 |
Net income | 76,339 | 42,921 | 53,991 | 52,704 | 26,622 |
Basic earnings per share | $ 0.91 | $ 0.39 | n.a. | n.a. | n.a. |
Average shares outstanding | 83,718 | 88,634 | n.a. | n.a. | n.a. |
Diluted earnings per share | $ 0.90 | $ 0.39 | n.a. | n.a. | n.a. |
Average diluted shares outstanding | 84,152 | 88,634 | n.a. | n.a. | n.a. |
8
Next PageSelected Performance and Financial Ratios and Other Data: |
|||||
Performance Ratios: | |||||
Return on average assets | 1.03% | 0.71% | 1.05% | 1.12% | 0.60% |
Return on average equity | 7.46 | 4.34 | 8.52 | 9.15 | 5.01 |
Dividend payout ratio | 18.48 | 20.88 | n.a. | n.a. | n.a. |
Ratio of operating expense to average total assets | 0.83 | 1.43 | 0.98 | 0.97 | 1.62 |
Ratio of average interest-earning assets to average interest-bearing liabilities |
1.16 |
1.18 |
1.14 |
1.15 |
1.14 |
Efficiency ratio | 33.74 | 56.77 | 36.45 | 34.63 | 62.51 |
Interest rate spread information: | |||||
Average during period | 1.57 | 1.71 | 1.91 | 2.04 | 1.83 |
End of period | 1.51 | 1.79 | 1.84 | 1.97 | 1.86 |
Net interest margin | 2.29 | 2.49 | 2.56 | 2.75 | 2.48 |
Asset Quality Ratios: | |||||
Non-performing assets to total assets at end of period | 0.06 | 0.09 | 0.15 | 0.18 | 0.17 |
Non-performing loans to total loans | 0.06 | 0.14 | 0.17 | 0.18 | 0.14 |
Allowance for loan losses to non-accruing loans | 133.02 | 88.57 | 65.52 | 26.83 | 39.67 |
Allowance for loan losses to loans receivable, net | 0.08 | 0.10 | 0.11 | 0.05 | 0.05 |
Capital Ratios: | |||||
Equity to total assets at end of period | 11.93 | 16.00 | 12.46 | 12.28 | 12.29 |
Average equity to average assets | 13.73 | 16.26 | 12.37 | 12.13 | 12.02 |
Other Data: | |||||
Number of full-service offices | 27 | 25 | 24 | 24 | 23 |
Number of limited service offices | 7 | 6 | 5 | 3 | 2 |
9
General
Capitol Federal Financial (the "Company") is the mid-tier holding company and the sole shareholder of Capitol Federal Savings Bank ("the Bank"). In March 1999, Capitol Federal Savings reorganized from a federally chartered mutual savings and loan association into the federal mutual holding company form of organization. As a result of this reorganization, Capitol Federal Savings converted to a federally chartered stock savings bank and a wholly-owned subsidiary of Capitol Federal Financial, which is majority owned by Capitol Federal Savings Bank, MHC ("the MHC"), a federally chartered mutual holding company. Capitol Federal Financial's common stock is traded on the Nasdaq-Amex National Market under the symbol "CFFN." All references to Capitol Federal Financial prior to March 31, 1999, except where otherwise indicated, are to Capitol Federal Savings Bank and its subsidiary on a consolidated basis.
Our principal business consists of attracting deposits from the general public and investing those funds primarily in permanent loans secured by first mortgages on owner-occupied, one- to four-family residences. We also originate a limited amount of loans secured by first mortgages on nonowner-occupied one-to four-family residences, consumer loans, permanent and construction loans secured by commercial real estate, multi-family real estate loans and land acquisition and development loans. While our primary business is the origination of one-to four-family residential mortgage loans funded through retail deposits, we also purchase whole loans and invest in certain investment and mortgage-related securities.
The Company's results of operations are primarily dependent on net interest rate spread, which is the difference between the average yield on loans, mortgage-related securities and investments and the average rate paid on deposits and borrowings. The interest rate spread is affected by regulatory, economic and competitive factors that influence interest rates, loan demand and deposit flows. In addition, the Company, like other savings institution holding companies, is subject to interest rate risk to the degree that our interest-earning assets mature or reprice at different times, or on a different basis, than our interest-bearing liabilities.
Our results of operations are also affected by, among other things, fee income received, loss or profit on loans held-for-sale, the establishment of provisions for possible losses on loans, income derived from subsidiary activities, the level of operating expenses and income taxes. Our operating expenses principally consist of employee compensation and benefits, occupancy expenses, federal deposit insurance premiums, marketing expenses and other general and administrative expenses.
The Company is significantly affected by prevailing economic conditions including federal monetary and fiscal policies and federal regulation of financial institutions. Deposit balances are influenced by a number of factors including interest rates paid on competing personal investments and the level of personal income and savings within the institution's market area. Lending activities are influenced by the demand for housing as well as competition from other lending institutions. The primary sources of funds for lending activities include deposits, loan repayments, borrowings and funds provided from operations.
Forward-Looking Statements
We may from time to time make written or oral "forward-looking statements", including statements contained in our filings with the Securities and Exchange Commission ("SEC"). These forward-looking statements may be included in this annual report to shareholders and in other communications by the Company, which are made in good faith by us pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, that are subject to significant risks and uncertainties, and are subject to change based on various factors, some of which are beyond our control. The words "may", "could", "should", "would", "believe", "anticipate", "estimate", "expect", "intend", "plan" and similar expressions are intended to identify forward-looking statements. The following factors, among others, could cause our financial performance to differ materially from the plans, objectives, expectations, estimates and intentions expressed in the forward-looking statements:10
Next PageThis list of important factors is not exclusive. We do not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company or the Bank.
Management Strategy
Our strategy is to operate as an independent, retail oriented financial institution dedicated to serving the needs of customers in our market areas. Our commitment is to provide the broadest possible access to home ownership through our residential lending programs. We also offer a variety of personal financial products and services through our branch office network and have recently emphasized the wholesale component of our operations. Since becoming a public company, we have put into place capital management strategies that are focused on increasing shareholder value.
The highlights of our strategy for fiscal year 2000 include:Asset and Liability Management and Market Risk
The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk.11
Next PageIn an attempt to manage our exposure to changes in interest rates and comply with applicable regulations, we monitor our interest rate risk. In monitoring this risk we continually analyze and manage assets and liabilities based on their payment streams and interest rates, the timing of their maturities, and their sensitivity to actual or potential changes in market interest rates.
The ability to maximize net interest income is largely dependent upon the achievement of a positive interest rate spread that can be sustained despite fluctuations in prevailing interest rates. Interest rate sensitivity is a measure of the difference between the amount of interest-earning assets and interest-bearing liabilities which either reprice or mature within a given period of time. The difference, or the interest rate repricing "gap," provides an indication of the extent to which an institution's interest rate spread will be affected by changes in interest rates. A gap is considered positive when the amount of interest-rate sensitive assets exceeds the amount of interest-rate sensitive liabilities repricing during the same period, and is considered negative when the amount of interest-rate sensitive liabilities exceeds the amount of interest-rate sensitive assets. Generally, during a period of rising interest rates, a negative gap within shorter repricing periods would adversely affect net interest income, while a positive gap within shorter repricing periods would result in an increase in net interest income. During a period of falling interest rates, the opposite would be true. As of September 30, 2000, the ratio of our one-year gap to total assets was a positive 7.18% and the ratio of interest-earning assets to interest-bearing liabilities maturing or repricing within one year was 1.25.
In order to minimize the potential for adverse effects of material and prolonged increases in interest rates on our results of operations, we have adopted asset and liability management policies to better match the maturities and repricing terms of our interest-earning assets and interest-bearing liabilities. Based upon management's recommendations, the board of directors sets the asset and liability policies of the Bank which are implemented by the asset and liability management committee. The asset and liability management committee is chaired by the Chief Financial Officer and is comprised of members of executive management. The purpose of the asset and liability management committee is to communicate, coordinate and control asset/liability management consistent with the business plan and board approved policies. The asset and liability management committee establishes and monitors the volume and mix of assets and funding sources taking into account relative costs and spreads, interest rate sensitivity and liquidity needs. The objectives are to manage assets and funding sources to produce the highest profitability balanced against liquidity, capital adequacy, growth and risk goals. The asset and liability management committee generally meets on a monthly basis to review, among other things, economic conditions and the outlook for interest rates, current and projected liquidity needs and capital positions, anticipated changes in the volume and mix of assets and liabilities and interest rate risk exposure limits versus current projections pursuant to gap and market value of portfolio equity analysis, and income simulations. At each meeting, the asset and liability management committee recommends appropriate strategy changes based on this review. The Chief Financial Officer or his designee is responsible for reviewing and reporting on the effects of the policy implementations and strategies to the board of directors, at least quarterly.
In order to manage our assets and liabilities and achieve the desired liquidity, credit quality, interest rate risk, profitability and capital targets, we have focused our strategies on:
At times, depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions and competitive factors, the asset and liability management committee may decide to increase our interest rate risk position somewhat in order to maintain our net interest margin. Management believes that maintaining and improving earnings are the best way to preserve a strong capital position and we may, therefore, at times take on additional interest rate risk to increase earnings.
The asset and liability management committee regularly reviews interest rate risk by forecasting the impact of alternative interest rate environments on net interest income and the market value of portfolio equity, which is defined as the net present value of an institution's existing assets, liabilities and off-balance sheet instruments, and evaluating such impacts against the maximum potential changes in net interest income and market value of portfolio equity that are authorized by the board of directors of the Bank.
12
The following table sets forth the estimated percentage change in our net interest income over the next four-quarter period and our market value of portfolio equity at September 30, 2000 based on the indicated instantaneous and permanent changes in interest rates.
At September 30, 2000
Estimated Change in | ||
Change (in Basis Points) in Interest Rates (1) |
Net Interest Income (next four quarters) |
Market Value of Portfolio Equity |
-300 bp | -8.88% | -31.22% |
-200 bp | -1.71 | -13.65 |
-100 bp | 0.59 | -1.27 |
0 bp | 0 | 0 |
100 bp | -1.79 | -6.60 |
200 bp | -5.43 | -16.13 |
300 bp | -10.37 | -27.39 |
At September 30, 1999
Estimated Change in | ||
Change (in Basis Points) in Interest Rates (1) |
Net Interest Income (next four quarters) |
Market Value of Portfolio Equity |
-300 bp | -1.59% | 10.21% |
-200 bp | 4.02 | 10.36 |
-100 bp | 3.07 | 8.47 |
0 bp | 0 | 0 |
100 bp | -4.77 | -12.81 |
200 bp | -9.41 | -27.66 |
300 bp | -14.21 | -43.29 |
(1) Assumes an instantaneous uniform change in interest rates at all maturities.
The changes in net interest income estimations for September 30, 2000 over September 30, 1999 are primarily the result of an increase in the portfolio of adjustable rate loans and increased long-term funding from the Federal Home Loan Bank of Topeka ("FHLB"). Generally, in the decreasing rate scenarios fixed rate loans will increase in prepayments and the long-term FHLB funding and existing certificates will not decrease in rate as much as market rates. Repricing of some of our adjustable rate loans will also decrease yields on earning assets. These events can cause our net interest income to go down. In the increasing rate scenarios, projected net interest income decreases because loan prepayments generally slow down, decreasing the opportunity for cashflow to be repriced upward while the amount of deposits scheduled to reprice will essentially remain unchanged, compared to the decreasing rate scenarios, and will cause an increase in our cost of deposits. These events have the effect of decreasing net interest income. While the Company believes that the level of total assets and earnings will remain largely unchanged from fiscal year 2000, continuation of the capital utilization plan, particularly in increasing rate scenarios, generally has a positive effect on net interest income and unfavorable effects in decreasing rate scenarios. The results presented in the above table are based upon the assumption that the total composition of interest earning assets and interest bearing liabilities does not change and that any repricing of assets or liabilities occur at market rates as of September 30, 2000. The table presents the effects of the change in interest rates only on the portfolio as these assets and liabilities mature or repay.
The change in the estimated market value of portfolio equity in the down rate scenarios is generally the result of increased holdings of fixed rate mortgage-related securities and fixed-rate callable advances from the FHLB. Loans that have been originated at current market rates during fiscal year 2000 increase the likelihood that prepayments will increase in a falling rate environment. This same characteristic applies to fixed rate mortgage-related securities. Since these assets are generally prepaid more quickly in a falling rate environment, their market value decreases. Callable advances have the effect of lowering the market value of portfolio equity in decreasing rate environments because the likelihood of the advances being called is diminished resulting in the advances existing until final maturity. The balance of fixed rate loans and mortgage-related securities partially cause the decrease in the estimated market value of portfolio equity in the increasing rate environments. The callable features of the borrowings, used primarily to purchase mortgage-related securities, are assumed to be exercised in increasing rate scenarios. This has the effect of shortening the average maturites of liabilities while the fixed rate loans and mortgaged-related securities will tend to experience lower prepayments, and in effect, lengthen in maturity. These characteristics in financial assets and liabilities tend to decrease the market value of portfolio equity in increasing rate scenarios.
13
Next PageThe assumptions used by management to evaluate the vulnerability of our operations to changes in interest rates in the table above are utilized in, and set forth under, the gap table below. Although management finds these assumptions reasonable, the interest rate sensitivity of our assets and liabilities and the estimated effects of changes in interest rates on our net interest income and market value of portfolio equity indicated in the above table could vary substantially if different assumptions were used or actual experience differs from such assumptions.
The table on page 15 summarizes the anticipated maturities or repricing of our interest-earning assets and interest-bearing liabilities as of September 30, 2000, based on the information and assumptions set forth in the notes below.
14
Next PageAt September 30, 2000
Within Three Months |
Three to Twelve Months |
More Than One Year to Three Years |
More Than Three Years to Five Years |
Over Five Years |
Total | |
Interest-earning assets: (1) | ||||||
Loans receivable: (2) | ||||||
Mortgage loans: | ||||||
Fixed | $ 110,267 | $ 241,455 | $ 503,114 | $ 412,210 | $1,578,256 | $2,845,302 |
Adjustable | 335,622 | 1,021,560 | 705,416 | 381,744 | 3,697 | 2,448,039 |
Other loans | 161,907 | 5,891 | 2,553 | 194 | 46 | 170,591 |
Securities: | ||||||
Non-mortgage (3) | - | 100 | - | - | 15,000 | 15,100 |
Mortgage-related fixed (4) | 57,965 | 163,376 | 362,774 | 283,323 | 772,405 | 1,639,843 |
Mortgage-related adjustable (4) | 409,924 | 362,858 | - | - | - | 772,782 |
Other interest-earning assets | 112,500 |
- |
- |
- |
- |
112,500 |
Total interest-earning assets | 1,188,185 |
1,795,240 |
1,573,857 |
1,077,471 |
2,369,404 |
8,004,157 |
Interest-bearing liabilities: | ||||||
Deposits: | ||||||
Savings accounts (5) | 26,139 | 62,735 | 10,979 | 4,705 | - | 104,558 |
NOW accounts (5) | 57,215 | 161,112 | 60,903 | 21,230 | 3,284 | 303,744 |
Money market deposit accounts (5) | 55,882 | 189,519 | 113,711 | 85,283 | 85,283 | 529,678 |
Certificates of deposit | 579,657 | 1,233,019 | 999,206 | 155,806 | 50,661 | 3,018,349 |
Borrowings (6) | 25,000 |
- |
1,400,000 |
1,800,000 |
- |
3,225,000 |
Total interest-bearing liabilities | 743,893 |
1,646,385 |
2,584,799 |
2,067,024 |
139,228 |
7,181,329 |
Excess (deficiency) of interest-earning assets over interest-bearing liabilities |
$ 444,292 |
$ 148,855 |
$(1,010,942) |
$ (989,553) |
$2,230,176 |
$ 822,828 |
Cumulative excess (deficiency) of interest-earning assets over interest- bearing liabilities |
$ 444,292 |
$ 593,147 |
$ (417,795) |
$(1,407,348) |
$ 822,828 |
|
Cumulative excess (deficiency) of interest-earning assets over interest- bearing liabilities as a percent of total assets at September 30, 2000 |
5.38% |
7.18% |
(5.05)% |
(17.03)% |
9.96% |
|
Cumulative one-year gap at September 30, 1999 |
(10.44)% |
|||||
Cumulative one-year gap at September 30, 1998 |
3.84% |
15
Next Page(1) | Adjustable-rate loans are included in the period in which the rate is next scheduled to adjust, rather than in the period in which the loans are due, or in the period in which repayments are expected to occur prior to their next rate adjustment, and fixed-rate loans are included in the periods in which they are scheduled to be repaid, based on scheduled amortization. Both fixed and adjustable rate loans are adjusted to take into account estimated prepayments in assessing their interest rate sensitivity. |
(2) | Balances have been reduced for non-performing loans, which amounted to $3.5 million at September 30, 2000. |
(3) | Based on contractual maturities. |
(4) | Reflects estimated prepayments in the current interest rate environment. |
(5) | Although our NOW accounts, passcard savings accounts and money market deposit accounts are subject to immediate withdrawal, management considers a substantial amount of such accounts to be core deposits having significantly longer effective maturities. The decay rates used on these accounts are based on recent Office of Thrift Supervision assumptions and should not be regarded as indicative of the actual withdrawals that may be experienced by us. If all of our NOW accounts, passcard savings accounts and money market deposit accounts had been assumed to be subject to repricing within one year, interest-bearing liabilities which were estimated to mature or reprice within one year would have exceeded interest-earning assets with comparable characteristics by $205.7 million, for a cumulative one-year gap of (2.49)% of total assets. |
(6) | In the GAP table above call features are not assumed to be exercised. If the call features are assumed to be exercised, our cumulative one-year gap would have remained unchanged because our earliest call date is in December 2002. |
Certain assumptions are contained in the above table which affect the presentation. Although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates. The interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities lag behind changes in market interest rates. Certain assets, such as adjustable-rate mortgage loans, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. In the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the table.
Changes In Financial Condition
General. Total assets increased by $1.73 billion or 26.5% to $8.27 billion at September 30, 2000 compared to $6.54 billion at September 30, 1999. The increase was primarily due to a $1.16 billion or 27.1% increase in loans receivable, which totaled $5.44 billion at September 30, 2000 compared to $4.28 billion at September 30, 1999. The increase in assets was also due to the continued implementation of our capital utilization plan through a net increase in mortgage-related securities of $335.9 million, funded primarily with additional borrowings. The balance of cash and cash equivalents increased $110.8 million over the balance at September 30, 1999 due in part to an increase in cash to fund commitments to originate and purchase loans as of September 30, 2000.
Loans. The net loan portfolio increased from $4.28 billion at September 30, 1999 to $5.44 billion at September 30, 2000. The increase in the loan portfolio during the fiscal year was due to continued strong loan demand and an increase in the amount of loans purchased. The loan portfolio increased in all but two categories, with one- to four-family loans having the largest increase, growing $1.13 billion from $4.08 billion at September 30, 1999 to $5.21 billion at September 30, 2000. Loan origination and purchase volume for 2000 exceeded 1999 by $250.4 million. Higher rates during the recent fiscal year caused a decrease in refinance activity and adjustable rate loan originations exceeded fixed-rate originations during the year. Originations of loans to refinance existing mortgages totaled $42.2 million for fiscal year 2000 compared to $253.1 million for fiscal year 1999.
Securities. During the year we continued our capital utilization plan by purchasing mortgage related securities in the amount of $803.4 million compared to $725.0 million during fiscal year 1999. The weighted average life of mortgage-related securities purchased during fiscal year 2000 approximated 5.1 years. At September 30, 2000, mortgage-related securities totaled $2.41 billion, an increase of $335.9 million over the previous year. Our mortgage-related securities are generally comprised of securities issued by Fannie Mae or Freddie Mac, which minimizes credit risk. The repayments of principal on mortgage-related securities was used primarily to help fund the origination and purchase of loans. While the balance of mortgage-related securities has grown significantly since our conversion to a stock company, we do not anticipate this growth to continue as the Company emphasizes its focus on originating and purchasing single-family loans.
Liabilities. Total liabilities increased $1.79 billion or 32.6% to $7.28 billion at September 30, 2000 compared to $5.49 billion at September 30, 1999. The increase was due primarily to advances from the FHLB of $1.88 billion during the fiscal year, with $803.4 million facilitating the continuation of the capital utilization plan, $175 million being used to repay reverse repurchase agreements, and the remaining balance, or $901.6 million, being used primarily to fund the origination and purchase of loans. FHLB borrowing guidelines require than capital stock equal to at least 5% of the balance of borrowings be held by the borrower. FHLB capital stock was $161.3 million at September 30, 2000 compared to $68.3 million the previous year. Deposits increased $56.8 million during fiscal year 2000.
Equity. Stockholders' equity totaled $986.2 million at September 30, 2000 compared to $1.05 billion at September 30, 1999. The decrease in stockholders' equity of $60.3 million from September 30, 1999 is the result of the repurchase of the Company's common stock of $123.7 million, dividends paid of $14.1 million, and a reduction of $4.5 million in the unrealized gain on securities available-for-sale. These were partially offset by earnings of $76.3 million.
16
Next PageThe following table presents the weighted average yields earned on loans, investments and other interest-earning assets, the weighted average rates paid on savings deposits and borrowings and the resultant interest rate spreads at the dates indicated.
At September 30, | |||
2000 | 1999 | 1998 | |
Weighted average yield on: | |||
Loans receivable | 7.31% | 7.14% | 7.38% |
Mortgage-related securities | 7.05 | 6.57 | 6.66 |
Investment securities | 6.09 | 6.09 | 5.93 |
Cash and cash equivalents | 6.60 | 5.18 | 5.26 |
Capital stock of Federal Home Loan Bank | 8.60 | 7.00 | 7.56 |
Combined weighted average yield on interest-earning assets | 7.25 | 6.97 | 7.08 |
Weighted average rate paid on: | |||
Savings deposits | 2.22 | 2.22 | 3.64 |
Demand and NOW deposits | 3.28 | 2.86 | 1.50 |
Certificate accounts | 6.11 | 5.67 | 5.75 |
Borrowings | 6.14 | 5.68 | 5.73 |
Combined weighted average rate paid on interest-bearing liabilities | 5.74 | 5.18 | 5.24 |
Spread | 1.51 | 1.79 | 1.84 |
Average Balances, Net Interest Income, Yields Earned and Rates Paid
The following table on page 18 presents for the fiscal years ending September 30, 2000, 1999, and 1998 the total dollar amount of interest income from average interest-earning assets and the resultant yields, as well as the interest expense on average interest-bearing liabilities, expressed both in dollars and rates. No tax equivalent adjustments were made. All average balances are daily for fiscal years 2000 and 1999 and are monthly for fiscal year 1998. We do not believe that the use of monthly averages rather than daily averages has a significant effect upon our results for fiscal year 1998.
Rate/Volume Analysis
The following table on page 19 presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing fiscal years 2000 to 1999 and fiscal years 1999 to 1998. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate, (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year, and (3) changes due to both rate and volume, which are changes in the average balance multiplied by the change in the average rate.
17
Next PageSeptember 30, 2000 |
September 30, 1999 |
September 30, 1998 | |||||||
Average Outstanding Balance |
Interest Earned/ Paid |
Yield/ Rate |
Average Outstanding Balance |
Interest Earned/ Paid |
Yield/ Rate |
Average Outstanding Balance |
Interest Earned/ Paid |
Yield/ Rate | |
(Dollars in Thousands) | |||||||||
Interest-Earning Assets: | |||||||||
Loans receivable (1) | $4,645,533 | $331,325 |
7.13% |
$3,760,908 | $273,134 | 7.26% | $3,470,898 | $264,752 | 7.63% |
Other loans | 170,382 | 15,926 | 9.32 | 145,925 | 12,373 | 8.48 | 46,082 | 3,694 | 8.02 |
Total Loans receivable, net | 4,815,915 | 347,251 | 7.21 | 3,906,833 | 285,507 | 7.31 | 3,516,980 | 268,446 | 7.63 |
Mortgage-related securities | 2,363,921 | 159,139 | 6.73 | 1,641,176 | 99,767 | 6.08 | 911,659 | 57,967 | 6.36 |
Investments & cash equivalents | 54,204 | 3,196 | 5.90 | 155,569 | 7,378 | 4.74 | 556,646 | 34,045 | 6.12 |
Capital stock of Federal Home Loan Bank | 112,219 |
8,771 |
7.79 | 49,283 |
3,447 |
6.99 | 41,598 |
3,186 |
7.66 |
Total Interest-Earning Assets (1) | $7,346,259 |
518,357 |
7.06 | $5,752,861 |
396,099 |
6.89 | $5,026,883 |
363,644 |
7.23 |
Interest-Bearing Liabilities: | |||||||||
Savings deposits | $ 115,483 | 2,406 | 2.08% | $ 129,914 | 2,886 | 2.22% | $ 131,343 | 2,918 | 2.22% |
Demand and NOW deposits | 815,258 | 25,194 | 3.08 | 781,936 | 22,888 | 2.93 | 661,871 | 19,861 | 3.00 |
Certificate accounts | 2,992,729 | 176,833 | 5.89 | 3,008,720 | 172,306 | 5.73 | 3,071,829 | 180,647 | 5.88 |
Total Deposits | 3,923,470 | 204,433 | 5.21 | 3,920,570 | 198,080 | 5.05 | 3,865,043 | 203,426 | 5.26 |
Borrowings | 2,394,404 |
145,684 |
5.98 | 964,510 |
54,950 |
5.78 | 548,275 |
31,471 |
5.74 |
Total Interest-Bearing Liabilities |
$6,317,874 |
350,117 |
5.49 |
$4,885,080 |
253,030 |
5.18 |
$4,413,318 |
234,897 |
5.32 |
Net interest income | $168,240 |
$143,069 |
$128,747 |
||||||
Net interest rate spread | 1.57% |
1.71% |
1.91% | ||||||
Net earning assets | $1,028,385 |
$ 867,781 |
$ 613,565 |
||||||
Net interest margin | 2.29% |
2.49% |
2.56% | ||||||
Average Interest-Earning
Assets to Average Interest- |
116.28% |
117.76% |
113.90% |
(1) Calculated net of deferred loan fees, loan discounts, and loans in process.
18
Year Ended September 30, | |||||||||
1999 vs. 2000 |
1998 vs. 1999 |
||||||||
Increase (Decrease) Due to |
Increase (Decrease) Due to |
||||||||
Volume |
Rate |
Rate/Volume |
Total |
Volume |
Rate |
Rate/Volume |
Total | ||
(Dollars in Thousands) | |||||||||
Interest-earning assets: | |||||||||
Loans receivable, net | $66,351 | $(3,663) | $(945) | $61,743 | $29,753 | $(11,428) | $(1,263) | $17,062 | |
Mortgage-related securities | 44,007 | 10,667 | 4,698 | 59,372 | 46,396 | (2,553) | (2,043) | 41,800 | |
Investments and cash equities | (4,926) | (2,888) | 3,633 | (4,181) | (24,194) | (4,824) | 2,350 | (26,668) | |
Capital stock of Federal Home Loan Bank | 4,426 |
394 |
504 |
5,324 |
591 |
(279) |
(51) |
261 | |
Total interest-earning assets | $109,858 |
$4,510 |
$7,890 |
122,258 |
$52,546 |
$(19,084) |
$(1,007) |
32,455 | |
Interest-bearing liabilities: | |||||||||
Savings deposits | $(320) | $(182) | $20 | (482) | $(32) | $--- | $--- | (32) | |
Demand and NOW deposits | 976 | 1,173 | 50 | 2,199 | 3,602 | (463) | (84) | 3,055 | |
Certificate accounts | (751) | 5,416 | (29) | 4,636 | (3,254) | (5,222) | 107 | (8,369) | |
Borrowings | 85,945 |
1,929 |
2,860 |
90,734 |
23,864 |
(219) |
(166) |
23,479 | |
Total interest-bearing liabilities | $85,850 |
$8,336 |
$2,901 |
97,087 |
$24,180 |
$(5,904) |
$(143) |
18,133 | |
Net interest income | $25,171 |
$14,322 |
19
Next PageComparison of Results of Operations for the Years Ended September 30, 2000 and 1999
General. Capitol Federal completed its first full fiscal year as a public company with assets totaling $8.27 billion and equity of $986.2 million. Net income for the year was $76.3 million compared to $42.9 million for fiscal year 1999. However, excluding one-time charges related to the Reorganization (see Comparison of Results of Operations for the Years Ended September 30, 1999 and 1998) net income for fiscal year 1999 would have been $63.3 million.
Net Interest and Dividend Income. Net interest income increased $25.2 million or 17.6% to $168.2 million for 2000 compared to 1999, reflecting a $122.3 million or 30.9% increase in interest income which was partially offset by a $97.1 million or 38.4% increase in interest expense. Our interest rate spread and net interest margin decreased to 1.57% and 2.29%, respectively, for 2000 compared to 1.71% and 2.49%, respectively, for 1999. The ratio of average interest-earning assets to average interest-bearing liabilities decreased to 1.16 for 2000 compared to 1.18 for 1999.
Interest Income. The increase in interest income during the year ended September 30, 2000 was primarily due to an increase in the average balance of our interest-earning assets and to a much lesser degree an increase in the average rate earned on those assets. The average balance of the loan portfolio increased $909.1 million or 23.3% to $4.82 billion for 2000 compared to 1999 due to continued strong loan demand and the purchase of single-family loans. The average balance of our mortgage-related securities portfolio increased $722.7 million or 44.0% to $2.36 billion for 2000 compared to 1999 primarily as a result of the use of additional borrowings to purchase mortgage-related securities consistent with our capital utilization plan. The average yield earned on our loan portfolio decreased from 7.31% in 1999 to 7.21% in 2000, and the average yield earned on our mortgage-related securities portfolio increased from 6.08% for 1999 to 6.73% for 2000. The increase in the average yield earned on our mortgage-related securities was primarily due to the purchase of higher-yielding securities and existing adjustable rate securities repricing to higher rates as a result of generally higher short and intermediate term market rates.
Interest Expense. The increase in interest expense during the year ended September 30, 2000 was primarily due to the increase of $1.43 billion or 148.3% in the average balance of borrowings. The average balance of deposits increased $2.9 million or 0.1% to $3.92 billion for 2000. The average rate paid on deposits increased from 5.05% in 1999 to 5.19% in 2000 as a result of generally higher short and intermediate term market rates. The average rate paid on borrowings increased from 5.78% in 1999 to 5.98% in 2000.
Provision for Loan Losses. For the year ended September 30, 2000, the provision for loan losses amounted to $494,000 compared to a provision for loan losses in 1999 of $395,000. At September 30, 2000, our allowance for loan losses was $4.6 million or 0.08% of the total loan portfolio and approximately 133% of total non-accrual loans. This compares with an allowance for loan losses of $4.4 million or 0.10% of the total loan portfolio and approximately 88% of the total non-accrual loans as of September 30, 1999.
During 2000, our single-family residential loan portfolio increased by $1.12 billion over 1999. The provision represents 0.04% of the 2000 increase in the portfolio. Non-performing single-family loans decreased by $1.6 million, or 32.7%, from $4.9 million at September 30, 1999 to $3.3 million at September 30, 2000. Our consumer loan portfolio increased approximately 21% to $170.6 million.
The provision for loan losses in fiscal 2000 primarily reflects the increase in the single family residential, multi-family, and consumer loan portfolios. The reduction in the balance of the allowance for loan losses in all other loan categories resulted from decreased balances in those loan categories and a review of the credit risks associated with specific loans in these other loan categories. The redistribution of the allowance comes from the application of the formula allowance which evaluates the overall risk of the portfolio as well as a review of the credit exposure and loss experience in specific loan categories. The increase in the formula allowance was primarily driven by faster market growth in the portfolio. However, we also reviewed the ratio of our non-performing loans to total loans and compared this to our ratio of allowance for loan losses to net loans receivable. These increases in the provision for credit losses reflects management's estimate of inherent credit losses based upon the known risks of the various loan portfolios in 2000.
Other Income. Other income amounted to $14.8 million and $13.7 million for the years ended September 30, 2000 and 1999, respectively. The increase consisted primarily of a $985,000, or 13.9% increase in automated teller and debit card transaction fees and checking account transaction fees, resulting from increased debit card usage, an increased number of checking accounts, and an increase in the fees charged for non-customer usage of ATM's.
Other Expenses. Other expenses decreased $25.3 million or 29.1 % to $61.7 million for the year ended September 30, 2000 compared to September 30, 1999. This decrease was primarily due to a $30.2 million contribution from the Company to the Capitol Federal Foundation as part of the Reorganization in fiscal year 1999 with no corresponding expense in fiscal year 2000. The decrease was also due to the termination of the Company's pension plan in prior year. The decrease was partially offset by increases in compensation and occupancy expense. Compensation expense was up $4.8 million, primarily the result of $4.5 million related to the implementation of the recognition and retention plan and incentive compensation plans while employee compensation increased $1.4 million due to staffing increases and market adjustments to compensation levels for Bank employees.
Provision for Income Taxes. The provision for income taxes amounted to $44.5 million and $26.5 million for 2000 and 1999, resulting in effective tax rates of 36.8% and 38.2%, respectively. The increase was due to the increase in taxable income.
20
Comparison of Results of Operations for the Years Ended September 30, 1999 and 1998
General. Capitol Federal completed its first fiscal year as a public company with assets totaling $6.54 billion and equity of $1.05 billion. Net income for the year was $42.9 million compared to $54.0 million for fiscal year 1998. However, excluding one-time charges related to the Reorganization (explained below) net income for fiscal year 1999 would have been $63.3 million, a 17.2% increase over the previous year.
The Company incorporated in March 1999 following its conversion of the Bank from mutual to stock form ("Conversion"). At that time, the Company issued 52,192,817 shares of its common stock to the MHC. The Conversion, the offering of stock to depositors, and the issuance of Company common stock to the MHC are referred to collectively as the "Reorganization." In connection with the Reorganization, the Company established the Capitol Federal Foundation ("Foundation") and made a charitable contribution of $15.1 million in cash and 1,512,287 shares of the Company's common stock to the Foundation, which resulted in a one-time charge of $30.2 million. During the second quarter of fiscal year 1999 the Company recorded, in addition to the contribution to the Foundation, a $2.4 million expense in conjunction with the termination of the existing pension plan and the implementation of the Employee Stock Ownership Plan ("ESOP").
Net Interest and Dividend Income. Net interest income increased $14.3 million or 11.1% to $143.1 million for 1999 compared to 1998, reflecting a $32.5 million or 8.9% increase in interest income which was partially offset by a $18.1 million or 7.7% increase in interest expense. Our interest rate spread and net interest margin decreased to 1.71% and 2.49%, respectively, for 1999 compared to 1.91% and 2.56%, respectively, for 1998. The ratio of average interest-earning assets to average interest-bearing liabilities increased to 1.18 for 1999 compared to 1.14 for 1998.
Interest Income. The increase in interest income during the year ended September 30, 1999 was primarily due to an increase in the average balance of our interest-earning assets. The average balance of the loan portfolio increased $389.8 million or 11.1% to $3.91 billion for 1999 compared to 1998 due to increased loan demand. The average balance of our mortgage-related securities and investment securities portfolios increased $328.4 million or 22.4% to $1.80 billion for 1999 compared to 1998 primarily as a result of the use of additional borrowings to purchase mortgage-related securities. This increase was consistent with our decision to leverage our capital. The average yield earned on our loan portfolio decreased to 7.31% in 1999 from 7.63% in 1998, and the average yield earned on our mortgage-related and investment securities portfolios decreased to 5.97% for 1999 from 6.27% for 1998. The decrease in average yield earned on our mortgage-related and investment securities portfolios was primarily due to the purchase of lower-yielding mortgage-related securities that had adjustable rates of interest.
Interest Expense. The increase in interest expense during the year ended September 30, 1999 was primarily due to the increase of $416.2 million or 75.9% on the average balance of borrowings and an increase in the average balance of deposits. The average balance of deposits increased $55.5 million or 1.4% to $3.92 billion for 1999, $118.6 million of which consisted of an increase in demand deposits, including noninterest-bearing checking, NOW and money market accounts partially offset by a $63.1 million decrease in the average balance of certificates of deposit. The average rate paid on deposits decreased to 5.05% in 1999 from 5.26% in 1998. The average rate paid on borrowings increased slightly to 5.78% in 1999 from 5.74% in 1998. Borrowings increased by $845.0 million for the year ended September 30, 1999 compared to September 30, 1998. All of the borrowings were from the FHLB and are consistent with our decision to leverage our capital. The borrowings are all callable advances.
Provision for Loan Losses. For the year ended September 30, 1999, the provision for loan losses amounted to $395,000 compared to a provision for loan losses in 1998 of $2.5 million. At September 30, 1999, our allowance for loan losses was $4.4 million or 0.10% of the total loan portfolio and approximately 88% of total non-accrual loans. This compares with an allowance for loan losses of $4.1 million or 0.11 % of the total portfolio and approximately 66% of the total non-accrual loans as of September 30, 1998.
During 1999, our single-family residential loan portfolio increased by $578.3 million at September 30, 1999 over September 30, 1998. The provision represents 0.07% of the fiscal year 1999 increase in the portfolio. Non-performing single-family loans decreased by $1.1 million, or 18.6%, to $4.9 million at September 30, 1999 from $6.0 million at September 30, 1998. Our consumer loan portfolio increased approximately 9.5% to $157.0 million.
The provision for loan losses in fiscal year 1999 primarily reflects the increase in the single family residential mortgage loan portfolio. The reduction in the balance of the allowance for loan losses in all other loan categories, except consumer loans, resulted from decreased balances in those loan categories. The redistribution of the allowance comes from the application of our formula allowance which evaluates the overall risk of the portfolio. The increase in the formula allowance was primarily driven by faster market growth in the portfolio. We also reviewed the ratio of our non-performing loans to total loans and compared this to our ratio of allowance for loan losses to net loans receivable. These increases in the provision for credit losses reflects management's estimate of inherent credit losses based upon the known risks of the various loan portfolios in fiscal year 1999.
Other Income. Other income amounted to $13.7 million and $12.8 million for the years ended September 30, 1999 and 1998, respectively. The increase consisted primarily of a $1.0 million, or 17.2% increase in automated teller and debit card transaction fees and checking account transaction fees.
21
Next PageOther Expenses. Other expenses increased $36.6 million or 72.8% to $86.9 million for the year ended September 30, 1999 compared to the year ended September 30, 1998. This increase was primarily due to a $30.2 million contribution from the Company to the Capitol Federal Foundation as part of the Reorganization. In addition, pension costs for the year ended September 30, 1999 increased $3.0 million over the year ended September 30, 1998 due to the termination of the existing pension plan and the implementation of the ESOP. Other personnel expense was up $2.5 million for the year ended September 30, 1999 compared to the year ended September 30, 1998. The increase was due to increased staffing at new branch locations and for the loan origination function, as well as back office support functions. Office occupancy expense was approximately $900,000 greater for the year ended September 30, 1999 compared to the year ended September 30, 1998. This increase was the result of increased lease expense on new branch locations and costs associated with upgrading our computer systems.
Provision for Income Taxes. The provision for income taxes amounted to $26.5 million and $34.8 million for 1999 and 1998, respectively, resulting in effective tax rates of 38.2% and 39.2%, respectively.
Liquidity and Commitments
The Bank's liquidity, represented by cash and cash equivalents and mortgage-related securities available for sale, are products of its operating, investing and financing activities. The Bank's primary sources of funds are deposits, FHLB advances, prepayments and maturities of outstanding loans and mortgage-related securities, maturing investment securities and other short-term investments and funds provided from operations. While scheduled payments from the amortization of loans and mortgage-related securities and maturing investment securities and short-term investments are relatively predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions and competition. In addition, excess funds are invested in short-term interest-earning assets, which provide liquidity to meet lending opportunities. FHLB advances are utilized to provide funds for our lending and investment activities, as a facet to implement our capital management plan, and as an interest rate risk management tool.
Liquidity management is both a daily and long-term function of our business management. Excess liquidity is generally invested in short-term investments such as overnight deposits or U.S. agency securities. We use our sources of funds primarily to meet our ongoing commitments, to pay maturing certificates of deposit and savings withdrawals, to fund loan commitments and to maintain our portfolio of mortgage-related securities and investment securities. At September 30' 2000 our commitments were:
Certificates of deposits scheduled to mature in one year or less totaled $1.73 billion. Based on historical experience, management believes that a significant portion of maturing deposits will remain with us. We anticipate that we will continue to have sufficient funds, through deposits, borrowings, and repayments, to meet our current commitments.
Capital
Consistent with our goals to operate a sound and profitable financial organization, we actively seek to maintain a "well capitalized" institution in accordance with regulatory standards. Total equity for the Bank was $956.2 million at September 30, 2000, or 11.9% of total assets on that date. As of September 30, 2000, the Bank exceeded all capital requirements of the Office of Thrift Supervision. The Bank's regulatory capital ratios at September 30, 2000 were as follows: Tier I (leverage) capital, 11.5%; Tier I risk-based capital, 27.0%; and total risk-based capital, 27.1%. The regulatory capital requirements to be considered well capitalized at that date were 5.0%, 6.0%, and 10.0%, respectively.
22
INDEPENDENT AUDITORS' REPORT
Board of Directors and Stockholders
Capitol Federal Financial and Subsidiary
Topeka, Kansas
We have audited the accompanying consolidated balance sheets of Capitol Federal Financial and Subsidiary (the "Company") as of September 30, 2000 and 1999, and the related consolidated statements of income, stockholders' equity and cash flows for each of the three years in the period ended September 30, 2000. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2000 and 1999, and the results of their operations and their cash flows for each of the three years in the period ended September 30, 2000 in conformity with accounting principles generally accepted in the United States of America.
/s/ Deloitte & Touche LLP
November 1, 2000
Kansas City, Missouri
23
Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETSASSETS | 2000 | 1999 |
CASH AND CASH EQUIVALENTS | $ 133,034 | $ 22,275 |
INVESTMENT SECURITIES, Held-to-maturity | ||
(Market value of $14,808 and $14,754) | 15,100 | 15,100 |
CAPITAL STOCK OF FEDERAL HOME LOAN BANK, at cost | 161,250 | 68,336 |
MORTGAGE-RELATED SECURITIES: | ||
Available-for-sale, at market value (Amortized cost of $851,374 | ||
and $1,129,995) | 850,892 | 1,136,776 |
Held-to-maturity, at cost (Market value of $1,539,247 and $914,820) | 1,561,251 | 939,492 |
LOANS RECEIVABLE HELD FOR SALE, at lower of amortized | ||
cost or market | 25,742 | 19,739 |
LOANS RECEIVABLE, Net (Less allowance for loan losses of | ||
$4,596 and $4,407) | 5,442,445 | 4,275,200 |
PREMISES AND EQUIPMENT, Net | 24,076 | 24,046 |
REAL ESTATE OWNED, Net | 1,094 | 1,073 |
ACCRUED INTEREST RECEIVABLE: | ||
Loans receivable | 27,781 | 21,656 |
Mortgage-related securities | 15,180 | 12,540 |
Investment securities | 436 | 431 |
OTHER ASSETS | 6,938 |
4,433 |
TOTAL ASSETS | $ 8,265,219 |
$ 6,541,097 |
(Continued) |
24
Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETSLIABILITIES AND STOCKHOLDERS' EQUITY | 2000 | 1999 |
LIABILITIES: | ||
Deposits | $ 3,956,329 | $ 3,899,565 |
Advances from Federal Home Loan Bank | 3,225,000 | 1,345,000 |
Securities sold under agreements to repurchase | - | 175,000 |
Advance payments by borrowers for taxes and insurance | 38,411 | 37,422 |
Income taxes payable | 4,088 | 1,287 |
Deferred income taxes | 13,439 | 13,779 |
Accounts payable and accrued expenses | 41,745 |
22,530 |
Total liabilities | 7,279,012 | 5,494,583 |
COMMITMENTS AND CONTINGENCIES (NOTE 14) | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock, $.01 par value; 50,000,000 shares authorized, no shares issued or outstanding Common stock, $.01 par value; 450,000,000 shares authorized, 91,512,287 shares issued as of September 30, 2000 and 1999 |
915 | 915 |
Additional paid-in capital | 385,076 | 384,864 |
Unearned compensation - Employee Stock Ownership Plan | (26,214) | (28,230) |
Unearned compensation - Recognition and Retention Plan | (8,485) | - |
Retained earnings | 745,598 | 684,761 |
Accumulated other comprehensive income (loss) | (300) |
4,204 |
1,096,590 | 1,046,514 | |
Treasury stock, 9,830,155 shares as of September 30, 2000, at cost | (110,383) |
- |
Total stockholders' equity | 986,207 |
1,046,514 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 8,265,219 |
$ 6,541,097 |
See notes to consolidated financial statements. | (Concluded) |
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Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME2000 | 1999 | 1998 | |
INTEREST AND DIVIDEND INCOME: | |||
Loans receivable | $347,251 | $285,508 | $268,444 |
Mortgage-related securities | 159,139 | 99,767 | 57,967 |
Investment securities | 926 | 1,194 | 23,025 |
Securities purchased under agreements to resell | - | 3,894 | 6,955 |
Cash and cash equivalents | 2,270 | 2,289 | 4,065 |
Capital stock of Federal Home Loan Bank | 8,771 |
3,447 |
3,186 |
Total interest and dividend income | 518,357 | 396,099 | 363,642 |
INTEREST EXPENSE: | |||
Deposits | 204,434 | 198,080 | 203,426 |
Borrowings | 145,683 |
54,950 |
31,471 |
Total interest expense | 350,117 |
253,030 |
234,897 |
NET INTEREST AND DIVIDEND INCOME | 168,240 | 143,069 | 128,745 |
PROVISION FOR LOAN LOSSES | 494 |
395 |
2,462 |
NET INTEREST AND DIVIDEND INCOME AFTER PROVISION FOR LOAN LOSSES |
167,746 | 142,674 | 126,283 |
OTHER INCOME: | |||
Automated teller and debit card transaction fees | 5,095 | 4,236 | 3,267 |
Checking account transaction fees | 2,992 | 2,866 | 2,791 |
Loan fees | 1,604 | 1,854 | 2,340 |
Insurance commissions | 1,574 | 1,530 | 1,424 |
Other, net | 3,525 |
3,188 |
2,971 |
Total other income | 14,790 |
13,674 |
12,793 |
OTHER EXPENSES: | |||
Salaries and employee benefits | 36,608 | 31,770 | 26,300 |
Occupancy of premises | 9,867 | 8,647 | 7,756 |
Office supplies and related expenses | 3,399 | 3,399 | 3,325 |
Deposit and loan transaction costs | 3,740 | 4,110 | 3,514 |
Advertising | 2,165 | 2,719 | 2,564 |
Federal insurance premium | 1,223 | 2,341 | 2,409 |
Foundation contribution | - | 30,231 | - |
Other, net | 4,663 |
3,723 |
4,436 |
Total other expenses | 61,665 |
86,940 |
50,304 |
INCOME BEFORE INCOME TAX EXPENSE | 120,871 | 69,408 | 88,772 |
INCOME TAX EXPENSE | 44,532 |
26,487 |
34,781 |
NET INCOME | $ 76,339 |
$ 42,921 |
$ 53,991 |
Earnings per share (from April 1, 1999 to September 30, 1999 and for the year | |||
ended September 30, 2000): | |||
Basic | $ 0.91 |
$ 0.39 |
|
Diluted | $ 0.90 |
$ 0.39 |
|
See notes to consolidated financial statements. |
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Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
YEARS ENDED SEPTEMBER 30, 2000, 1999 AND 1998
(in thousands, except share amounts)
Unearned | |||||||||||||||||||
Compensation |
|||||||||||||||||||
Employee | Recognition | Accumulated | |||||||||||||||||
Common Stock |
Additional Paid-In |
Stock Ownership |
and Retention |
Retained |
Other Comprehensive |
Treasury Stock |
Total Stockholders' | ||||||||||||
Shares   |
Amount |
Capital |
Plan |
Plan |
Earnings |
Income (Loss) |
Shares |
Amount |
Equity | ||||||||||
BALANCE, October 1, 1997 | $595,208 | $ 9,578 | $ 604,786 | ||||||||||||||||
Comprehensive Income: | |||||||||||||||||||
Net income | 53,991 | 53,991 | |||||||||||||||||
Other comprehensive income - | |||||||||||||||||||
Change in unrealized gains on mortgage-related securities available-for-sale, net of deferred income taxes of $2,370 |
3,555 | 3,555 | |||||||||||||||||
Total comprehensive income | 57,546 | ||||||||||||||||||
BALANCE, September 30, 1998 | 649,199 | 13,133 | 662,332 | ||||||||||||||||
Comprehensive Income: | |||||||||||||||||||
Net income | 42,921 | 42,921 | |||||||||||||||||
Other comprehensive loss - | |||||||||||||||||||
Change in unrealized gains on mortgage-related securities available-for-sale, net of deferred) |
|||||||||||||||||||
income taxes of $(6,177) | (8,929) | (8,929) | |||||||||||||||||
Total comprehensive income | 33,992 | ||||||||||||||||||
Issuance of common stock, net of offering expenses of $7,403 |
88,487,713 | $885 | $354,660 | 355,545 | |||||||||||||||
Common stock issued to Employee Stock Ownership Plan |
3,024,574 | 30 | 30,216 | $ (30,246) | - | ||||||||||||||
Common stock committed to be released for allocation - Employee Stock Ownership Plan |
2,016 | 2,016 | |||||||||||||||||
Decrease in fair market value of Employee Stock Ownership Plan shares committed to be released for allocation |
(12) | (12) | |||||||||||||||||
Capitalization of Mutual Holding Company |
(100) | (100) | |||||||||||||||||
Dividends on common stock to stockholders ($0.20 per share) |
(7,259) | (7,259) | |||||||||||||||||
BALANCE, September 30, 1999 | 91,512,287 | 915 | 384,864 | (28,230) | 684,761 | 4,204 | - | 1,046,514 | |||||||||||
(Continued) |
27
Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
YEARS ENDED SEPTEMBER 30, 2000, 1999 AND 1998
(in thousands, except share amounts)
Unearned | |||||||||||
Compensation |
|||||||||||
Employee | Recognition | Accumulated | |||||||||
Common Stock |
Additional Paid-In |
Stock Ownership |
and Retention |
Retained |
Other Comprehensive |
Treasury Stock |
Total Stockholders' | ||||
Shares   |
Amount |
Capital |
Plan |
Plan |
Earnings |
Income (Loss) |
Shares |
Amount |
Equity | ||
Comprehensive Income: | |||||||||||
Net income | 76,339 | 76,339 | |||||||||
Other comprehensive income - | |||||||||||
Changes in unrealized gains on mortgage-related securities available-for-sale, net of deferred income taxes of $(2,759) |
(4,504) | (4,504) | |||||||||
Total comprehensive income | 71,835 | ||||||||||
Common stock committed to be released for allocation - Employee Stock Ownership Plan |
2,016 | 2,016 | |||||||||
Increase in fair market value of Employee Stock Ownership Plan shares committed to be released for allocation |
138 | 138 | |||||||||
Acquisition of treasury stock | 12,758,155 | $(123,717) | (123,717) | ||||||||
Treasury stock issued to Recognition and Retention Plan |
(11,840) | (1,432) | (1,280,000) | 13,272 | - | ||||||
Amortization of unearned compensation - Recognition and Retention Plan |
3,355 | 3,355 | |||||||||
Recognition and Retention Plan Shares sold for employee withholding tax purposes |
81 | 81 | |||||||||
Stock options exercised | (7) | (6,000) | 62 | 55 | |||||||
Dividends on common stock to stockholders ($0.44 per share) |
(14,070) | (14,070) | |||||||||
BALANCE, September 30, 2000 | 91,512,287 | $915 | $385,076 | $(26,214) | $(8,485) | $745,598 | $ (300) | 9,830,155 | $(110,383) | $ 986,207 | |
(Concluded) |
See notes to consolidated financial statements.
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Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
YEARS ENDED SEPTEMBER 30, 2000, 1999 and 1998 (in thousands)
2000 |
1999 |
1998 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ 76,339 | $ 42,921 | $ 53,991 |
Adjustments to reconcile net income to net cash provided by operating activities |
|||
Termination of pension plan | - | 1,350 | - |
Contribution of common stock to Capitol Federal Foundation | - | 15,108 | - |
Federal Home Loan Bank stock dividends | (1,367) | (3,447) | (3,186) |
Net loan origination fees capitalized | 6,928 | 10,058 | 4,664 |
Amortization of net deferred loan origination fees | (5,776) | (8,684) | (3,930) |
Provision for loan losses | 494 | 395 | 2,462 |
Provision for losses on real estate owned | - | - | 216 |
Gain on sales of real estate owned, net | (416) | (314) | (382) |
Gain on sales of loans receivable held for sale | (42) | (294) | (172) |
Originations of loans receivable held for sale | (14,843) | (11,082) | (33,917) |
Proceeds from sales of loans receivable held for sale | 8,882 | 26,074 | 32,402 |
Amortization and accretion of premiums and discounts on | |||
mortgage-related securities and investment securities | 174 | 3,668 | 1,039 |
Depreciation and amortization of premises and equipment | 3,545 | 3,154 | 2,960 |
Provision for deferred income taxes (benefit) | 2,419 | (9,039) | (33) |
Common stock committed to be released for allocation - Employee Stock | |||
Ownership Plan | 2,016 | 2,016 | - |
Increase (decrease) in fair market value of Employee Stock Ownership Plan | |||
shares committed to be released for allocation | 138 | (12) | - |
Amortization of unearned compensation - Recognition and Retention Plan | 3,355 | - | - |
Recognition and Retention Plan shares sold for employee withholding | |||
tax purposes | 81 | - | - |
Changes in: | |||
Accrued interest receivable | (8,770) | (4,310) | 4,436 |
Other assets | (2,505) | (436) | 990 |
Income taxes payable | 2,801 | 1,060 | (3,151) |
Accounts payable and accrued expenses | 19,215 |
2,570 |
3,293 |
Net cash provided by operating activities | 92,668 |
70,756 |
61,682 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Proceeds from maturities of investment securities | - | 172,486 | 850,060 |
Purchases of investment securities | - | (15,000) | (425,000) |
Purchases of capital stock of Federal Home Loan Bank | (91,547) | (21,305) | - |
Purchases of securities under agreements to resell | - | (1,383,410) | (235,000) |
Repayment of securities purchased under agreements to resell | - | 1,618,410 | - |
Principal collected on mortgage-related securities available-for-sale | 277,707 | 555,350 | 255,352 |
Purchases of mortgage-related securities available-for-sale | - | (962,181) | (244,027) |
Principal collected on mortgage-related securities held-to-maturity | 195,572 | 304,732 | 138,934 |
Purchases of mortgage-related securities held-to-maturity | (816,591) | (936,591) | (339,792) |
Loan originations net of principal collected | (498,081) | (538,277) | (468,381) |
Loan purchases net of principal collected | (674,010) | (51,221) | 66,570 |
Purchases of premises and equipment, net | (3,575) | (4,415) | (5,632) |
Proceeds from sales of real estate owned | 3,595 |
5,028 |
6,901 |
Net cash used in investing activities | (1,606,930) |
(1,256,394) |
(400,015) |
(Continued) |
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Next PageCAPITOL FEDERAL FINANCIAL AND SUBSIDIARY | |||
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||
YEARS ENDED SEPTEMBER 30, 2000, 1999 AND 1998 (in thousands) | |||
2000 |
1999 |
1998 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Dividends paid | $ (14,070) | $ (7,259) | - |
Deposits, net of withdrawals | 56,764 | 5,385 | $ 107,057 |
Proceeds from advances from Federal Home Loan Bank | 2,658,000 | 1,397,000 | 255,000 |
Repayments on advances from Federal Home Loan Bank | (778,000) | (552,000) | (30,000) |
Proceeds from common stock issuance, net | - | 340,337 | - |
Repayments of securities sold under agreements to repurchase | (175,000) | - | - |
Change in advance payments by borrowers for taxes and insurance | 989 | (4) | (458) |
Acquisition of treasury stock | (123,717) | - | - |
Stock options exercised | 55 |
- |
- |
Net cash provided by financing activities | 1,625,021 |
1,183,459 |
331,599 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 110,759 | (2,179) | (6,734) |
CASH AND CASH EQUIVALENTS: | |||
Beginning of year | 22,275 |
24,454 |
31,188 |
End of year | $ 133,034 |
$ 22,275 |
$ 24,454 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Income tax payments, net of refunds | $ 40,376 |
$ 34,294 |
$ 37,910 |
Interest payments, net of interest credited to deposits of $180,668, $172,397 | |||
and $176,588 | $ 162,574 |
$ 77,135 |
$ 58,280 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING | |||
AND FINANCING ACTIVITIES: | |||
Loans transferred to real estate owned | $ 3,270 |
$ 4,251 |
$ 5,664 |
Loans made upon the sale of real estate owned | $ 70 |
$ 428 |
$ 600 |
Common stock issued to Employee Stock Ownership Plan in exchange for | |||
a note receivable | $ 30,246 |
||
Treasury stock issued to Recognition and Retention Plan | $ 13,272 |
||
See notes to consolidated financial statements. | (Concluded) |
30
Next PageCAPITOL FEDERAL FINANCIAL and subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2000, 1999 AND 1998 (in thousands, except share data)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business - Capitol Federal Financial (the "Company") provides a full range of banking services through its wholly-owned subsidiary, Capitol Federal Savings Bank (the "Bank") which has 27 full service and 7 limited service banking offices serving primarily the entire metropolitan areas of Topeka, Wichita, Lawrence, Manhattan, Emporia and Salina, Kansas and a portion of the metropolitan area of greater Kansas City. The Bank emphasizes mortgage lending, primarily originating one-to four-family mortgage loans. The Bank is subject to competition from other financial institutions and other companies that provide financial services. The Company is subject to the regulations of certain federal agencies and undergoes periodic examinations by those regulatory authorities.
On March 31, 1999, the Company completed the reorganization of the Bank into the federal mutual holding company form of ownership, whereby the Bank converted into a federally chartered stock savings bank as a wholly owned subsidiary of the Company, and the Company became a majority-owned subsidiary of Capitol Federal Savings Bank MHC (the "MHC"), a federally chartered mutual holding company (collectively, the "Reorganization"). In connection with the Reorganization, the Company sold 37,807,183 shares of Company common stock, par value $0.01 per share at $10.00 per share which, net of issuance costs, generated proceeds of $355,545. The Company loaned $30,246 to the Employee Stock Ownership Plan ("ESOP") to enable the ESOP to purchase 3,024,574 shares of the Company's stock in the initial public offering. The Company also issued 52,192,817 shares of Company common stock to the MHC. As an integral part of the Reorganization and in furtherance of the Company's commitment to the communities that it serves, the Company established a charitable foundation known as the Capitol Federal Foundation (the "Foundation") and contributed 1,512,287 shares and $15,123 in cash to the Foundation. The Company received $15 in proceeds from the contribution of shares to the Foundation. The Company recorded a contribution expense of $30,231 and a corresponding deferred tax benefit of $11,488 for this donation.
The Company's ability to pay dividends is dependent, in part, upon its ability to obtain dividends from the Bank. The future dividend policy of the Company is subject to the discretion of the Board of Directors and will depend upon a number of factors, including future earnings, financial conditions, cash needs, and general business conditions. Holders of common stock will be entitled to receive dividends as and when declared by the Board of Directors of the Company out of funds legally available for that purpose. Such payment, however, will be subject to the regulatory restrictions set forth by the Office of Thrift Supervision ("OTS"). In addition, the Federal Deposit Insurance Corporation Improvement Act ("FDICIA") provides that, as a general rule, a financial institution may not make a capital distribution if it would be undercapitalized after making the capital distribution.
To date, the MHC has waived its receipt of cash dividends from the Company. The dollar amount of dividends waived by the MHC are considered as a restriction on the retained earnings of the Company. The amount of any dividend waived by the MHC shall be available for declaration as a dividend solely to the MHC. At September 30, 2000, the cumulative amount of such waived dividends was $33,404.
During fiscal year 2000, the Company obtained regulatory approval to repurchase up to 12,583,020 shares of common stock. As of September 30, 2000, the Company had repurchased 11,108,155 shares of common stock for $123,717.
Principles of Consolidation - The consolidated financial statements include the accounts of the Company, and its wholly owned subsidiary, the Bank. The Bank has a wholly owned subsidiary, Capitol Funds, Inc., that has one loan outstanding for the acquisition and development of land for the construction of single-family residential homes. Significant intercompany accounts and transactions have been eliminated.
Cash and Cash Equivalents - Cash and cash equivalents include cash on hand and amounts due from banks. The Bank has acknowledged informal agreements with banks where they maintain deposits. Under these agreements, service fees charged to the Bank are waived provided certain average compensating balances are maintained throughout each month.
The Bank is required by regulation to maintain liquid assets in the form of cash and securities approved by federal regulations at a quarterly average of not less than 4% of customer deposits maturing within one year and short-term borrowings.
31
Next PageInvestment Securities and Mortgage-Related Securities, Held-to-Maturity - Investment securities and certain mortgage-related securities are held-to-maturity and are stated at cost, adjusted for amortization of premiums and discounts which are recognized as adjustments to interest income over the life of the securities using the level-yield method.
To the extent management determines a decline in value in an investment or mortgage-related security held-to-maturity to be other than temporary, the Bank will adjust the carrying value and include such expense in the consolidated statements of income.
Capital Stock of Federal Home Loan Bank - Capital Stock of Federal Home Loan Bank is carried at cost. Dividends received on such stock are reflected as interest and dividend income in the consolidated statements of income.
Mortgage-Related Securities, Available-for-Sale - Mortgage-related securities available-for-sale are recorded at their current fair value. Unrealized gains or losses on mortgage-related securities available-for-sale are included in accumulated other comprehensive income (loss), net of deferred income taxes. Premiums and discounts are recognized as adjustments to interest income over the life of the securities using the level-yield method. Gains or losses on the disposition of mortgage-related securities available-for-sale are recognized using the specific identification method. Estimated fair values of mortgage-related securities available-for-sale are based on quoted market prices where available. If quoted market prices are not available, fair values are estimated using quoted market prices for similar instruments.
To the extent management determines a decline in value in a mortgage-related security available-for-sale to be other than temporary, the Bank will include such expense in the consolidated statements of income.
Loans Receivable Held for Sale - Upon origination, the Bank's management designates certain loans receivable as held for sale as management does not intend to hold such loans to maturity. Accordingly, such loans are carried at the lower of amortized cost (outstanding principal adjusted for deferred loan fees) or market value. Market values for such loans are determined based on sales commitments or dealer quotations. Gains or losses on such sales are recognized utilizing the specific identification method. Interest, including amortization and accretion of deferred loan fees, is included in interest income on loans receivable.
Loans Receivable - Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at the amount of unpaid principal less an allowance for loan losses, undisbursed loan funds and unearned discounts and loan fees, net of certain direct loan origination costs. Interest on loans is credited to income as earned and accrued only if deemed collectible. Loans are placed on nonaccrual status when, in the opinion of management, the full timely collection of principal or interest is in doubt. As a general rule, the accrual of interest is discontinued when principal or interest payments become doubtful. When a loan is placed on nonaccrual status, previously accrued but unpaid interest is reversed against current income. Subsequent collections of cash may be applied as reductions to the principal balance, interest in arrears or recorded as income, depending on management's assessment of the ultimate collectibility of the loan. Nonaccrual loans may be restored to accrual status when principal and interest become current and full payment of principal and interest is expected.
Net loan origination and commitment fees are amortized as a yield adjustment to interest income using the level-yield method over the contractual lives of the related loans.
Provision for Loan Losses - The Bank considers a loan to be impaired when management believes it is probable that it will be unable to collect all principal and interest due according to the contractual terms of the loan. If a loan is impaired, the Bank records a loss valuation equal to the excess of the loan's carrying value over the present value of the estimated future cash flows discounted at the loan's effective rate based on the loan's observable market price, or the fair value of the collateral if the loan is collateral dependent. One-to-four family residential loans and consumer loans are collectively evaluated for impairment. Loans on residential properties with greater than four units and loans on construction and development and commercial properties are evaluated for impairment on a loan by loan basis. The allowance for loan losses is increased by charges to income and decreased by charge-offs (net of recoveries). Management's periodic evaluation of the adequacy of the allowance is based on the Bank's past loan loss experience, known and inherent losses in the portfolio, adverse situations that may affect the borrower's ability to repay, the estimated value of any underlying collateral, and current economic conditions.
Assessing the adequacy of the allowance for loan losses is inherently subjective as it requires making material estimates, including the amount and timing of future cash flows expected to be received on impaired loans, that may be susceptible to significant change. In the opinion of management, the allowance when taken as a whole, is adequate to absorb reasonable estimated loan losses inherent in the Bank's loan portfolio.
32
Next PagePremises and Equipment - Land is carried at cost. Buildings and improvements and furniture, fixtures and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed on straight-line or accelerated methods over the estimated useful lives of the related assets. The estimated useful lives of the assets are as follows:
Buildings and improvements | 20-40 years |
Furniture, fixtures and equipment | 5-10 years |
Real Estate Owned - Real estate owned represents foreclosed assets held for sale and is recorded at fair value as of the date of foreclosure less estimated disposal costs (the new basis) and is subsequently carried at the lower of the new basis or fair value less selling costs on the current measurement date. Adjustments for estimated losses are charged to operations when any decline reduces the fair value to less than carrying value. Costs and expenses related to major additions and improvements are capitalized while maintenance and repairs which do not improve or extend the lives of the respective assets are expensed currently. Gains on the sale of real estate owned are recognized upon disposition of the property to the extent allowable considering the adequacy of the down payment and other requirements.
Income Taxes - The Company files a consolidated income tax return using the accrual basis of accounting.
The Company provides for income taxes using the asset/liability method of accounting for income taxes. Deferred income taxes are recognized for the tax consequences of temporary differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities.
Prior to the fiscal year ended September 30, 1997, the Bank was permitted under the Internal Revenue Code to deduct an annual addition to a reserve for bad debts in determining taxable income, subject to certain limitations. This addition differs from the bad debt expense used for financial accounting purposes. A deferred tax liability was required to be provided only to the extent the tax bad debt reserve exceeded the September 30, 1998 base year reserve. Retained earnings as of September 30, 2000 includes approximately $97,108 representing such bad debt reserve for which no deferred income taxes have been provided. The Small Business Job Protection Act of 1996(the "Act") required thrifts to recapture any reserves accumulated after 1987, but forgave taxes owed on reserves accumulated prior to 1988. The Bank began recapturing excess reserves beginning with the fiscal year ended September 30, 1999. In addition, under the Act, the Bank is required to use the specific charge-off method for tax purposes in accounting for bad debts beginning with the fiscal year ended September 30, 1997. The recapture of excess reserves is being accounted for as a reduction of the deferred tax liability relating to post-1987 reserves. The Bank has a deferred income tax liability related to the excess reserves of $7,899 and $10,701 as of September 30, 2000 and 1999, respectively.
Revenue Recognition - Interest income, loan fees, checking account transaction fees, insurance commissions, automated teller and debit card transaction fees, and other ancillary income related to the Bank's deposits and lending activities are accrued as earned.
Stock Option Plan - The Company follows Statement of Financial Accounting Standards ("SFAS") No. 123, "Accounting for Stock-Based Compensation," which allows companies to continue under the approach set forth in Accounting Principles Board Opinion ("APB") No. 25, "Accounting for Stock Issued to Employees," for recognizing stock-based compensation expense in the consolidated financial statements. Companies electing to retain the approach under APB No. 25 are required to disclose pro forma net income and net income per share in the notes to the financial statements, as if they had adopted the fair value accounting method under SFAS No. 123. The Company has elected to use the accounting approach under APB No. 25.
Estimates - The preparation of these consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include the allowance for loan losses and fair values of financial instruments. Actual results could differ from those estimates.
Significant Group Concentrations of Credit Risk - Most of the Bank's activities are with customers located within the metropolitan areas of eastern Kansas and a portion of the metropolitan area of greater Kansas City.
New Statements of Financial Accounting Standards - In March 1998, the American Institute of Certified Public Accountants ("AICPA") issued Statement of Position ("SOP") 98-1, "Accounting for the Costs of Computer Software Developed or Obtained for Internal Use." SOP 98-1 provides guidance on accounting for the costs of internal use computer software at various stages of development. The adoption of this SOP on October 1, 1999 did not have a material impact on the Company's consolidated financial statements as of and for the year ended September 30, 2000.
33
Next PageIn June 1998, the Financial Accounting Standards Board ("FASB") issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities". As amended by SFAS No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133" and SFAS No. 138, "Accounting for Certain Derivative Instruments and Certain Hedging Activities, an amendment of FASB Statement No. 133," the Statement establishes accounting and reporting standards for derivative instruments including certain derivative instruments embedded in other contracts (collectively referred to as derivatives) and hedging activities. The Statement requires an entity to recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments at fair value. The Statements are effective for the Company's consolidated financial statements on October 1, 2000. As the Company does not hold any derivatives or embedded derivatives as defined by the Statements, the adoption of the Statements on October 1, 2000 did not result in a transition adjustment.
In December 1999, the Securities & Exchange Commission (the "SEC") issued Staff Accounting Bulletin ("SAB") No. 101, "Revenue Recognition in Financial Statements." SAB No. 101 summarizes the SEC's view on applying GAAP to revenue recognition in financial statements. Due to the issuance of SAB No. 101B, SAB No. 101 must be implemented no later than the fourth fiscal quarter of the Company's fiscal year ending September 30, 2001. The Company does not believe that the implementation of SAB No. 101 will have a material effect on the Company's consolidated financial statements.
In September 2000, the FASB issued SFAS No. 140, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities." This Statement replaces SFAS No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" and rescinds SFAS No. 127, "Deferral of the Effective Date of Certain Provisions of FASB Statement No. 125." It revises the standards for accounting for securitizations and other transfers of financial assets and collateral and requires certain disclosures, but it carries over the majority of the provisions of SFAS No. 125. This Statement provides accounting and reporting standards for transfers and servicing of financial assets and extinguishments of liabilities. Those standards are based on consistent application of a financial-components approach that focuses on control. This Statement is effective for transfers and servicing of financial assets and extinguishments of liabilities occurring after March 31, 2001. This Statement is effective for recognition and reclassification of collateral and for disclosures relating to securitization transactions and collateral for fiscal years ending after December 15, 2000. The Company does not believe that the implementation of this Statement will have a material effect on the Company's consolidated financial statements.
Earnings Per Share - The Company completed its initial stock offering on March 31, 1999, and accordingly, earnings per share for 1999 is computed on net income and common stock outstanding from that date. Earnings per share for the six months ended September 30, 1999 is calculated by dividing net income from April 1, 1999 to September 30, 1999 of $34,771, by the average number of common and common equivalent shares outstanding. The Company accounts for the shares acquired by its ESOP in accordance with SOP 93-6 and the shares acquired for its Recognition and Retention Plan in a manner similar to the ESOP shares; shares acquired by the ESOP and the Recognition and Retention Plan are not considered in the basic average shares outstanding until the shares are committed for allocation or vested to an employee's individual account. The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations.
2000 |
1999 | |
Net Income | $ 76,339 | $ 34,771 |
Average common shares | 83,323,930 | 88,487,713 |
Allocated ESOP shares | 277,803 | 151,776 |
Allocated Recognition and Retention Plan shares | 116,109 |
- |
Total basic average common shares | 83,717,842 | 88,639,489 |
Effect of dilutive Recognition and Retention Plan shares | 120,391 | - |
Effect of dilutive stock options | 313,491 |
- |
Total diluted average common shares | 84,151,724 |
88,639,489 |
Net earnings per share: | ||
Basic | $ 0.91 |
$ 0.39 |
Diluted | $ 0.90 |
$ 0.39 |
Reclassifications - Certain reclassifications have been made to the 1998 and 1999 consolidated financial statements in order to conform with the 2000 presentation.
34
Next Page2. INVESTMENT SECURITIES HELD-TO-MATURITY
September 30, 2000 | ||||
Gross | Gross | Estimated | ||
Amortized | Unrealized | Unrealized | Market | |
Cost |
Gains |
Losses |
Value | |
Certificate of deposit | $ 100 | $ - | $ - | $ 100 |
Federal National Mortgage Association notes | 15,000 |
- |
292 |
14,708 |
$15,100 |
$ - |
$292 |
$14,808 |
September 30, 1999 | ||||
Gross | Gross | Estimated | ||
Amortized | Unrealized | Unrealized | Market | |
Cost |
Gains |
Losses |
Value | |
Certificate of deposit | $ 100 | $ - | $ - | $ 100 |
Federal National Mortgage Association notes | 15,000 |
- |
346 |
14,654 |
$15,100 |
$ - |
$346 |
$14,754 |
The amortized cost and estimated market value of investment securities by contractual maturity are as follows:
September 30, 2000 | ||||
Estimated | ||||
Amortized | Market | |||
Cost |
Value | |||
One year or less | $ 100 | $ 100 | ||
One year through five years | 15,000 |
14,708 | ||
$15,100 |
$14,808 |
As of September 30, 2000, the Bank has pledged investment securities held-to-maturity with an amortized cost of $2,000 and an estimated market value of $1,961 to public unit depositors of the Bank.
All dispositions of investment securities held-to-maturity during 2000, 1999 and 1998 were the result of maturities.
3. MORTGAGE-RELATED SECURITIES AVAILABLE-FOR-SALE
September 30, 2000 | ||||
Gross | Gross | Estimated | ||
Amortized | Unrealized | Unrealized | Market | |
Cost |
Gains |
Losses |
Value | |
Pass through certificates: | ||||
Federal National Mortgage Association | $ 390,547 | $ 1,804 | $ 4,266 | $ 388,085 |
Federal Home Loan Mortgage Corporation | 460,827 |
5,625 |
3,645 |
462,807 |
$ 851,374 |
$ 7,429 |
$ 7,911 |
$ 850,892 |
September 30, 1999 | ||||
Gross | Gross | Estimated | ||
Amortized | Unrealized | Unrealized | Market | |
Cost |
Gains |
Losses |
Value | |
Pass through certificates: | ||||
Federal National Mortgage Association | $ 500,641 | $ 4,633 | $2,002 | $ 503,272 |
Federal Home Loan Mortgage Corporation | 629,354 |
7,350 |
3,200 |
633,504 |
$1,129,995 |
$11,983 |
$5,202 |
$1,136,776 |
All dispositions of mortgage-related securities available-for-sale during 2000, 1999 and 1998 were the result of principal repayments or maturities.
35
Next PageThe amortized cost and estimated market value of mortgage-related securities available-for-sale by contractual maturity are as follows:
September 30, 2000 | ||
Amortized Cost |
Estimated Market Cost | |
One year or less | $ 13 | $ 13 |
One year through five years | 1,354 | 1,382 |
Five years through ten years | 95,760 | 98,241 |
Ten years and thereafter | 754,247 |
751,256 |
$851,374 |
$850,892 |
Actual maturities of mortgage-related securities may differ from scheduled maturities as borrowers have the right to prepay certain obligations, sometimes without penalties. Maturities of mortgage-related securities depend on the repayment characteristics and experience of the underlying financial instruments.
As of September 30, 2000, the Bank has pledged mortgage-related securities available-for-sale as collateral with amortized cost of $6,345 and estimated market value of $6,426 to the Federal Reserve Bank for treasury, tax and loan requirements.
4. MORTGAGE-RELATED SECURITIES HELD-TO-MATURITY
September 30, 2000 | ||||
Gross | Gross | Estimated | ||
Amortized | Unrealized | Unrealized | Market | |
Cost |
Gains |
Losses |
Value | |
Collateralized mortgage obligations: | ||||
Federal National Mortgage Association | $ 414,059 | $ 183 | $ 8,812 | $ 405,430 |
Federal Home Loan Mortgage Corporation | 912,819 | 930 | 12,854 | 900,895 |
Government National Mortgage Association | 234,373 |
133 |
1,584 |
232,922 |
$1,561,251 |
$1,246 |
$23,250 |
$1,539,247 |
September 30, 1999 | ||||
Gross | Gross | Estimated | ||
Amortized | Unrealized | Unrealized | Market | |
Cost |
Gains |
Losses |
Value | |
Collateralized mortgage obligations: | ||||
Federal National Mortgage Association | $832,264 | $ 96 | $23,764 | $808,596 |
Federal Home Loan Mortgage Corporation | 5,251 | - | 60 | 5,191 |
Government National Mortgage Association | 101,977 |
- |
944 |
101,033 |
$939,492 |
$ 96 |
$24,768 |
$914,820 |
36
Next PageThe amortized cost and estimated market value of mortgage-related securities held-to-maturity by contractual maturity are as follows:
September 30, 2000 | ||
Amortized Cost |
Estimated Market Value | |
One year or less | $ 363 | $ 362 |
One year through five years | 30,650 | 30,247 |
Five years through ten years | 116,781 | 115,843 |
Ten years and thereafter | 1,413,457 |
1,392,795 |
$1,561,251 |
$1,539,247 |
Actual maturities of mortgage-related securities may differ from scheduled maturities as borrowers have the right to prepay certain obligations, sometimes without penalties. Maturities of mortgage-related securities depend on the repayment characteristics and experience of the underlying financial instruments.
As of September 30, 2000, the Bank has pledged mortgage-related securities held-to-maturity as collateral with amortized cost of $16,017 and estimated market value of $15,985 to public unit depositors of the Bank.
All dispositions of mortgage-related securities held-to-maturity during 2000, 1999 and 1998 were the result of principal repayments or maturities.
5. LOANS RECEIVABLE, Net
2000 |
1999 | |
Mortgage loans: | ||
Residential - one-to-four units | $5,206,237 | $4,083,148 |
Residential - five or more units | 50,767 | 31,114 |
Construction and development | 38,192 | 56,660 |
Commercial | 13,206 |
11,415 |
5,308,402 | 4,182,337 | |
Other loans: | ||
Property improvements, auto and other | 156,627 | 125,303 |
Deposits | 13,964 |
15,281 |
170,591 |
140,584 | |
Less: | ||
Undisbursed loan funds | 16,891 | 29,043 |
Allowance for loan losses | 4,596 | 4,407 |
Unearned loan fees and deferred costs | 15,061 |
14,271 |
Loans receivable, net | $5,442,445 |
$4,275,200 |
The Bank is a participating institution in two commercial real estate loans. As a participating institution, the Bank is not responsible for the servicing of the loan or disbursement of funds. The total unpaid principal balance of these participations as of September 30, 2000 and 1999 was $1,602, and $3,449, respectively. There were no other commercial real estate or business loans purchased during the years ended September 30, 2000, 1999, and 1998. The Bank originated $2,900, $2,500, and $2,588 of commercial real estate and business loans during the years ended September 30, 2000, 1999, and 1998, respectively.
37
Next PageThe Bank originates and purchases both adjustable and fixed rate loans. The approximate composition of these loans is as follows:
September 30, 2000 | ||||
Fixed Rate |
Adjustable Rate | |||
Term to Maturity |
Book Value |
Term to Rate Adjustment |
Book Value | |
1 mo. - 1 yr. | $ 13,053 | 1 mo. - 1 yr. | $ 873,930 | |
1 yr. - 3 yrs. | 19,953 | 1 yr. - 3 yrs. | 870,646 | |
3 yrs. - 5 yrs. | 21,842 | 3 yrs. - 5 yrs. | 820,050 | |
5 yrs. - 10 yrs. | 211,287 | |||
10 yrs. - 20 yrs. | 797,899 | $2,564,626 | ||
Over 20 yrs. | 1,850,333 |
|||
$2,914,367 |
The adjustable rate loans have interest rate adjustment limitations and are generally indexed to a one year constant maturity treasury note, the Cost-of-Funds for the 11th District of the Federal Home Loan Bank System, or the National Average Contract Mortgage Rate.
The Bank is subject to numerous lending-related regulations. Under FIRREA, the Bank may not make real estate loans to one borrower in excess of the greater of 15% of its unimpaired capital and surplus or $500, whichever is greater. As of September 30, 2000, the Bank is in compliance with this limitation.
A summary of the activity in the allowance for loan losses is as follows:
2000 |
1999 |
1998 | |
Balance, beginning of year | $4,407 | $4,081 | $1,639 |
Provision charged to expense | 494 | 395 | 2,462 |
Losses charged against the allowance for loan losses | (311) | (69) | (20) |
Recoveries of loans previously charged against the allowance for loan losses |
6 |
- |
- |
Balance, end of year | $4,596 |
$4,407 |
$4,081 |
The following is a summary of information pertaining to impaired loans:
September 30, | ||
2000 |
1999 | |
Impaired loans without a valuation allowance | $2,290 | $3,157 |
Impaired loans with a valuation allowance | 16 |
- |
$2,306 |
$3,157 | |
Valuation allowance related to impaired loans | $ 3 |
$ - |
Years Ended September 30, | |||
2000 |
1999 |
1998 | |
Average investment in impaired loans | $3,095 |
$4,018 |
$4,258 |
Interest income recognized on impaired loans | $ 58 |
$ 100 |
$ 74 |
Interest income recognized on a cash basis on impaired loans |
$ - |
$ - |
$ - |
No additional funds are committed to be advanced in connection with impaired loans.
38
Next PageAs of September 30, 2000 and 1999, loans totaling approximately $3,455 and $4,976, respectively, were on nonaccrual status. Gross interest income would have increased by $41, $151 and $227 for the years ended September 30, 2000, 1999 and 1998, respectively, if these nonaccrual status loans were not classified as such.
The Bank did not engage in any troubled debt restructurings during the years ended September 30, 2000, 1999 and 1998.
Aggregate loans to executive officers, and directors and their associates, did not exceed 5% of stockholders' equity as of September 30, 2000 and 1999. Management believes such loans were made under terms and conditions substantially the same as loans made to parties not affiliated with the bank.
As of September 30, 2000 and 1999, the Bank was servicing loans for others aggregating approximately $339,837 and $399,531, respectively. Such loans are not included in the accompanying consolidated balance sheets. Servicing loans for others generally consists of collecting mortgage payments, maintaining escrow accounts, disbursing payments to investors and foreclosure processing. Loan servicing income includes servicing fees withheld from investors and certain charges collected from borrowers, such as late payment fees. The Bank held borrowers' escrow balances on loans serviced for others of $6,302 and $6,979 as of September 30, 2000 and 1999, respectively.
6. PREMISES AND EQUIPMENT, Net
2000 |
1999 | |
Land | $ 6,459 | $ 6,465 |
Building and improvements | 28,027 | 26,659 |
Furniture, fixtures and equipment | 22,236 |
21,098 |
56,722 | 54,222 | |
Less accumulated depreciation | 32,646 |
30,176 |
Premises and equipment, net | $ 24,076 |
$ 24,046 |
Depreciation and amortization expense for the years ended September 30, 2000, 1999 and 1998 was $3,545, $3,154 and $2,960, respectively.
Certain Bank facilities and equipment are leased under various operating leases. Rental expense was $981, $853 and $329 for the years ended September 30, 2000, 1999 and 1998, respectively. Future minimum rental commitments under noncancellable leases are:
2001 | $ 768 |
2002 | 694 |
2003 | 516 |
2004 | 339 |
2005 | 332 |
Thereafter | 825 |
$ 3,474 |
39
Next Page7. REAL ESTATE OWNED, Net
2000 |
1999 | |
Real estate owned (acquired by foreclosure or by deed in lieu of foreclosure) | $1,107 | $1,089 |
Less allowance for losses | 13 |
16 |
$1,094 |
$1,073 |
A summary of the activity in the allowance for losses on real estate owned is as follows:
2000 |
1999 |
1998 | |
Balance, beginning of year | $ 16 | $ 139 | $ 166 |
Provision charged to expense | - | - | 216 |
Losses charged against the allowance for losses | (5) | (123) | (243) |
Recoveries of real estate owned previously charged against theallowance for losses |
2 |
- |
- |
Balance, end of year | $ 13 |
$ 16 |
$ 139 |
8. DEPOSITS
2000 |
1999 | |||
Amount |
Average Rate |
Amount |
Average Rate | |
Passbook and demand deposits: | ||||
NOW and PS* | $ 303,744 | 1.08% | $ 278,722 | 1.12% |
Passbook and Passcard | 104,558 | 2.22% | 123,479 | 2.22% |
Money Market Select | 419,130 | 4.99% | 322,660 | 4.38% |
Cash Fund | 110,548 |
2.85% | 201,275 |
2.84% |
937,980 | 926,136 | |||
Certificates of deposit: | ||||
1.00% to 1.99% | - | - | 2 | 1.00% |
2.00% to 2.99% | 87 | 2.21% | 44 | 2.22% |
3.00% to 3.99% | 2,379 | 3.83% | 5,732 | 3.83% |
4.00% to 4.99% | 32,893 | 4.94% | 573,440 | 4.88% |
5.00% to 5.99% | 987,101 | 5.52% | 1,644,605 | 5.53% |
6.00% to 6.99% | 1,656,374 | 6.30% | 514,167 | 6.12% |
7.00% to 7.99% | 339,515 | 7.00% | 234,901 | 7.68% |
8.00% to 8.99% | - |
- | 538 |
8.11% |
3,018,349 |
2,973,429 |
|||
$ 3,956,329 |
$ 3,899,565 |
|||
Weighted average interest rate on deposits | 5.41% | 4.99% |
As of September 30, 2000, certificates of deposit mature as follows:
2001 | $ 1,726,018 |
2002 | 871,165 |
2003 | 214,650 |
2004 | 104,840 |
2005 | 49,695 |
Thereafter | 51,981 |
$ 3,018,349 |
40
Next PageA summary of interest expense by deposit type is as follows:
2000 |
1999 |
1998 | |
Passbook savings deposits | $ 2,406 | $ 2,886 | $ 2,918 |
NOW accounts and money market demand deposits | 25,194 | 22,120 | 19,861 |
Certificates of deposit | 176,834 |
173,074 |
180,647 |
$ 204,434 |
$ 198,080 |
$ 203,426 |
The amount of non-interest bearing deposits was $40,383 and $28,828 as of September 30, 2000 and 1999, respectively. The aggregate amount of deposit accounts with a balance of $100 or greater was approximately $498,735 and $498,261 as of September 30, 2000 and 1999, respectively, of which jumbo certificates of deposit with a minimum denomination of $100 was $353,363 and $311,090 as of September 30, 2000 and 1999, respectively. Deposits in excess of $100 are not insured by the Federal Deposit Insurance Corporation (the "FDIC").
9. ADVANCES from FEDERAL HOME LOAN BANK
2000 |
1999 | |||||
Fiscal Year Maturity |
Amount |
Interest Rate |
Fiscal Year Maturity |
Amount |
Interest Rate | |
2004 | $ 25,000 | 6.55 % | 2000 | $ 120,000 | 5.24 % | |
2008 | 225,000 | 5.68 % | 2004 | 275,000 | 5.76 % | |
2009 | 1,400,000 | 5.95 % | 2008 | 225,000 | 5.68 % | |
2010 | 1,575,000 |
6.37 % | 2009 | 725,000 |
5.60 % | |
$ 3,225,000 |
6.14 % | $ 1,345,000 |
5.61 % |
Actual maturities of the advances may differ from scheduled maturities as the Federal Home Loan Bank has the right to call the advances and the Bank has the option to prepay the advances. The call dates range from years 2002 to 2005. The Bank may refinance or reprice the advance at the two week advance rate at each respective call date. The advances are collateralized by a blanket pledge agreement, including all capital stock of the Federal Home Loan Bank of Topeka .
10. SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
The Bank sells securities under agreements to repurchase ("repurchase agreements"). Fixed-coupon repurchase agreements are treated as financings, and obligations to repurchase the identical securities sold are reflected as liabilities in the consolidated balance sheets. The dollar amounts of securities underlying the agreements remain in the asset accounts. As of September 30, 1999, the Bank had outstanding sales of certain mortgage-related securities under agreements to repurchase with book values of $212,340 and market values of $210,625. The securities underlying these agreements were delivered to a designated safekeeping agent at the inception of the agreements.
The following provides information regarding the repurchase agreements as of and for the years ended September 30, 2000, 1999 and 1998.
2000 |
1999 |
1998 | |
Weighted average interest rate | 5.73 % |
5.73 % |
5.73 % |
Maximum amount outstanding at any month-end | $ 175,000 |
$ 175,000 |
$ 175,000 |
Average amount outstanding | $ 159,699 |
$ 175,000 |
$ 175,000 |
41
Next Page11. INCOME TAXES
Income tax expense consists of the following:
2000 |
1999 |
1998 | |
Current | $ 42,113 | $ 35,526 | $ 34,814 |
Deferred | 2,419 |
(9,039) |
(33) |
$ 44,532 |
$ 26,487 |
$ 34,781 |
Income tax expense has been provided at effective rates of 36.8%, 38.2% and 39.2% for the years ended September 30, 2000, 1999 and 1998, respectively. The differences between such effective rates and the statutory Federal income tax rate computed on income before income tax expense result from the following:
2000 |
1999 |
1998 | ||||
Amount |
% |
Amount |
% |
Amount |
% | |
Federal income tax expense computed at statutory rate | $ 42,305 | 35.0 % | $ 24,293 | 35.0 % | $ 31,070 | 35.0 % |
Increases (decreases) in taxes resulting from: | ||||||
State taxes, net of Federal income tax benefit | 3,535 | 2.9 | 2,027 | 2.9 | 3,849 | 4.4 |
Other | (1,308) |
(1.1) |
167 |
0.3 |
(138) |
(0.2) |
$ 44,532 |
36.8 % |
$ 26,487 |
38.2 % |
$ 34,781 |
39.2 % |
Deferred income tax expense (benefit) results from timing differences in the recognition of revenue and expenses for tax and financial statement purposes. The sources of these differences and the tax effect of each were as follows:
2000 |
1999 |
1998 | |
Foundation contribution | $ 4,474 | $ (7,835) | - |
Bad debts reserve | (2,802) | (2,502) | - |
Allowance for loan losses | 1,187 | 279 | $ (1,310) |
Accrued interest on savings | 803 | 380 | 352 |
Federal Home Loan Bank stock dividends | 517 | 1,063 | 1,242 |
Salaries and employee benefits | (212) | 3 | (99) |
Deferred loan fees and costs | 42 | 191 | 342 |
Other | (1,590) |
(618) |
(560) |
$ 2,419 |
$(9,039) |
$ (33) |
42
Next PageThe components of the net deferred income tax liability as of September 30, 2000 and 1999 are as follows:
2000 |
1999 | |
Deferred income tax assets: | ||
Foundation contribution | $ 3,361 | $ 7,835 |
Salaries and employee benefits | 1,514 | 1,302 |
Allowance for loan losses | 484 | 1,671 |
Deferred loan fees and costs | 262 | 304 |
Accrued interest on savings | 222 | 1,025 |
Unrealized loss on mortgage-related securities available-   for-sale |
181 | - |
Other | 210 |
331 |
$ 6,234 | $ 12,468 | |
Federal Home Loan Bank stock dividends | $(10,486) | $ (9,969) |
Bad debt reserve | (7,899) | (10,701) |
Fixed assets - depreciation | (642) | (560) |
Prepaid expenses | (236) | (375) |
Unrealized gain on mortgage-related securities available-for-sale | - | (2,578) |
Other | (410) |
(2,064) |
(19,673) |
(26,247) | |
Net deferred tax liabilities | $(13,439) |
$(13,779) |
12. EMPLOYEE BENEFIT PLANS
Pension Plan - The Bank sponsored a defined benefit pension plan (the "Plan") covering substantially all employees completing one year of employment (1,000 hours of service) and attainment of age 21. Normal retirement benefits were calculated under the Plan using various formulas based upon years of service and compensation. The Bank's funding policy was to contribute annually an amount intended to at least meet the minimum funding requirements of applicable regulations.
The Bank terminated the Plan effective May 31, 1999 ceasing the accrual of any further benefits and the contribution of any further amounts under the Plan. The Bank distributed all of the Plan's assets to participants in accordance with their accrued benefits and the requirements of applicable law as of September 30, 1999.
The following table sets forth the Plan's funded status and amounts recognized in the Company's financial statements as of September 30, 1999:
1999 | |
Change in benefit obligation: | |
Benefit obligation at beginning of year | $ 10,290 |
Service cost | 574 |
Interest cost | 604 |
Amendments | (2,109) |
Actuarial gain | 1,991 |
Benefits paid | (11,350) |
Benefit obligation at end of year | - |
Change in plan assets: | |
Fair value of plan assets as beginning of year | 10,523 |
Actual return on plan assets | 827 |
Benefits paid | (11,350) |
Fair value of plan assets at end of year | $ - |
43
Next PageComponents of net periodic benefit cost for the years ended September 30:
1999 |
1998 | |
Service cost | $ 574 | $ 516 |
Interest cost | 604 | 666 |
Expected return on plan assets | (743) | (748) |
Amortization of transition asset obligation | 460 | 115 |
Amortization of prior service cost | 200 | 37 |
Amoritization of actuarial loss | 1,375 |
95 |
Net periodic benefit cost | $ 2,470 |
$ 681 |
Profit Sharing Plan - The Bank has a profit sharing trust which covers all employees with a minimum of two years of service and at least 1,000 hours of employment each year. This plan provides for two types of discretionary contributions to the profit sharing plan. The first is a Bank contribution between 0.5% and 5% of an eligible employee's base compensation during the fiscal year. The second contribution may be between 0.5% and 10% of an eligible employee's base compensation during the fiscal year if the employee matches 50% of the Bank's contribution (on an after-tax basis), not to exceed 5% of the employee's annual base compensation. The profit sharing plan permits additional employee contributions, per formula, not to exceed 10% of the employee's annual compensation. Total profit sharing expense amounted to $821, $613 and $669 for the years ended September 30, 2000, 1999 and 1998, respectively.
Bonus Plans - The Company and the Bank have a short-term performance plan and a deferred incentive bonus plan. Short-term performance plan awards are granted based upon performance criteria established each fiscal year by the Compensation Committee of the Board of Directors (the "Committee"). The deferred incentive bonus plan is intended to operate in conjunction with the short-term performance plan. A participant of the deferred incentive bonus plan can elect to defer, into an account with a portion of the return tied to the performance of the Company's stock and a portion that is interest bearing, between $2 and 50% of the short-term performance plan award up to but not exceeding $100. The total amount of short-term performance plan awards provided for the year ended September 30, 2000, amounted to $2,122, of which $419 is deferred under the deferred incentive bonus plan.
Employee Stock Ownership Plan - The Bank has an ESOP for the benefit of the Bank employees who meet the eligibility requirement which includes having completed 1,000 hours of service within a 12 month period. The ESOP Trust acquired 3,024,574 shares of common stock in the Company's initial public offering with proceeds from a loan from the Company.
The Bank makes cash contributions to the ESOP on an annual basis sufficient to enable the ESOP to make the required loan payments to the Company.
The loan referred to above bears interest at a fixed rate of 5.80% with interest payable annually and future principal and interest payable in fifteen fixed installments of $2,991. Payments of $2,991 consisting of principal of $1,358 and $2,099 and interest of $1,633 and $892 were made on September 30, 2000, and 1999, respectively. The loan is secured by the shares of the stock purchased.
As the debt is repaid, 201,638 shares are released from collateral annually at September 30 and allocated to qualified employees based on the proportion of their compensation to total qualifying compensation. The Company accounts for its ESOP in accordance with SOP 93-6. Accordingly, the shares pledged as collateral are reported as a reduction of stockholders' equity in the consolidated balance sheet. As shares are committed to be released from collateral, the Company reports compensation expense equal to the current market price of the shares, and the shares become outstanding for earnings per share computations. Compensation expense related to the ESOP was $2,154 and $2,004 for the years ended September 30, 2000 and 1999, respectively. Dividends on unallocated ESOP shares are recorded as a reduction of debt. There were $89 of dividends credited to allocated ESOP shares as of September 30, 2000, while none were credited to such shares as of September 30, 1999.
Following is a summary of shares held in the ESOP Trust as of September 30, 2000:
Allocated shares | 402,240 |
Unreleased shares | 2,621,298 |
Total ESOP shares | 3,023,538 |
Fair value of unreleased shares at September 30, 2000 | $ 38,336 |
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Next PageRecognition and Retention Plan - On April 18, 2000, Company shareholders approved the 2000 Recognition and Retention Plan ("RRP"), the objective of which is to enable the Bank to retain personnel of experience and ability in key positions of responsibility. Employees of the Bank are eligible to receive benefits under the RRP at the sole discretion of the Committee. The RRP is managed by trustees who are non-employee directors of the Bank. The total number of shares eligible to be granted under the RRP are 1,512,287.
During fiscal year 2000, the RRP granted 1,280,000 shares of the Company's treasury stock for $11,840. These shares were granted in the form of restricted stock vesting 20% upon date of award (April 18, 2000) and the remaining 80% equally over a four year period beginning April 18, 2001. Compensation expense in the amount of the fair market value of the common stock at the date of the grant, as defined by the RRP, to the employee will be recognized over the period during which the shares vest. A recipient of such restricted stock will be entitled to all voting and other stockholder rights (including the right to receive dividends on vested and nonvested shares), except that the shares, while restricted, may not be sold, pledged or otherwise disposed of and are required to be held in escrow by the Company. If a holder of such restricted stock terminates employment for reasons other than death or disability, the employee forfeits all rights to the nonvested shares under restriction. If the participant's service terminates as a result of death, disability, or a change in control of the Bank, all restrictions expire and all shares allocated become unrestricted.
Stock Option Plan - On April 18, 2000, Company shareholders approved the 2000 Stock Option and Incentive Plan (the "Option Plan"). Pursuant to the Option Plan, 3,780,718 shares of common stock were reserved for issuance by the Company upon exercise of stock options granted to officers, directors and employees of the Company from time to time under the Option Plan. The Company may issue both incentive and nonqualified stock options under the Option Plan, and the incentive stock options expire on April 18, 2010 and nonqualified stock options expire on April 18, 2015. The purpose of the Option Plan is to provide additional incentive to certain officers, directors and key employees by facilitating their purchase of a stock interest in the Company.
The Option Plan is administered by the Committee and selects the employees and non-employee directors to whom options are to be granted and the number of shares to be granted. The option price may not be less than 100% of the fair market value of the shares on the date of the grant.In the case of any employee or non-employee director who owns more than 10% of the outstanding common stock at the time the option is granted, the option price may not be less than 110% of the fair market value of the shares on the date of the grant, and the option shall not be exercisable after the expiration of five years from the grant date. The exercise price may be paid in cash, shares of the common stock, or a combination of both.
On April 18, 2000, the Committee granted options for 3,103,500 shares of common stock, at an exercise price of $9.22 per share (market value at date of grant as defined by the Option Plan). Of the 3,103,500 shares granted on April 18, 2000, 20% vested on the date of the grant. The remaining 80% of the grant vests over a four year period (20% annually) commencing on the first anniversary of the grant date, subject to continued employment. The weighted average remaining contractual life of options outstanding under the Option Plan at September 30, 2000 is 13 years. Options on 614,700 shares are exercisable and outstanding at September 30, 2000.
A summary of option activity for the year ended September 30, 2000, follows:
Shares Under Option |
Range of Exercise Prices Per Share |
Weighted Average Exercise Price Per Share | |
Granted | 3,103,500 | $ 9.22 | $ 9.22 |
Exercised | (6,000) | 9.22 | 9.22 |
Forfeited | (49,600) |
9.22 | 9.22 |
Outstanding, September 30, 2000 | 3,047,900 |
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Next PageThe Company applies APB No. 25 in accounting for the Option Plan, under which no compensation
cost has been recognized for stock option awards. Had compensation cost for the plan been determined
in accordance with the fair value accounting method prescribed under SFAS No. 123, the Company's
net income per share on a pro forma basis would have been as follows for the year ended
September 30, 2000:
Net income: | |
As reported | $ 76,339 |
Pro forma | 74,804 |
Net income per share: | |
As reported: | |
Basic | 0.91 |
Diluted | 0.90 |
Pro forma: | |
Basic | 0.89 |
Diluted | 0.89 |
For the purpose of computing the pro forma effects of stock option grants under the fair value accounting method, the fair value of the stock option grant was estimated on the date of the grant using the Black Scholes option pricing model. The weighted average grant-date fair value of stock options granted during fiscal year 2000 was $2.92 per share. The following weighted average assumptions were used for option grants made during the year ended September 30, 2000:
Risk-free interest rate | 6.0% |
Expected life | 7 years |
Expected volatility | 33% |
Dividend yield | 3.3% |
13. DEFERRED COMPENSATION
The Bank has deferred compensation agreements with certain officers and retired officers whereby stipulated amounts will be paid to them over a period of 20 years upon their retirement or termination. Amounts accrued under these agreements aggregate $1,119 and $1,216 as of September 30, 2000 and 1999, respectively, and are accrued over the period of active employment and will be funded by life insurance contracts.
14. COMMITMENTS AND CONTINGENCIES
The Bank had approximate commitments outstanding to originate and purchase first and second mortgage loans as of September 30, 2000 and 1999 as follows:
2000 |
1999 | |
Fixed rate (interest rates ranging from 6.75% to 11.50% and 6.00% to 10.25%, respectively, at September 30, 2000 and 1999) |
$ 43,700 | $ 61,400 |
Variable rate | 132,700 |
195,400 |
$ 176,400 |
$ 256,800 |
As of September 30, 2000, the Bank had commitments to originate non-mortgage loans approximating $4,910 of which approximately $511 were fixed-rate (interest rates ranging from 8.24% to 13.50%) and $4,399 were variable rate commitments. As of September 30, 1999, the Bank had commitments to originate non-mortgage loans approximating $4,400 of which approximately $563 were fixed-rate (interest rates ranging from 7.50% to 10.25%) and $3,837 were variable rate commitments.
Commitments to originate mortgage and non-mortgage loans are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. Certain of the commitments are expected to expire without being fully drawn upon. The amount of total commitments disclosed above does not necessarily represent future cash requirements. The Bank evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained, if considered necessary by the Bank, upon extension of credit is based on management's credit evaluation of the counterparty.
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Next PageThe Bank has approved, but unused, home equity lines of credit of approximately $179,000 and $151,000 at September 30, 2000 and 1999, respectively. Approval of lines of credit is based upon underwriting standards that do not allow total borrowings, including existing mortgages and lines of credit, to exceed 100% of the estimated market value of the customer's home.
The Bank has outstanding letters of credit of $610 and $1,200 at September 30, 2000 and 1999, respectively.
15. REGULATORY CAPITAL REQUIREMENTS
The Bank is subject to various regulatory capital requirements administered by the federal 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 the Company'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 judgments by regulators about components, risk weightings, and other factors.
Quantitative measures that have been established by regulation to ensure capital adequacy require the Bank to maintain minimum capital amounts and ratios (set forth in the table below). The Bank's primary regulatory agency, the Office of Thrift Supervision ("OTS") requires that the Bank maintain minimum ratios of tangible capital (as defined in the regulations) of 1.5%, core capital (as defined) of 3%, and total risk-based capital (as defined) of 8%. The Bank is also subject to prompt corrective action capital requirement regulations set forth by the FDIC. The FDIC requires the Bank to maintain a minimum of Tier 1 total and core capital (as defined) to risk-weighted assets (as defined), and of core capital (as defined) to adjusted tangible assets (as defined). Management believes, as of September 30, 2000, that the Bank meets all capital adequacy requirements to which it is subject.
As of September 30, 2000 and 1999, the most recent guidelines from the OTS 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 1 risk-based, and Tier 1 leverage ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed the Bank's category.
To Be Well | |||||||||||
Capitalized | |||||||||||
Under Prompt | |||||||||||
For Capital | Corrective Action | ||||||||||
Actual | Adequacy Purposes | Provisions | |||||||||
Amount | Ratio | Amount | Ratio | Amount | Ratio | ||||||
As of September 30, 2000: | |||||||||||
Total capital (to risk weighted assets) | $ 956,235 | 27.1 % | $ 281,922 | 8.0 % | $ 352,402 | 10.0 % | |||||
Core capital (to adjusted tangible assets) | 951,805 | 11.5 % | 248,835 | 3.0 % | 414,726 | 5.0 % | |||||
Tangible capital (to tangible assets) | 951,805 | 11.5 % | 124,418 | 1.5 % | N/A | N/A | |||||
Tier I capital (to risk weighted assets) | 951,805 | 27.0 % | N/A | N/A | 211,441 | 6.0 % | |||||
As of September 30, 1999: | |||||||||||
Total capital (to risk weighted assets) | $ 960,916 | 33.9 % | $ 226,843 | 8.0 % | $ 283,554 | 10.0 % | |||||
Core capital (to adjusted tangible assets) | 956,758 | 14.6 % | 262,864 | 3.0 % | 328,581 | 5.0 % | |||||
Tangible capital (to tangible assets) | 956,758 | 14.6 % | 98,574 | 1.5 % | N/A | N/A | |||||
Tier I capital (to risk weighted assets) | 956,758 | 33.7 % | N/A | N/A | 170,132 | 6.0 % |
A reconciliation of the Bank's equity under GAAP to regulatory capital amounts as of
September 30, 2000 is as follows:
Total equity as reported under GAAP | $ 951,505 |
Adjustments for regulatory capital - | |
Unrealized losses on mortgage-related securities available-for-sale | 300 |
Total tangible and core capital | 951,805 |
Allowance for loan losses | 4,596 |
Other | (166) |
Total risk based capital | $956,235 |
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Next Page16. FAIR VALUE OF FINANCIAL INSTRUMENTS
Estimated fair value amounts have been determined by the Company using available market information and a selection from a variety of valuation methodologies. However, considerable judgment is necessarily required to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented are not necessarily indicative of the amount the Company could realize in a current market exchange. The use of different market assumptions and estimation methodologies may have a material effect on the estimated fair value amounts.
The estimated fair values of the Company's financial instruments as of September 30, 2000 and 1999 are as follows:
2000 |
1999 |
|||
Estimated | Estimated | |||
Carrying | Fair | Carrying | Fair | |
Amount |
Value |
Amount |
Value | |
Assets: | ||||
Cash and cash equivalents | $ 133,034 | $ 133,034 | $ 22,275 | $ 22,275 |
Investment securities held-to-maturity | 15,100 | 14,808 | 15,100 | 14,754 |
Capital Stock of Federal Home Loan Bank |
161,250 |
161,250 |
68,336 |
68,336 |
Mortgage-related securities: | ||||
Available-for-sale | 850,892 | 850,892 | 1,136,776 | 1,136,776 |
Held-to-maturity | 1,561,251 | 1,539,247 | 939,492 | 914,820 |
Loans receivable held for sale | 25,742 | 25,758 | 19,739 | 19,740 |
Loans receivable | 5,442,445 | 5,383,070 | 4,275,200 | 4,141,810 |
Liabilities: | ||||
Deposits | 3,956,329 | 3,846,460 | 3,899,565 | 3,843,825 |
Advances from Federal Home Loan Bank |
3,225,000 | 3,059,052 | 1,345,000 | 1,320,559 |
Securities sold under agreements to repurchase |
- | - | 175,000 | 174,583 |
2000 |
1999 |
|||
Contract or Notional Amount |
Estimated Unrealized Gain (Loss) |
Contract or Notional Amount |
Estimated Unrealized Gain (Loss) | |
Off-balance sheet financial instruments: | ||||
Commitments to originate and purchase first and second mortgage loans |
$ 176,400 | $ 208 | $ 256,800 | $ 2,739 |
Commitments to originate non-mortgage loans |
4,910 | (126) | 4,400 | (161) |
The following methods and assumptions were used to estimate the fair value of the financial instruments:
Cash and Cash Equivalents - The carrying amounts of cash and cash equivalents are reasonable estimates of their fair value.
Investment Securities and Mortgage-Related Securities - Estimated fair values of investment securities and mortgage-related securities are based on quoted market prices where available. If quoted market prices are not available, fair values are estimated using quoted market prices for similar instruments.
Loans Receivable Held for Sale - Estimated fair values of loans receivable held for sale are determined based on sales commitments or dealer quotations.
Capital Stock of Federal Home Loan Bank - The carrying value of capital stock of Federal Home Loan Bank approximates its fair value.
Loans Receivable - Fair values are estimated for portfolios with similar financial characteristics. Loans are segregated by type, such as single family residential mortgages, multi-family residential mortgages, nonresidential and installment loans. Each loan category is further segmented into fixed and variable interest rate categories. Future cash flows of these loans are discounted using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities.
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Next PageDeposits - The estimated fair value of demand deposits and savings accounts is the amount payable on demand at the reporting date. The estimated fair value of fixed-maturity certificates of deposit is estimated by discounting the future cash flows using the rates currently offered for deposits of similar remaining maturities.
Advances from Federal Home Loan Bank - The estimated fair value of advances from Federal Home Loan Bank is determined by discounting the future cash flows of existing advances using rates currently available on advances from Federal Home Loan Bank having similar characteristics.
Securities Sold Under Agreements to Repurchase - The estimated fair value of securities sold under agreements to repurchase is estimated by discounting the future cash flows based on rates currently offered for contracts of similar terms.
Off-Balance Sheet Items - The estimated fair value of commitments to originate or purchase loans is based on the fees currently charged to enter into similar agreements and the difference between current levels of interest rates and the committed rates.
The fair value estimates presented herein are based on pertinent information available to management as of September 30, 2000 and 1999. Although management is not aware of any factors that would significantly affect the estimated fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date. Therefore, current estimates of fair value may differ significantly from the amounts presented herein.
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Next Page17. PARENT COMPANY FINANCIAL INFORMATION (PARENT COMPANY ONLY)
The Company was organized to serve as the holding company for the Bank and began operations on March 31, 1999 in conjunction with the Bank's mutual-to-stock conversion and the Company's initial public offering of common stock (Note 1). The Company's (parent company only) balance sheets as of September 30, 2000 and 1999, and the related statements of income and cash flows for the periods then ended are as follows:
BALANCE SHEETS
SEPTEMBER 30, 2000 and 1999
(in thousands, except share amounts)
2000 |
1999 | |
ASSETS |
||
CASH AND CASH EQUIVALENTS | $ 11,796 | $ 49,017 |
INVESTMENT IN CAPITOL FEDERAL SAVINGS BANK | 951,505 | 960,962 |
OTHER ASSETS | 2,991 | - |
DEFERRED INCOME TAXES | 3,317 |
9,038 |
TOTAL ASSETS | $ 969,609 |
$1,019,017 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
LIABILITIES: | ||
Income taxes payable | $ 107 | $ 650 |
 Accounts payable and accrued expenses | 10,084 |
|
 Total liabilities | 10,191 | 650 |
STOCKHOLDERS' EQUITY: | ||
Preferred stock, $.01 par value; 50,000,000 shares authorized, | ||
no shares issued or outstanding | ||
Common stock, $.01 par value; 450,000,000 shares authorized, | ||
91,512,287 shares issued as of September 30, 2000 and 1999 | 915 | 915 |
Additional paid-in capital | 385,076 | 384,864 |
Note receivable - Employee Stock Ownership Plan | (26,789) | (28,147) |
Unearned compensation - Employee Stock Ownership Plan | (26,214) | (28,230) |
Unearned compensation - Recognition and Retention Plan | (8,485) | - |
Retained earnings | 745,598 | 684,761 |
Accumulated other comprehensive income (loss) | (300) |
4,204 |
1,069,801 | 1,018,367 | |
Treasury stock, 9,830,155 shares as of September 30, 2000, | ||
at cost | (110,383) |
- |
Total stockholders' equity | 959,418 |
1,018,367 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 969,609 |
$1,019,017 |
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Next Page2000 |
1999 | |
INTEREST INCOME | $ 3,353 |
$ 1,967 |
OTHER EXPENSES: | ||
Salaries and employee benefits | 1,077 | 169 |
Other, net | 741 | 85 |
Foundation contribution | - |
30,231 |
Total other expense | 1,818 |
30,485 |
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (BENEFIT) AND EQUITY IN UNDISTRIBUTED NET INCOME OF SUBSIDIARY |
1,535 | (28,518) |
INCOME TAX EXPENSE (BENEFIT) | 573 |
(10,837) |
INCOME (LOSS) BEFORE EQUITY IN UNDISTRIBUTED NET INCOME OF SUBSIDIARY |
962 | (17,681) |
EQUITY IN UNDISTRIBUTED NET INCOME OF SUBSIDIARY | 75,377 |
60,602 |
NET INCOME | $ 76,339 |
$ 42,921 |
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Next PageSTATEMENTS OF CASH FLOWS
YEARS ENDED SEPTEMBER 30, 2000 AND 1999
(in thousands)
2000 |
1999 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 76,339 | $ 42,921 |
Adjustments to reconcile net income to net cash provided by (used in) | ||
operating activities: | ||
Equity in undistributed net income of subsidiary | (75,377) | (60,602) |
Contribution of common stock to Capitol Federal Foundation | - | 15,108 |
Provision for deferred income taxes (benefit) | 5,721 | (9,038) |
Decrease in fair market value of Employee Stock Ownership | ||
Plan shares committed to be released for allocation | - | (12) |
Recognition and Retention Plan shares sold for employee withholding | ||
tax purposes | 81 | - |
Changes in: | ||
Other assets | (2,991) | - |
Income taxes payable | (543) | 650 |
Accounts payable and accrued expenses | 10,084 |
- |
Net cash flows provided by (used in) operating activities | 13,314 |
(10,973) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital investment in Capitol Federal Savings Bank | - | (275,287) |
Principal collected on notes receivable from Employee Stock | ||
Ownership Plan | 1,358 |
2,099 |
Net cash flows provided by (used in) investing activities | 1,358 |
(273,188) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Dividend from subsidiary | 73,999 | - |
Payment from subsidiary for sale of treasury stock related to | ||
Recognition and Retention Plan shares | 11,840 | - |
Dividends paid | (14,070) | (7,259) |
Acquisition of treasury stock | (123,717) | - |
Stock options exercised | 55 | - |
Issuance of common stock | - |
340,437 |
Net cash flows provided by (used in) financing activities | (51,893) |
333,178 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (37,221) | 49,017 |
CASH AND CASH EQUIVALENTS: | ||
Beginning of year | 49,017 |
- |
End of year | $ 11,796 |
$ 49,017 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION - | ||
Income tax payments | $ 40,376 |
$ 34,294 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITY - | ||
Common stock issued to Employee Stock Ownership Plan in | ||
exchange for a note receivable | $ 30,246 |
These statements should be read in conjunction with the other notes related to the Company's consolidated financial statements.
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Next PageANNUAL MEETING
The Annual Meeting of Shareholders will be held at 10:00a.m. local time, on January 23, 2001, at the Bradbury Thompson Center, 1700 SW Jewell, on the Washburn University campus, in Topeka Kansas.
STOCK LISTING
Capitol Federal Financial common stock is traded on the Nasdaq-Amex National Market under the Symbol "CFFN."
PRICE RANGE OF COMMON STOCK
The high and low bid quotations for the common stock as reported on the Nasdaq Stock Market, as well as dividends declared per share, are reflected in the table below. The information set forth below was provided by Nasdaq Stock Market. Such information reflects inter-dealer prices, without retail markup, markdown or commission and may not represent actual transactions. The stock began trading on April 1, 1999.
FISCAL 2000 |
HIGH |
LOW |
DIVIDENDS |
First Quarter | $ 10.500 | $ 9.563 | $ 0.10 |
Second Quarter | $ 9.781 | $ 8.906 | $ 0.11 |
Third Quarter | $ 11.188 | $ 9.063 | $ 0.11 |
Fourth Quarter | $ 14.750 | $ 10.313 | $ 0.12 |
Our cash dividend payout policy is continually reviewed by management and the Board of Directors. The Company intends to continue its policy of paying quarterly dividends; however, the payment will depend upon a number of factors, including capital requirements, regulatory limitations, the Company's financial condition, results of operations and the Bank's ability to pay dividends to the Company. The Company relies significantly upon such dividends originating from the Bank to accumulate earnings for payment of cash dividends to the shareholders. See Note 1 to the Notes of Consolidated Financial Statements for a discussion of restrictions on the Bank's ability to pay dividends.
At December 1, 2000, there were 80,580,732 shares of Capitol Federal Financial common stock issued and outstanding and approximately 14,674 shareholder of record.
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