UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT 1934
For the quarterly period ended September 30, 2000
------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________________ to ____________________
Commission File Number 2-81699
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JUNIATA VALLEY FINANCIAL CORP.
------------------------------
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 23-2235254
------------ ----------
(State or other jurisdiction of (I.R.S.Employer
incorporation or organization) Identification No.)
Bridge and Main Streets, Mifflintown, Pennsylvania 17059
--------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(717) 436-8211
--------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding as of October 31, 2000
------------------------------ ----------------------------------
Common Stock ($1.00 par value) 2,175,616 shares
<PAGE>
2.
ITEM 1 FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
ASSETS September 30, 2000 December 31, 1999
------ ------------------ -----------------
(In thousands)
(Unaudited)
<S> <C> <C>
Cash and due from banks $ 10,031 $ 15,381
Interest-bearing deposits with banks 701 653
Federal Funds sold 3,700 -
----------- -----------
Total cash and cash equivalents 14,432 16,034
Securities available for sale 37,088 45,100
Securities held to maturity, fair value
$52,818 and $58,171, respectively 53,750 59,550
Loans receivable net of allowance for loan
losses $2,553 and $2,486, respectively 217,188 204,336
Bank premises and equipment, net 5,358 3,428
Accrued interest receivable and other assets 8,350 7,671
----------- -----------
TOTAL ASSETS $ 336,166 $ 336,119
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Liabilities:
Deposits:
Non-interest bearing $ 34,595 $ 34,332
Interest bearing 254,095 249,018
----------- -----------
Total deposits 288,690 283,350
Short-term borrowings - 5,300
Accrued interest payable
and other liabilities 4,534 4,214
----------- -----------
Total liabilities 293,224 292,864
----------- -----------
Stockholders' Equity:
Preferred stock, no par value; 500,000 shares
authorized; no shares issued or outstanding - -
Common stock, par value $1.00 per share;
authorized 20,000,000 shares;
issued 2,332,077 shares 2,332 2,332
Surplus 20,482 20,559
Retained earnings 24,903 23,665
Treasury stock, at cost 2000 156,461 shares;
1999 96,204 shares (4,941) (3,403)
Accumulated other comprehensive income 166 102
----------- -----------
Total stockholders' equity 42,942 43,255
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 336,166 $ 336,119
=========== ===========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
3.
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
---------------------------------------------
(Unaudited)
For the Quarter Ended For Nine Months Ended
--------------------- ---------------------
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
2000 1999 2000 1999
--------- --------- --------- ---------
(In thousands, except per share amount)
<S> <C> <C> <C> <C>
INTEREST INCOME:
Loans receivable $ 4,923 $ 4,281 $ 14,200 $ 12,745
Taxable securities 801 1,026 2,519 3,240
Tax-exempt securities 429 535 1,380 1,637
Other 135 87 230 310
-------- -------- -------- --------
Total interest income 6,288 5,929 18,329 17,932
-------- -------- -------- --------
INTEREST EXPENSE
Deposits 3,064 2,809 8,707 8,536
Short-term borrowings - - 22 -
-------- -------- -------- --------
Total interest expense 3,064 2,809 8,729 8,536
-------- -------- -------- --------
Net interest income 3,224 3,120 9,600 9,396
PROVISION FOR LOAN LOSSES 45 30 135 90
-------- -------- -------- --------
Net interest income, after
provision for loan losses 3,179 3,090 9,465 9,306
-------- -------- -------- --------
OTHER INCOME:
Trust department 70 80 270 250
Customer service fees 139 117 402 350
Other 95 66 301 247
-------- -------- -------- --------
Total other income 304 263 973 847
-------- -------- -------- --------
OTHER EXPENSES:
Salaries and wages 912 917 2,723 2,749
Employee benefits 275 266 830 805
Occupancy 122 110 358 366
Equipment 232 230 708 682
Director compensation 76 71 222 213
Taxes, other than income 120 113 345 324
Other 288 291 920 912
-------- -------- -------- --------
Total other expenses 2,025 1,998 6,106 6,051
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES 1,458 1,355 4,332 4,102
FEDERAL INCOME TAXES 336 346 1,072 1,015
-------- -------- -------- --------
Net income $ 1,122 $ 1,009 $ 3,260 $ 3,087
======== ======== ======== ========
PER SHARE DATA:
Basic earnings $ .51 $ .44 $ 1.48 $ 1.34
======== ======== ======== ========
Weighted average number of
shares outstanding 2,190,942 2,283,810 2,209,942 2,303,961
========= ========= ========= =========
</TABLE>
<PAGE>
4.
<TABLE>
<CAPTION>
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
----------------------------------------------
(Unaudited)
Accumulated
Other
Common Retained Treasury Comprehensive
Stock Surplus Earnings Stock Income (loss) Total
------ ------- -------- -------- ------------- -----
(In thousands)
<S> <C> <C> <C> <C> <C> <C>
BALANCE,
DECEMBER 31,
1999 $ 2,332 $ 20,559 $ 23,665 $ (3,403) $ 102 $ 43,255
--------
Net income for
the nine
months ended
Sept. 30, 2000 - - 3,260 - - 3,260
Change in
unrealized
gains (losses)
on securities
available for
sale, net of
reclassification
adjustment and tax
effects - - - - 64 64
--------
Total Comprehensive Income 3,324
--------
Treasury stock
acquired - - - (1,812) - (1,812)
Treasury stock issued for
dividend reinvestment
plan (7,516 shares) - (77) - 272 - 195
Treasury stock issued
for employee stock
purchase plan (39 shares) - - - 2 - 2
Cash dividends,
$.91 per share - - (2,022) - - (2,022)
------- -------- -------- -------- ------- --------
Balance Sept. 30, 2000 $ 2,332 $ 20,482 $ 24,903 $ (4,941) $ 166 $ 42,942
======= ======== ======== ======== ======= ========
</TABLE>
<PAGE>
5.
<TABLE>
<CAPTION>
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999
----------------------------------------------
(Unaudited)
Accumulated
Other
Common Retained Treasury Comprehensive
Stock Surplus Earnings Stock Income Total
------ ------- -------- -------- ------------- -----
(In thousands)
<S> <C> <C> <C> <C> <C> <C>
BALANCE,
DECEMBER 31,
1998 $ 2,332 $ 20,580 $ 22,322 $ (70) $ 816 $ 45,980
--------
Net income for
the nine
months ended
September 30, - - 3,087 - - 3,087
1999
Change in
unrealized
gains (losses)
on securities
available for
sale, net of
reclassification
adjustment and tax
effects - - - - (415) (415)
--------
Total Comprehensive Income 2,672
--------
Treasury stock
acquired - - - (2,558) - (2,558)
Treasury stock issued
for dividend reinvestment
plan (6,277 shares) - (8) - 230 - 222
Treasury stock issued
for employee stock purchase
plan (753 shares) - - - 28 - 28
Cash dividends,
$.88 per share - - (2,033) - - (2,033)
------- -------- -------- -------- ------- --------
Balance September 30, 1999 $ 2,332 $ 20,572 $ 23,376 $ (2,370) $ 401 $ 44,311
======= ======== ======== ======== ======= ========
</TABLE>
<PAGE>
6.
<TABLE>
<CAPTION>
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
----------------------------------------------
(Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
For the Nine Months Ended
-------------------------
Sept. 30, Sept. 30,
2000 1999
---- ----
(In thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 3,260 $ 3,087
Adjustments to reconcile net income to net
cash provided by operating activities:
Provision for loan losses 135 90
Provision for depreciation 237 212
Net amortization on securities premium 138 41
Deferred directors' fees and supplemental
retirement plan expense 192 126
Payment of deferred compensation (129) (128)
Deferred income taxes (53) (58)
Increase in accrued interest
receivable and other assets (527) (288)
Increase (decrease) in accrued interest payable
and other liabilities 124 146
-------- --------
Net cash provided by operating activities 3,377 3,228
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of available for sale securities (861) (415)
Proceeds from maturities of and principal
repayments on available for sale securities 8,932 14,059
Purchases of held to maturity securities (701) (16,473)
Proceeds from maturities of and principal
repayments on held to maturity securities 6,401 9,350
Net increase in loans receivable (12,986) (6,510)
Net purchases of bank premises and equipment (2,167) (420)
-------- --------
Net cash used in investing activities (1,382) (409)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in deposits 5,340 (8,627)
Net decrease in short-term borrowings (5,300) -
Cash dividends (2,022) (2,033)
Purchase of Treasury Stock (1,812) (2,558)
Treasury Stock issued 197 258
-------- --------
Net cash used in financing activities (3,597) (12,960)
-------- --------
Decrease in cash and cash equivalents (1,602) (10,141)
CASH AND CASH EQUIVALENTS:
Beginning 16,034 20,728
-------- --------
Ending $ 14,432 $ 10,587
======== ========
CASH PAYMENTS FOR:
Interest $ 8,746 $ 8,545
======== ========
Income Taxes $ 1,140 $ 1,109
======== ========
</TABLE>
<PAGE>
7.
NOTE A - Basis of Presentation
The financial information includes the accounts of the Juniata Valley
Financial Corp. and its wholly owned subsidiary, The Juniata Valley Bank.
All significant intercompany accounts and transactions have been eliminated.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments considered necessary for fair presentation have been
included. Operating results for the nine-month period ended September 30,
2000, are not necessarily indicative of the results that may be expected for
the year ended December 31, 2000. For further information, refer to the
consolidated financial statements and footnotes thereto included in Juniata
Valley Financial Corp.'s annual report on Form 10-k for the year ended
December 31, 1999.
NOTE B - Accounting Standards
The Financial Accounting Standards Board issued Statement No. 133,
"Accounting for Derivative Instruments and Hedging Activities", in June
1998. Statement No. 133 was amended by Statement No. 137 which deferred the
effective date of Statement No. 133. The Corporation adopted Statement No.
133 on November 30, 1999. As provided for under the Statement No. 133, the
Corporation transferred investment securities classified as "held to
maturity" with a book value of $10,980,000 to the "available for sale"
classification. Statement No. 133 was further amended by Statement No. 138
in the year 2000. The amendments had no effect on the Corporation.
Statement No. 140 "Accounting for Transfers and Servicing of Financial
Assets and Extinguishments of Liabilities" was issued in September 2000.
This Statement replaces Statement No. 125 of the same name. This Statement
had no effect on the Corporation.
<PAGE>
8.
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS
Forward Looking Statements:
The Private Securities Litigation Reform Act of 1995 contains safe harbor
provisions regarding forward-looking statements. When used in this
discussion, the words "believes," "anticipates," "contemplates," "expects,"
and similar expressions are intended to identify forward-looking statements.
Such statements are subject to certain risks and uncertainties which could
cause actual results to differ materially from those projected. Those risks
and uncertainties include changes in interest rates, risks associated with
the effect of opening a new branch, the ability to control costs and
expenses, and general economic conditions. The Corporation undertakes no
obligation to publicly release the results of any revisions to those
forward-looking statements which may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
Financial Condition:
Total assets of Juniata Valley Financial Corp. totaled $336,166,000 as of
September 30, 2000, a slight increase of $47,000 or .01% from December 31,
1999. The loan increase of $12,986,000 and bank premise and equipment
increase of $2,167,000 were funded by security proceeds which exceeded
purchases by $13,771,000 and the $3,377,000 increase in cash provided by
operating activities. Installment loans grew 7 million. This was due to a
marketing effort for vehicle loans and home equity lines of credit.
Mortgages grew by 5 million. The increase in bank premise and equipment is
a result of the construction phase of the Bank's operation center due to be
occupied by year end. The remainder was used to fund financing activities
along with the increase in deposits of $5,340,000. Short-term borrowings
decreased $5,300,000, cash dividends were $2,022,000, and purchase of
treasury stock was $1,812,000.
There are no material loans classified for regulatory purposes as loss,
doubtful, substandard or special mention which management expects to
significantly impact future operating results, liquidity or capital
resources. Additionally, management is not aware of any information which
would give serious doubt as to the ability of its borrowers to substantially
comply with their loan repayment terms. The Corporation's problem loans
(i.e., 90 days past due and restructured loans) were not material for all
periods presented.
Management is not aware of any current recommendations of the regulatory
authorities which, if implemented, would have a material effect on the
Corporation's liquidity, capital resources or operations.
<PAGE>
9.
Results of Operations:
Interest income increased $397,000 or 2.21% for the nine months ended
September 30, 2000. For the quarter the increase was $359,000 or 6.05%.
The increase came from the increase of interest income on loans receivable
which was $1,455,000 or 11.42%. This was offset by a decline in interest
income of $721,000 on taxable securities and $257,000 on tax-exempt
securities. Interest expense increased by $193,000 or 2.26% for the nine
month period and $255,000 or 9.08% for the quarter ended September 30,
2000. This resulted in an increase in net interest income of $204,000 or
2.17% for the nine months ended September 30, 2000 and $104,000 or 3.33% for
the quarter.
Because of the increase in loans outstanding, management has decided to
increase the loan loss provision. The increase in the provision is not
reflective of a decline in underwriting standards or potential problem
loans. In spite of the increasing credit problems nationwide, the
Corporation continued its excellent charge-off record (charge-offs, net of
recoveries) during the nine months of 2000. The net charge-offs were
$67,000. The allowance for loan losses is based upon quarterly reviews by
management and a committee of the Board. It is management's judgment that
the allowance of $2,553,000 or 1.16% of outstanding loans is adequate to
meet any foreseeable loan loss contingency.
Other income has increased $126,000 or 14.88% for the nine month period and
$41,000 or 15.59% for the quarter in 2000 over 1999. Trust department
income has increased $20,000, customer service fees have increased $52,000
and other income has increased $54,000. The increase in trust department
income is a result of the settlement of four estates in 2000. The increase
in customer service fees is a result of higher transaction volume as opposed
to an increase in fees. The other category increase can be attributed to
an increase in mutual fund commissions of $6,000, an increase in consumer
insurance related to loans of $14,000 and an increase in debit card fees of
$17,000.
Other expenses increased $55,000 or .09% for the nine month period and
$27,000 or 1.35% for the quarter ended September 30, 2000. The $26,000
decrease in salary and wages for the nine months ended September 30, 2000,
compared to 1999, can be attributed to a decrease of two full time
equivalents. The $25,000 increase in employee benefits is reflective of
increases in costs as opposed to additional benefits. The $26,000 increase
in equipment can be attributed to higher maintenance costs. The $21,000
increase in taxes, other than income is an increase in Pennsylvania Bank
Shares Tax. The provision for income taxes for the nine months ending
September 30, 2000, was a $57,000 increase over 1999. However the effective
tax rate, which is the ratio of income tax expense to income before taxes
was 24.74% for both periods.
All of these factors combined have contributed to an increase in net income
of $173,000 or 5.60% for the nine month period and $113,000 or 11.20% for
the quarter ended September 30, 2000.
<PAGE>
10.
Liquidity:
The objective of liquidity management is to ensure that sufficient funding
is available, at a reasonable cost, to meet the ongoing operational cash
needs of the Corporation and to take advantage of income producing
opportunities as they arise. While the desired level of liquidity will vary
depending upon a variety of factors, it is the primary goal of the
Corporation to maintain a high level of liquidity in all economic
environments. Principal sources of asset liquidity are provided by
securities maturing in one year or less, other short-term investments such
as Federal Funds sold and cash and due from banks. Liability liquidity,
which is more difficult to measure, can be met by attracting deposits and
maintaining the core deposit base. The Bank joined the Federal Home Loan
Bank of Pittsburgh in August of 1993 for the purpose of providing short-term
liquidity when other sources are unable to fill these needs. At September
30, 2000, the Bank had available borrowing capacity of over $100,000,000
from the Federal Home Loan Bank of Pittsburgh.
In view of the primary and secondary sources previously mentioned,
Management believes that the Corporation's liquidity is capable of providing
the funds needed to meet loan demand.
<PAGE>
10.
Interest rate sensitivity:
Interest rate sensitivity management is the responsibility of the
Asset/Liability Management Committee. This process involves the development
and implementation of strategies to maximize net interest margin, while
minimizing the earnings risk associated with changing interest rates. The
traditional gap analysis identifies the maturity and repricing terms of all
assets and liabilities.
As of September 30, 2000, the Corporation had a six-month negative gap of
$20,266,000. Generally a liability-sensitive position indicates that more
liabilities than assets are expected to reprice within the time period and
that falling interest rates could positively affect net interest income
while rising interest rates could negatively affect net interest income.
However, the traditional analysis does not accurately reflect the Bank's
interest rate sensitivity since the rates on core deposits generally do not
change as quickly as market rates. Historically net interest income has, in
fact, not been subject to the degree of sensitivity indicated by the
traditional analysis at The Juniata Valley Bank.
<PAGE>
11.
Capital Adequacy:
The Bank's regulatory capital ratios for the periods presented are as follows:
Risk Weighted Assets Ratio:
<TABLE>
<CAPTION>
Actual Required
------------------------------ ----------------------------
September 30, December 31, September 30, December 31,
2000 1999 2000 1999
------------- ------------ ------------- ------------
<S> <C> <C> <C> <C>
TIER I 19.20% 19.59% 4.0% 4.0%
TIER I & II 20.35% 20.76% 8.0% 8.0%
Total Assets Leveraged Ratio:
TIER I 12.77% 12.33% 4.0% 4.0%
</TABLE>
At September 30, 2000, the Corporation exceeds the regulatory requirements
to be considered a "well capitalized" financial institution. The Board of
Directors of the Juniata Valley Financial Corp. authorized the repurchase of
up to 5% of its shares outstanding of common stock (111,700 shares). As of
September 30, 2000, approximately 60,000 shares have been repurchased. The
Bank plans to buy back the additional shares but management does not feel it
will have a material impact on the Bank.
ITEM 3 Quantitative and Qualitative Disclosures About Market Risk:
There have been no material changes in the Corporation's exposure to market
risk. Please refer to the Annual Report on Form 10-k as of December 31,
1999.
<PAGE>
12.
Part II. Other Information
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holder
Not applicable
Item 5. Other information
None
Item 6. Exhibits and Reports on Form 8-k
(27) Financial Data Schedule
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Juniata Valley Financial Corp.
(Registrant)
Date _______________________________ By _______________________________
Francis J. Evanitsky, President
Date _______________________________ By _______________________________
Linda L. Engle, Treasurer
