<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report Under Section 13 or 15 (d)
of the Securities and Exchange Act of 1934.
For Quarter ended September 30, 2000 Commission File Number
-------------------
0-15261
-------
Bryn Mawr Bank Corporation
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 23-2434506
------------------------------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
801 Lancaster Avenue, Bryn Mawr, Pennsylvania 19010
--------------------------------------------------------------------------------
(Address of principal executive offices) (ZipCode)
Registrant's telephone number, including area code (610) 525-1700
--------------
Not Applicable
--------------------------------------------------------------------------------
Former name, former address and fiscal year, if changed since last report.
Indicate by check whether the registrant (1) has filed all reports 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.
Yes X No _____
---
Indicate the number of shares outstanding of each of the issuer's class of
common stock, as of the latest practicable date.
Class Outstanding at November 3, 2000
--------------------------
Common Stock, par value $1 4,259,782
<PAGE>
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
FORM 10-Q
QUARTER ENDED September 30, 2000
INDEX
<TABLE>
<S> <C>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Consolidated Statements of Income for the nine
months ended September 30, 2000 and 1999.......................... Page 1
Consolidated Statements of Income for the three
months ended September 30, 2000 and 1999.......................... Page 2
Consolidated Balance Sheets as of September 30 2000,
December 31, 1999 and September 30, 1999.......................... Page 3
Consolidated Statements of Cash Flows for the nine
months ended September 30, 2000 and 1999.......................... Page 4
Consolidated Statements of Comprehensive Income for the
three months ended September 30, 2000 and 1999 and
nine months September June 30, 2000 and 1999 ..................... Page 5
Notes to Consolidated Financial Statements........................ Page 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS............... Page 11
PART II - OTHER INFORMATION............................................ Page 20
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars In Thousands*)
Unaudited
<TABLE>
<CAPTION>
Nine Months Ended
September 30
2000 1999**
------------ ------------
<S> <C> <C>
Interest income:
Interest and fees on loans...................................................... $ 21,971 $ 18,935
Interest on federal funds sold.................................................. 288 396
Interest on interest bearing deposits with banks................................ 89 75
Interest and dividends on investment securities:
U.S. Treasury securities...................................................... 170 187
U.S. Government Agency securities............................................. 890 1,071
Obligations of states and political subdivisions.............................. 94 148
Dividend income............................................................... 98 64
------------ ------------
Total interest income.............................................................. 23,600 20,876
Interest expense on deposits....................................................... 5,111 4,147
------------ ------------
Net interest income................................................................ 18,489 16,729
Loan loss provision................................................................ 188 188
------------ ------------
Net interest income after loan loss provision...................................... 18,301 16,541
------------ ------------
Other income:
Fees for trust services......................................................... 6,710 7,465
Service charges on deposits..................................................... 830 873
Other service charges, commissions and fees..................................... 793 749
Net gain on sale of loans....................................................... 845 857
Net gain on sale of other real estate owned..................................... 0 45
Other operating income.......................................................... 3,929 3,672
------------ ------------
Total other income................................................................. 13,107 13,661
------------ ------------
Other expenses:
Salaries and wages.............................................................. 10,825 11,262
Employee benefits............................................................... 1,501 1,856
Occupancy and bank premises..................................................... 1,604 1,405
Furniture, fixtures, and equipment.............................................. 1,602 1,458
Other operating expenses........................................................ 6,635 5,535
------------ ------------
Total other expenses............................................................... 22,167 21,516
------------ ------------
Income before income taxes......................................................... 9,241 8,686
Applicable income taxes............................................................ 3,271 2,816
------------ ------------
Net income......................................................................... $ 5,970 $ 5,870
============ ============
Earnings per common share.......................................................... $ 1.39 $ 1.35
Earnings per common share - assuming dilution...................................... $ 1.34 $ 1.28
Cash dividends declared............................................................ $ 0.51 $ 0.45
Weighted-average shares outstanding................................................ 4,302,590 4,355,908
Dilutive potential common shares................................................... 161,803 217,251
------------ ------------
Adjusted weighted-average shares................................................... 4,464,393 4,573,159
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
* Except for share and per share data.
** Reclassified for comparative purposes.
Form 10-Q
Page 1
<PAGE>
FINANCIAL STATEMENTS
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars In Thousands*)
Unaudited
<TABLE>
<CAPTION>
Three Months Ended
September 30
2000 1999**
------------ ------------
<S> <C> <C>
Interest income:
Interest and fees on loans................................................. $ 7,605 $ 6,600
Interest on federal funds sold............................................. 52 51
Interest on interest bearing deposits with banks........................... 11 1
Interest and dividends on investment securities:
U.S. Treasury securities................................................. 57 30
U.S. Government Agency securities........................................ 300 295
Obligations of states and political subdivisions......................... 28 46
Dividend income.......................................................... 31 23
------------ ------------
Total interest income......................................................... 8,084 7,046
Interest expense on deposits.................................................. 1,835 1,467
------------ ------------
Net interest income........................................................... 6,249 5,579
Loan loss provision........................................................... 63 63
------------ ------------
Net interest income after loan loss provision................................. 6,186 5,516
------------ ------------
Other income:
Fees for trust services.................................................... 2,147 2,425
Service charges on deposits................................................ 277 292
Other service charges, commissions and fees................................ 258 263
Net gain on sale of loans.................................................. 342 227
Net gain on sale of other real estate owned................................ 0 39
Other operating income..................................................... 1,263 1,091
------------ ------------
Total other income............................................................ 4,287 4,337
------------ ------------
Other expenses:
Salaries and wages......................................................... 3,417 3,931
Employee benefits.......................................................... 511 564
Occupancy and bank premises................................................ 530 495
Furniture, fixtures, and equipment......................................... 555 490
Other operating expenses................................................... 2,015 1,421
------------ ------------
Total other expenses.......................................................... 7,028 6,901
------------ ------------
Income before income taxes.................................................... 3,445 2,952
Applicable income taxes....................................................... 1,142 926
------------ ------------
Net income.................................................................... $ 2,303 $ 2,026
============ ============
Earnings per common share..................................................... $ 0.54 $ 0.47
Earnings per common share - assuming dilution................................. $ 0.52 $ 0.45
Cash dividends declared....................................................... $ 0.17 $ 0.15
Weighted-average shares outstanding........................................... 4,285,657 4,337,901
Dilutive potential common shares.............................................. 157,220 208,056
------------ ------------
Adjusted weighted-average shares.............................................. 4,442,877 4,545,957
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
* Except for share and per share data.
** Reclassified for comparative purposes.
Form 10-Q
Page 2
<PAGE>
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars In Thousands)
<TABLE>
<CAPTION>
September 30, December 31, September 30,
2000 1999 1999
(Unaudited) (Unaudited)
-------------------------------------------------
<S> <C> <C> <C>
Assets
Cash and due from banks...................................................... $ 23,620 $ 17,914 $ 19,391
Interest bearing deposits with banks......................................... 653 13,793 132
Federal funds sold........................................................... 10,816 17,609 9,874
Investment securities available for sale, at market (amortize
cost of $29,117, $30,201 and $28,991 as of September 30, 2000,
December 31, 1999 and September 30, 1999, respectively)................... 28,766 29,611 28,610
Loans:
Consumer.................................................................. 66,559 70,211 71,323
Commercial................................................................ 128,800 119,835 114,333
Real estate............................................................... 154,804 148,893 142,497
----------- ----------- -----------
Total loans............................................................. 350,163 338,939 328,153
Less: Allowance for possible loan losses.................................. (4,317) (4,400) (4,396)
----------- ----------- -----------
Net loans............................................................... 345,846 334,539 323,757
----------- ----------- -----------
Premises and equipment, net.................................................. 12,102 11,880 12,035
Accrued interest receivable.................................................. 2,681 2,411 2,204
Goodwill (net)............................................................... 3,011 3,294 3,340
Other assets................................................................. 7,277 5,769 6,105
----------- ----------- -----------
Total assets............................................................ $ 434,772 $ 436,820 $ 405,448
=========== =========== ===========
Liabilities
Deposits:
Demand, noninterest-bearing............................................... $ 93,300 $ 98,790 $ 89,557
Savings................................................................... 182,352 194,057 175,702
Time...................................................................... 68,711 78,221 70,861
----------- ----------- -----------
Total deposits.......................................................... 344,363 371,068 336,120
----------- ----------- -----------
Borrowed funds............................................................... 35,000 10,000 15,000
Other liabilities............................................................ 6,084 9,033 8,541
----------- ----------- -----------
Total liabilities....................................................... 385,447 390,101 359,661
----------- ----------- -----------
Shareholders' equity
Common stock, par value $1; authorized 25,000,000
shares; issued 5,191,455, 5,179,608 and 5,166,457 shares as of
September 30, 2000, December 31, 1999 and September 30, 1999,
respectively and outstanding of 4,264,782, 4,323,250 and 4,334,099
shares as of September 30, 2000, December 31, 1999
and September 30, 1999, respectively...................................... 5,191 5,180 5,166
Paid-in capital in excess of par value....................................... 4,622 4,467 4,251
Other accumulated comprehensive loss
net of deferred income taxes.............................................. (232) (389) (252)
Retained earnings............................................................ 48,923 45,149 43,708
----------- ----------- -----------
58,504 54,407 52,873
Less: Common stock in treasury at cost -- 926,673, 856,358 and
832,358 shares as of September 30, 2000, December 31, 1999
and September 30, 1999, respectively...................................... (9,179) (7,688) (7,086)
----------- ----------- -----------
Total shareholders' equity................................................ 49,325 46,719 45,787
----------- ----------- -----------
Total liabilities and shareholders' equity................................ $ 434,772 $ 436,820 $ 405,448
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
Form 10-Q
Page 3
<PAGE>
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars In Thousands)
Unaudited
<TABLE>
<CAPTION>
Nine Months Ended
September 30
---------------------------------
2000 1999*
----------- -----------
<S> <C> <C>
Operating activities:
Net income...................................................................... $ 5,970 $ 5,870
Adjustments to reconcile net income to net cash (used) provided by
operating activities:
Provision for loan losses.................................................... 188 188
Depreciation and amortization................................................ 1,111 949
Gain on sale of other real estate owned...................................... 0 (45)
Loans originated for resale.................................................. (50,232) (61,425)
Proceeds from loans sold..................................................... 52,560 61,809
Gain on sale of loans........................................................ (845) (857)
Increase (Decrease) in deferred income taxes................................. 21 (150)
Increase in interest receivable.............................................. (270) (135)
Increase (Decrease) in interest payable...................................... 322 (136)
Other........................................................................ (4,277) 468
----------- -----------
Net cash provided by operating activities................................ 4,548 6,536
----------- -----------
Investing activities:
Purchases of investment securities.............................................. (445) (41,025)
Proceeds from maturity and calls of fixed income securities..................... 1,512 62,975
Loan repayments (originations), net............................................. 934 (18,706)
Loans purchased (dealer loans).................................................. (14,187) (27,680)
Purchases of premises and equipment............................................. (1,337) (900)
Proceeds from disposition of other real estate owned............................ 0 45
Capitalization of costs of other real estate owned.............................. 0 (41)
Cost of acquiring new subsidiaries.............................................. 0 (2,195)
----------- -----------
Net cash used by investing activities..................................... (13,523) (27,527)
----------- -----------
Financing activities:
Net decrease in demand and savings deposits..................................... (17,195) (13,373)
Net (decrease) increase in time deposits........................................ (9,510) 7,136
Dividends paid.................................................................. (2,196) (1,953)
Repayment of mortgage debt...................................................... (27) (21)
Purchases of treasury stock..................................................... (1,491) (1,929)
Proceeds from borrowed funds.................................................... 25,000 15,000
Proceeds from issuance of common stock.......................................... 165 196
----------- -----------
Net cash (used) provided by financing activities.......................... (5,254) 5,056
----------- -----------
Decrease in cash and cash equivalents........................................... (14,229) (15,935)
Cash and cash equivalents at beginning of period................................ 49,213 45,332
----------- -----------
Cash and cash equivalents at end of period...................................... $ 34,984 $ 29,397
=========== ===========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
*-Reclassified for comparative purposes.
Form 10-Q
Page 4
<PAGE>
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands)
Unaudited
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
2000 1999 2000 1999
------------------------- --------------------------
<S> <C> <C> <C> <C>
Net Income............................................... $2,303 $2,026 $5,970 $5,870
Other comprehensive income:
Unrealized holding gains (losses) on
available-for-sale securities....................... 238 (62) 238 (533)
Deferred income tax (expense) benefit on
unrealized holding gains (losses) on
available for sale securities....................... (81) 21 (81) 181
-------- -------- -------- --------
Comprehensive net income................................. $2,460 $1,985 $6,127 $5,518
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
Form 10-Q
Page 5
<PAGE>
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 AND 1999
(Unaudited)
1. Unaudited Interim Results:
The consolidated balance sheets of Bryn Mawr Bank Corporation (the
"Corporation") as of September 30, 2000 and 1999, the related consolidated
statements of cash flows for the nine month periods ended September 30, 2000 and
1999, the related consolidated statements of income for the nine month periods
and three month periods ended September 30, 2000 and 1999 and the related
consolidated statements of comprehensive income for the nine month periods and
three month periods ended September 30, 2000 and 1999 are all unaudited.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of certain assets and liabilities
and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of related revenue and expense during the
reporting period. Actual results could differ from those estimates. Management
believes that all adjustments, accruals and elimination entries necessary for
the fair presentation of the consolidated financial position and results of
operations for the interim periods presented have been made. All such
adjustments were of a normal recurring nature. The year-end balance sheet data
was derived from audited financial statements, but does not include all
disclosures required by generally accepted accounting principles. The financial
statements should be read in conjunction with the Notes to Consolidated
Financial Statements contained in the Corporation's 1999 Annual Report
incorporated in the 1999 Form 10-K (Exhibit #13).
2. Earnings Per Common Share:
Reference is made to Note #12, Stock Option Plan (the "Plan"), in the Notes
to Consolidated Financial Statements in the Corporation's 1999 Annual Report
incorporated in the 1999 Form 10-K (Exhibit #13). Shares under option under the
Plan had a dilutive impact on net income per share for the three and nine-month
periods ended September 30, 2000 and 1999.
3. Disclosure of Accounting Policy:
For purposes of reporting cash flows, cash and cash equivalents include
cash on hand, interest-bearing deposits with banks and federal funds sold.
4. Adoption of Financial Accounting Standards:
In June 1998, Statement of Financial Accounting Standard No. 133
"Accounting for Derivative Instruments and Hedging Activities" ("SFAS No.
Form 10-Q
Page 6
<PAGE>
133") was issued and subsequently amended by Statement of Financial Accounting
Standard No. 137 "Accounting for Derivative Instruments and Hedging Activities--
Deferral of the effective date of SFAS No. 133" ("SFAS No. 137"). SFAS No. 133
establishes accounting and reporting standards for derivative instruments and
for hedging activities. SFAS No. 133, as amended by SFAS No. 137, is effective
for all fiscal quarters of all fiscal years beginning after June 15, 2000. The
Corporation does not own any derivative instruments and does not engage in
hedging activities. These standards will not have a material impact on the
financial condition or results of operations of the Corporation.
5. Loans:
Interest income on loans performing satisfactorily is recognized on the
accrual method of accounting. Nonperforming loans are loans on which scheduled
principal and/or interest is past due 90 days or more or loans less than 90 days
past due which are deemed to be problem loans by management. All nonperforming
loans, except consumer loans which are charged-off at 120 day, are placed on
nonaccrual status, and any outstanding interest receivable at the time the loan
is deemed nonperforming is deducted from interest income. The charge-off policy
for all loans, including nonperforming and impaired loans, considers such
factors as the type and size of the loan, the quality of the collateral, and
historical creditworthiness of the borrower in management's assessment of the
collectability of such loans.
As a part of its internal loan review process, management, when considering
classifying a loan as an impaired loan, considers solely the cash flows of the
loan. To determine if a reserve is necessary on an impaired loan a number of
factors, such as a borrower's financial strength, the value of related
collateral and the ability to continue to meet the original contractual terms of
a loan. Major risk classifications, used to aggregate loans, include credit or
the risk of failure to repay a loan and concentration risk. A loan is not
considered impaired if there is merely an insignificant delay or shortfall in
the amount of payments. An insignificant delay or shortfall is a temporary
delay in the payment process of a loan. However, under these circumstances, the
Corporation's subsidiary, The Bryn Mawr Trust Company (the "Bank"), expects to
collect all amounts due, including interest accrued at the contractual interest
rate for the period of the delay.
When a borrower is deemed to be unable to meet the original terms of a
loan, the loan is considered impaired. While all impaired loans are not
necessarily considered nonperforming loans, if a loan is delinquent for 90 days
or more, it is considered both a nonperforming and an impaired loan. All of the
Corporation's impaired loans, which amounted to $92,000, $720,000 and $756,000
at September 30, 2000, December 31, 1999 and September 30, 1999, respectively,
were placed on nonaccrual status and any outstanding accrued interest receivable
on such loans at the time they were placed on nonaccrual status, was reversed
from income.
Impaired loans are required to be measured based upon the present value of
expected future cash flows, discounted at the loan's initial effective interest
rate or at the loan's market price or fair value of the collateral, if the loan
is collateral dependent. As of September 30, 2000, December 31, 1999 and
September 30, 1999, no impaired loans were measured
Form 10-Q
Page 7
<PAGE>
using the present value of expected future cash flows or the loan's market price
because all impaired loans identified above were collateral dependent at these
respective dates.
If the loan valuation is less than the recorded value of the loan, an
impairment reserve must be established for the difference. As of September 30,
2000, December 31, 1999 and September 30, 1999, there were $33,000, $679,000 and
$646,000, respectively of impaired loans for which there is a related allowance
for loan losses. The total related allowance for loan losses were $25,000,
$110,000 and $78,000, respectively. Impaired loans for which no loan loss
allowance was allocated amounted to $67,000, at September 30, 2000, $41,000 at
December 31, 1999 and $110,000 at September 30, 1999. The year to date average
impaired loans as of September 30, 2000, December 31, 1999 and September 30,
1999 amounted to $436,000, $1,088,000 and $1,204,000,respectively.
When a loan is classified as impaired, it is put on a nonaccrual status and
any income subsequently collected is credited to the outstanding principal
balance. Therefore, no interest income was reported on outstanding loans while
considered impaired during either nine month period ended September 30, 2000 or
1999. Loans may be removed from impaired status and returned to accrual status
when all principal and interest amounts contractually due are reasonably assured
of repayment within an acceptable period of time and there is a sustained period
of repayment performance by the borrower, with a minimum repayment of at least
six months, in accordance with the contractual terms of interest and principal.
Subsequent income recognition would be recorded under the existing terms of the
loan. Based on the above criteria, no loans considered impaired were removed
from the impaired loan status, during the first nine months of 2000 and
$1,283,000 of loans considered impaired were removed from the impaired loan
status during the first nine months of 1999.
Smaller balance, homogeneous loans, exclusively consumer loans, when
included in nonperforming loans, for practical consideration, are not put on a
nonaccrual status nor is the current accrued interest receivable reversed from
income.
Form 10-Q
Page 8
<PAGE>
6. Allowance for Possible Loan Losses:
The summary of changes in the allowance is as follows:
<TABLE>
<CAPTION>
Nine Months ended Year ended
September, 30 December,31
2000 1999 1999
------ ------ ------
<S> <C> <C> <C>
Balance, beginning of period $4,400 $4,100 $4,100
Charge-offs:
Consumer (334) (93) (209)
Commercial and industrial 0 0 10
Real estate 0 (54) 22*
------ ------ ------
Total charge-offs (334) (147) (197)
------ ------ ------
Recoveries:
Consumer 64 6 44
Commercial and industrial 0 228 87
Real estate 0 22 116
------ ------ ------
Total recoveries 64 256 247
------ ------ ------
Net (charge-offs)/ recoveries (270) 109 50
Provision for loan losses 188 188 250
------ ------ ------
Balance, end of period $4,318 $4,397 $4,400
</TABLE>
*The negative charge-off of $22,000 in real estate loans reflects the adding
back to the loan loss reserve of an amount previously charged off, in
conjunction with the acquisition of other real estate owned.
Form 10-Q
Page 9
<PAGE>
7. Segment Information:
The Corporation's principal operating segments are structured around the
finanical services provided its customers. The Banking segment gathers deposits
and makes funds available for loans to its customers. The Bank's Investment
Management and Trust segment ("Trust") provides both corporate and individual
investment management and trust products and services. The Bank's Mortgage
Banking segment originates and sells residential mortgage loans to the secondary
mortgage market. Bryn Mawr Bank Corporation and all other subsidiaries are
aggregated under the "All Other" heading.
Segment information for the nine months ended September 30, 2000 and 1999 is as
follows:
<TABLE>
<CAPTION>
----------------------------------------------------------------------
2000
Mortgage All
Banking Trust Banking Other Consolidated
------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net interest income $18,481 $ -- $ -- $ 8 $18,489
Less Loan loss provision 188 -- -- -- 188
------------------------------------------------------------------------
Net interest income after
loan loss provision 18,293 -- -- 8 18,301
Other income:
Fees for investment
management and trust
services -- 6,710 -- -- 6,710
Other income 1,761 8 1,405 3,223 6,397
------------------------------------------------------------------------
Total other income 1,761 6,718 1,405 3,223 13,107
Other expenses:
Salaries and benefits 6,895 2,973 472 1,986 12,326
Occupancy 2,579 350 107 170 3,206
Other operating expense 4,119 676 225 1,615 6,635
------------------------------------------------------------------------
Total other expense 13,593 3,999 804 3,771 22,167
------------------------------------------------------------------------
Segment profit (loss) 6,461 2,719 601 (540) 9,241
Intersegment (revenues)
expenses * 138 136 -- (274) --
------------------------------------------------------------------------
Segment profit after
eliminations $ 6,599 $ 2,855 $ 601 ($814) $ 9,241
========================================================================
% of segment profit (loss) 71% 31% 7% -9% 100%
------------------------------------------------------------------------
<CAPTION>
----------------------------------------------------------------------
1999 **
Mortgage All
Banking Trust Banking Other Consolidated
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net interest income $16,727 $ -- $ -- $ 2 $16,729
Less Loan loss provision 188 -- -- -- 188
----------------------------------------------------------------------
Net interest income after
loan loss provision 16,539 -- -- 2 16,541
Other income:
Fees for investment
management and trust
services -- 7,465 -- -- 7,465
Other income 1,796 -- 1,379 3,021 6,196
----------------------------------------------------------------------
Total other income 1,796 7,465 1,379 3,021 13,661
Other expenses:
Salaries and benefits 8,147 2,815 477 1,679 13,118
Occupancy 2,259 362 109 133 2,863
Other operating expense 3,400 705 226 1,204 5,535
----------------------------------------------------------------------
Total other expense 13,806 3,882 812 3,016 21,516
----------------------------------------------------------------------
Segment profit (loss) 4,529 3,583 567 7 8,686
Intersegment (revenues)
expenses * 168 136 -- (304) --
----------------------------------------------------------------------
Segment profit after
eliminations $ 4,697 $ 3,719 $ 567 ($297) $ 8,686
======================================================================
% of segment profit (loss) 53% 43% 7% -3% 100%
----------------------------------------------------------------------
</TABLE>
*- Intersegment revenues consist of rental payments to Bryn Mawr Bank
Corporation from its subsidiaries, and insurance commissions paid by the
Bank to Insurance Counsellors of Bryn Mawr, Inc. Intersegment expenses
consist of a $4,000 management fee, paid by Bryn Mawr Bank Corporation to
the Bank.
**- Reclassified for comparative purposes.
Form 10-Q
Page 10
<PAGE>
Item 2.
BRYN MAWR BANK CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following is a discussion of the consolidated results of operations of
Bryn Mawr Bank Corporation and its subsidiaries (the "Corporation") for the
three months and nine months ended September 30, 2000 and 1999, as well as the
financial condition of the Corporation as of September 30, 2000, December 31,
1999 and September 30, 1999. The Bryn Mawr Trust Company (the "Bank"),Tax
Counsellors of Bryn Mawr, Inc. ("TCBM"), Bryn Mawr Brokerage Company, Inc. ("BM
Brokerage"), CDC Capital Management, Inc. ("CDC") and Joseph W. Roskos & Co.,
Inc. ("JWR&Co") are wholly-owned subsidiaries of the Corporation, Insurance
Counsellors of Bryn Mawr, Inc. ("ICBM") is a wholly-owned subsidiary of the
Bank.
RESULTS OF OPERATIONS
---------------------
The Corporation reported net income of $5,970,000 for the nine months ended
September 30, 2000, a 2% increase from $5,870,000 reported for the same period
in 1999. Non-recurring income, resulting from prior periods interest income on
impaired loans, was included in the net income for the first nine months of
1999. Conversely, during the first nine months of 2000, a management change in
CDC Capital Management, an investment advisory company the Corporation acquired
in 1999, created additional non-recurring expense related to contractual
severance and the elimination of the remaining goodwill of the subsidiary.
Exclusive of the non-recurring items referred to above net income increased 5%
for the first nine months of 2000, compared to the same period in 1999. This
increase is partially attributable to a 13% increase in net interest income
after adjusting for non-recurring interest income from the first nine months of
1999 compared to the same period in 2000. Partially offsetting this increase is
a decline in other income of 4% from $13,661,000 for the first nine months of
1999 to $13,107,000 for the same period of 2000. Earnings per common share
amounted to $1.39, a 3% increase from $1.35 reported for the first nine months
of 1999. Earnings per common share, assuming dilution were $1.34 and $1.28, for
the first nine months of 2000 and 1999, respectively.
For the third quarter of 2000, the Corporation reported net income of
$2,303,000, a 14% increase from the $2,026,000, reported for the third quarter
of 1999. For the three months ended September 30, 2000 and 1999, earnings per
common share amounted to $.54 and $.47, respectively. The 15% increase in
earnings for the third quarter of 2000 was due to the growth in net interest
income of 12% and slight increase in expenses of 2%, being partially offset by a
1% decrease in other income concentrated in the fees for trust services.
Average outstanding loan balances for the first nine months of 2000 grew
14% from average outstanding loan balances for the first nine months
Form 10-Q
Page 11
<PAGE>
of 1999. Partially funding this growth in average outstanding loans was an
increase in average funds borrowed from $4,133,000 to $8,497,000. Additional
funding was provided by a 4% increase in average outstanding deposit balances.
Average outstanding balances of non interest bearing demand deposit accounts and
NOW accounts were up 3% and 10%, respectively, while the average outstanding
balances of certificates of deposit ("CDs") increased by 3%, primarily as a
result of a promotion of the Bank's CD product in the third quarter of 1999 that
generated CD's with terms of greater than a year. Average balances of money
market accounts and savings deposits decreased by 2% respectively.
The prime rate increased by 175 basis points from 7.75% at September 30,
1999 to 9.50% at September 30, 2000. Since, in the short term, 30 days or less,
the Bank is asset rate sensitive, an increasing prime rate usually will cause a
related increase in the respective yields on earning assets. The overall
annualized yield on earning assets increased by 30 basis points, from 7.8% at
September 30, 1999 to 8.1% for the same period in 2000.
Compared to the first nine months of 1999, the average cost of funds for
the respective periods increased 20 basis points, from 1.6% in 1999 to 1.8% in
2000. The result was an increase in the Bank's annualized net interest margin,
to 6.29% for the first nine months of 2000 compared to 6.19% for the same period
in 1999. The 1999 net interest margin excludes non-recurring interest income
earned in 1999 on an impaired loan that was removed from impaired status (non-
recurring interest income). While interest rate movements and their effect on
future revenue streams cannot be predicted, management believes that there are
presently no known trends, events or uncertainties that will have or are
reasonably likely to have a material effect on the Corporation's liquidity,
capital resources or results of operations in the future.
NET INTEREST INCOME
-------------------
For the nine months ended September 30, 2000, net interest income rose
10.5% to $18,489,000 from $16,729,000 in 1999. When adjusted for the non-
recurring interest income, the net interest income rose 13% for the nine months
ended September 30, 2000. Total interest income grew 13% for the first nine
months of 2000, to $23,600,000 from $20,875,000 for the first nine months of
1999. Interest expense increased 23% for the nine months ended September 30,
2000, to $5,111,000 compared to $4,147,000 for the first nine months of 1999.
The yield on earning assets for the first nine months of 2000 was 8.1% compared
to 7.8%, which includes the non-recurring interest income. The adjusted yield on
earning assets excluding non-recurring interest income for the first nine months
of 1999 was 7.65%. The effective rate paid on interest bearing deposits for the
first nine months of 2000 and 1999 was 2.5% and 2.2%, respectively.
Interest and fees on loans increased 16% from $18,935,000 for the first
nine months of 1999 to $21,971,000 for the first nine months of 2000.
Form 10-Q
Page 12
<PAGE>
A 14% increase in average outstanding loan balances for the first nine months of
2000, to $344,817,000, compared to $303,117,000 for the same period in 1999,
along with a 30 basis point increase in the annualized average yield on loans
was the primary reasons for this increase in loan related interest and fee
income.
Interest and dividend income on investments decreased $218,000 or 15%, from
$1,470,000 for the first nine months of 1999 to $1,252,000 for the first nine
months of 2000. Interest from U.S. Treasury obligations decreased 9% from
$187,000 for the first nine months of 1999 to $170,000 for the first nine months
of 2000. The primary reason for this decrease was a $506,000 or 11% decrease in
the average balance of U.S. Treasury securities, from $4,462,000 during the
first nine months of 1999 to $3,956,000 for the comparable period in 2000. The
decrease in U.S. Treasury obligations was a result of maturities. Interest
income on U.S. Government Agency securities decreased 17% from $1,071,000 for
the nine months ended September 30, 1999 to $890,000 at September 30, 2000. A
21% decrease in the average balance of U.S. Government Agency securities, from
$25,910,000 for the nine months ended September 30, 1999 to $20,413,000 for the
same period in 2000, is primarily responsible for the related 17% decrease in
interest income. Interest income on obligations of states and political
subdivisions decreased 36% from $148,000 for the nine months ended September 30,
1999 to $94,000 for the same period in 2000. Average outstanding balances of
obligations of state and political subdivisions decreased by 39%, from
$4,453,000 in 1999 to $2,722,000 in 2000. The overall yield on investment
securities increased from 5.4% for the first nine months of 1999 to 5.7% for the
first nine months of 2000, a result of higher rates of interest being paid on
investments purchased during the twelve month period.
Interest expense on deposits increased 23% or $964,000, to $5,111,000 for
the nine months ended September 30, 2000 compared to $4,147,000 for the same
period in 1999. The average cost of interest bearing deposits increased 30 basis
points, from 2.2% at September 30, 1999 to 2.5% for the nine months ended
September 30, 2000. The average interest bearing deposit balances increased 10%
to $273,766,000 at September 30, 2000 compared to $249,519,000 for the same
period in 1999. Average balance of savings accounts increased 2% for the first
nine months of 2000, compared to the same period in 1999, while average balance
of money market accounts and CDs increased by 2% and 17%, respectively. The
Bank's average transaction based NOW account and noninterest bearing demand
deposit account balances increased 8% and 6%, respectively. The annualized cost
of CDs increased 40 basis points, from 4.6% for the first nine months of 1999 to
5.0% for the same period in 2000. The average cost of money market accounts
increased 10 basis points, while Savings accounts and NOW accounts remained
unchanged for the first nine months of 2000, compared to the same period in
1999. The average cost of deposits, including noninterest bearing demand
deposits increased from 1.62% for the first nine months of 1999, to 1.84% for
the first nine months of 2000.
For the third quarter of 2000 compared to the third quarter of 1999,
Form 10-Q
Page 13
<PAGE>
exclusive of non-recurring income on impaired loans, net interest income
increased 12%. This is due to average loan balances increasing 7% from September
30, 1999 to September 30, 2000 and the increase in the prime rate from 7.75% as
of September 30, 1999 to 9.50% September 30, 2000. Partially offsetting the
increase in interest income is an increase in interest expense from $1,467,000
in the third quarter of 1999 to $1,835,000 in the third quarter of 2000. This
increase in interest expense is due to the increase in the rates paid on money
market accounts and CD's, as well as, an increase in the amount of funds
borrowed.
The Bank's asset / liability structure is asset rate sensitive, which
should cause an increase in the net interest margin, if interest rates increase.
Therefore, the 175 basis point increase in the prime rate over the past twelve
months is partially responsible for a 10 basis point increase in the annualized
net interest margin for the first nine months of 2000, when compared to the same
period in 1999. For the first nine months of 2000, the net interest margin
increased to 6.29% from 6.19%, exclusive of the non-recurring interest income.
The net interest margin is computed exclusive of related loan fee income.
LOAN LOSS PROVISION
-------------------
The Bank provided a loan loss provision of $188,000 for the nine months
ended September 30, 2000, equal with the same period in 1999. The loan loss
reserve amounted to 1.23% of outstanding loans at September 30, 2000.
Delinquencies, as a percentage of outstanding loans, were 27 basis points as of
September 30, 2000. Nonperforming loans decreased to $84,000 as of September 30,
2000, compared to $792,000 as of December 31, 1999 and decreased from $790,000
in nonperforming loans as of September 30, 1999. Based on the results of both an
internal and external loan review process and the current level of nonperforming
loans, management believes the loan loss reserve to be adequate as of September
30, 2000.
OTHER INCOME
------------
Total other income of $13,107,000 for the nine months ended September 30,
2000 decreased 4% from $13,661,000 reported for the same period in 1999.
Fees for trust services declined $755,000 or 10% from $7,465,000 for the
first nine months of 1999 to $6,710,000 for the same period in 2000. This
decrease in trust fees is attributable to a decline in estate fees, customer
attrition and a decline in the market value of trust assets under management.
The customer attrition was due to personnel changes ,which have been corrected.
Trust accounts under management declined in value by 10%, to $1,889,000,000 at
September 30, 2000 from $2,101,000 as of September 30, 1999 and the value of
these accounts is a driver for the determination of fees.
Form 10-Q
Page 14
<PAGE>
The increase in interest rates over the twelve months ended September 30,
2000 caused a decline in the Bank's mortgage banking activity. For the nine
month period ended September 30, 2000, the Bank originated and sold $57,993,000
of residential mortgage loans to the secondary mortgage market, a 11% decrease
from $65,397,000 of residential mortgage loans originated and sold during the
first nine months of 1999. The net gain on the sale of loans declined $12,000 or
1% from $857,000 for the nine month period ending September 30,1999 to $845,000
for the nine month period ending September 30,2000.
Income from other service charges, commissions and fees amounted to
$793,000 for the first nine months of 2000, a 6% increase from $749,000 reported
for the first nine of 1999. This is primarily due to an increase in the revenues
associated with cash management products.
Other operating income increased by $257,000 or 6% to $3,929,000 for the
first nine months of 2000, compared to $3,672,000 for the same period in 1999.
This growth is primarily concentrated in the Corporation's subsidaries.
Total other income for the third quarter decreased $50,000 or 1% from
$4,337,000 for the third quarter of 1999 to $4,287,000 for the third quarter of
2000. Trust fees decreased $278,000 or 11% from $2,425,000 for the third quarter
of 1999 to $2,147,000 for the same period in 2000. Partially offsetting the
decline in trust fees is an increase in net gains on the sale of loans. This
increased $115,000 or 51% from $227,000 in the third quarter of 1999 to $342,000
for the same period in 2000. Other income also increased $172,000 from
$1,091,000 for the third quarter of 1999 to $1,293,000 for the same period in
2000.
OTHER EXPENSES
--------------
Total other expense increased 3% for the first nine months of 2000 to
$22,167,000 from $21,516,000 for the first nine months of 1999.
Salaries and wages decreased 4% or $437,000 from $11,262,000 for the nine
months ended September 30, 1999 to $10,825,000 for the same period in 2000.
Regular salary expense, including regular, part time and overtime salaries,
increased $1,067,000 or 11% during the first nine months of 2000, from
$9,291,000 to $10,358,000 for the same period in 1999. This increase reflects
planned salary increases and staffing additions in 2000, as well as the
severance expense associated with the management changes at CDC. Incentive
salaries, tied to overall corporate profitability goals, decreased $1,504,000 or
76%, from $1,971,000 for the nine months ended September 30, 1999 to $467,000
for the same period in 2000.
Employee benefits expenses decreased $355,000 or 19% from $1,856,000 for
the first nine months of 1999 to $1,501,000 for the same period in 2000. The
stronger than anticipated earnings on the Bank's pension plan assets resulted in
a $632,000 credit to the Bank's pension plan expense. This credit is being
partially offset by a higher than anticipated cost of
Form 10-Q
Page 15
<PAGE>
medical benefits.
Occupancy expense increased $199,000 or 14%, from $1,405,000 for the first
nine months of 1999 to $1,604,000 for the first nine months of 2000. This
increase is directly related to the additional expense of occupying buildings
Two & Six Bryn Mawr Avenue.
Furniture, fixtures and equipment expense increased $144,000 or 10% from
$1,458,000 for the first nine months of 1999 to $1,602,000 for the same period
in 2000. This increase is due to the addition of leases for operating equipment
to enhance workflow.
Other operating expenses increased $1,100,000 or 20%, from $5,535,000 for
the first nine months of 1999 to $6,635,000 for the first nine months of 2000.
This increase is attributable to the expensing of the remaining $152,000 of
CDC's goodwill, increased legal fees, additional directors fees associated with
an executive search and executive search fees.
For the third quarter 2000, total other expenses increased 2% from
$6,901,000 for the third quarter of 1999 to $7,028,000 for the same period in
2000. Exclusive of a $278,000 recovery in legal fees in the third quarter of
1999 expenses decreased 2%. Salaries and wages decreased $514,000 or 13% from
$3,931,000 for the third quarter of 1999 to $3,417,000 for the same period in
2000. The largest component of this decrease is reduction in the Bank's bonus
accrual of $488,000. Exclusive of the recovery of legal fees the decrease in
salaries and wages was partially offset by an increase of $188,000 in other
operating expense. This increase was a result of additional accruals for legal
expense and directors fees.
APPLICABLE INCOME TAXES
-----------------------
Income taxes (state and federal) for the first nine months of 1999 were
$2,816,000 compared to $3,217,000 for the first nine months of 2000. This
represents an effective tax rate for each nine-month period ended September 30,
2000 and 1999 of 35.4% and 32.4%, respectively. The change in the effective tax
rate for the two periods is due to the addition of state corporate net income
taxes applicable to the subsidiaries.
FINANCIAL CONDITION
-------------------
Total assets declined less than 1% since December 31, 1999. Total assets at
year-end 1999 were $436,820,000 and were $434,772,000 as of September 30, 2000.
Total assets increased 7% from $405,448,000 as of September 30, 1999 to
$434,772,000 as of the same period of 2000.
Outstanding earning assets decreased 2% to $390,398,000 as of September 30,
2000 from $399,952,000 as of December 31, 1999. The Bank's loan portfolio
increased 3%, to $350,163,000 at September 30, 2000 from $338,939,000 as of
December 31, 1999 and increased by 7%, from $328,153,000
Form 10-Q
Page 16
<PAGE>
as of September 30, 1999. Outstanding consumer loans of $66,559,000 at September
30, 2000 were 5% below the outstanding consumer loan balances of $70,211,000 as
of December 31, 1999 and 7% below the outstanding consumer loan balances of
$71,323,000 as of September 30, 1999. Competition from automobile manufacturers
for automobile loans was the primary reason for the overall lack of growth in
consumer loan balances from September 30, 1999. Outstanding commercial loans at
September 30, 2000 were $128,800,000, a 7% increase from outstanding commercial
loan balances of $119,835,000 at December 31, 1999 and 13% ahead of $114,333,000
at September 30, 1999. Outstanding real estate loans were $154,804,000 at
September 30, 2000, a 4% increase from $148,893,000 in outstanding real estate
loans at December 31, 1999 and a 9% increase over $142,497,000 in outstanding
real estate loans as of September 30, 1999. This increase is concentrated in
home equity lines of credit.
The Bank's investment portfolio, having a market value of $28,766,000 at
September 30, 2000, decreased 3% from a market value of $29,611,000 at December
31, 1999 and increased less than 1% from $28,610,000 as of September 30, 1999.
The Corporation has chosen to include all of its investment securities in
the available for sale category. Investments in this category are reported at
the current market value with net unrealized gains or losses, net of the
deferred tax effect, being added or deducted from the Corporation's total equity
on the balance sheet. As of September 30, 2000, the investment portfolio had an
unrealized loss of $351,000, compared to an unrealized loss of $590,000 as of
December 31, 1999. The unrealized investment depreciation, net of deferred
income tax benefit, decreased the Corporation's shareholders' equity on the
balance sheet by $232,000 as of September 30, 2000.
Federal funds sold amounted to $10,816,000 as of September 30, 2000, a 39%
decrease from $17,609,000 as of December 31, 1999 and a 10% increase from
$9,874,000 as of September 30, 1999. A large increase in deposits at year-end
1999 provided for a similar increase in federal funds sold. In an effort to
mitigate potential concentration risk in the sale of federal funds sold, the
Bank invested excess funds into its interest bearing account at the Federal Home
Loan Bank of Pittsburgh (the "FHLB"). As deposits decreased during the first
nine months of 2000, the balance of the FHLB account was also decreased. This
is the reason for a $13,140,000 decrease in interest bearing deposits with banks
from December 31, 1999 to September 30, 2000. The decrease in outstanding
federal funds sold from December 31, 1999 was primarily due to the continued
demand for loans and a decline in deposits. The ongoing loan demand has
necessitated the need to borrow additional funds, thereby reducing the funds
available for sale. Borrowed funds have increased $25,000,000 from December 31,
1999 and $20,000,000 from September 30, 1999. Management continues to monitor
the liquidity requirements of the Bank and believes that it has the ability to
increase its liquidity position through growth of new CDs, borrowing from the
FHLB and the sale of investments that are classified as available for
Form 10-Q
Page 17
<PAGE>
sale.
Nonperforming assets, which consist entirely of nonperforming loans,
amounted to $84,000 at September 30, 2000, an 89% decrease from $792,000 at
December 31, 1999 and an 89% decrease from nonperforming assets of $791,000 at
September 30, 1999. There were no OREO balances on the Bank's books at September
30, 2000, December 31, 1999, or September 30, 2000.
As of September 30, 2000 and 1999, there were no significant loans
classified for regulatory purposes as loss, doubtful, substandard or special
mention that either (i) represent or result from trends or uncertainties which
management reasonably expects will impact future operating results, liquidity,
or capital resources, or (ii) represent material credits about which management
is aware of any information, causing management to have serious doubts as to the
borrower's ability to comply with the loan repayment terms.
Total deposits decreased 7% to $344,363,000 as of September 30, 2000 from
$371,068,000 as of December 31, 1999. A more meaningful measurement of deposit
change is the change in average outstanding deposit balances. Total average
outstanding deposit balances increased 7% to $363,134,000 for the nine month
period ended September 30, 2000 from $338,146,000 for the same period in 1999.
All deposit categories had growth in average outstanding balances. Average
savings balances grew 2% at $41,399,000 for the first nine months of 2000,
compared to $40,684,000 for the same period in 1999. The average Money market
account balances increased 3% or $1,449,000 from $49,537,000 in average daily
outstanding balances for the nine months ended September 30, 1999 to $50,986,000
for the same period in 2000. Average outstanding NOW account balances grew 8%
or $7,168,000, from $93,920,000 for the first nine months of 1999 to
$101,088,000 for the same period in 2000. Noninterest bearing demand deposit
average outstanding balances grew 6% or $5,104,000 from $92,761,000 for the nine
months ended September 30, 1999 to $97,865,000 for the same period in 2000.
Average outstanding CD balances increased 17% or $10,552,000 from $61,244,000 in
average outstanding balances for the first nine months of 2000 to $71,796,000
for the same period in 2000. The larger increase in average outstanding CD
balances was due primarily to a CD promotion, during the third quarter of 1999,
to strengthen the Bank's liquidity position.
LIQUIDITY, INTEREST RATE SENSITIVITY
------------------------------------
The Bank's liquidity is maintained by managing its core deposits,
purchasing federal funds, selling loans in the secondary market, and borrowing
from the FHLB. The Bank's liquid assets include cash and cash equivalents as
well as certain unpledged investment securities. Bank management incorporates a
liquidity measure, incorporating its ability to borrow from the FHLB to meet
liquidity needs and goals. Periodically, the Asset / Liability Committee of the
Bank reviews the Bank's liquidity needs and reports its findings to the Risk
Management Committee of the Bank's Board of Directors.
Form 10-Q
Page 18
<PAGE>
In the short term, 30 days or less, the Bank is asset rate sensitive after
adjusting the interest rate sensitivity of savings deposits based on
management's experience and assumptions regarding the impact of product pricing,
interest rate spread relationships and customer behavior. Asset rate sensitivity
will result in a greater portion of assets compared to deposits repricing with
changes in interest rates within specified time periods. The opposite effect
results from being liability rate sensitive. Asset rate sensitivity in the short
term, in an increasing rate environment, should produce an increase in net
interest income. The Bank uses simulation models to help measure its interest
rate risk and to help manage its interest rate sensitivity. The simulation
models consider not only the impact of changes in interest rates on forecasted
net interest income, but also such factors as yield curve relationships,
possible loan prepayments, and deposit withdrawals. As of September 30, 2000,
based on the results from the simulation models, the amount of the Bank's
interest rate risk was within the acceptable range as established by the Asset /
Liability Policy.
CAPITAL RESOURCES
-----------------
Total consolidated shareholders equity of the Corporation was $49,325,000,
or 11.3% of total assets, as of September 30, 2000, compared to total
shareholders equity of $46,719,000, or 10.7% of total assets, as of December 31,
1999. As of September 30, 1999, shareholders' equity was $45,787,000, or 11.3%
of total assets. The Corporation's risk weighted Tier I capital ratio was 12.20%
as of September 30, 2000 compared to 11.80% and 11.91% at December 31, 1999 and
September 30, 1999, respectively. The respective Tier II ratios were 13.33%,
12.97% and 13.13%. During the first nine months of 2000, the Corporation
declared its regular dividend of $0.51 per share, a 13% increase over $0.45 per
share declared during the first nine months of 1999.
In March 2000, the Corporation elected to continue a stock repurchase
program, approved in March 1999 which authorizes management to repurchase up to
5% of the outstanding stock at that time. This program was originally
established in March 1997. During the three and a half-year period since the
original establishment of the stock repurchase program, the Corporation has
repurchased 332,800 shares of its stock at a cost of $7,849,000, for an average
cost of $23.59 per share.
Form 10-Q
Page 19
<PAGE>
PART II. OTHER INFORMATION
--------------------------
September 30, 2000
Item 1. Legal Proceedings
------
None
Item 2. Changes in Securities
------
None
Item 3. Defaults Upon Senior Securities
------
None
Item 4. Submission of Matters to Vote of Security Holders
------
None
Item 5. Other Information
------
None
Item 6. Exhibits and Reports on Form 8-K
------
The Corporation filed a report on form 8-K on June 23, 2000, reporting
the potential decrease in earnings for the second quarter of 2000
compared to the same quarter of 1999 and the replacement of the Chief
Executive Officer of CDC Capital Management Inc. an investment
advisory company the Corporation acquired in early 1999.
Form 10-Q
Page 19
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Bryn Mawr Bank Corporation
Date: November 10, 2000 By: Robert L. Stevens
------------------------- -----------------
Robert L. Stevens
Chairman,President & Chief
Executive Officer
Date: November 10, 2000 By: Joseph W. Rebl
----------------------- ------------------
Joseph W. Rebl
Treasurer and Assistant
Secretary
Form 10-Q
Page 21
