FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998.
Commission file number 17262
--------------------------
S.Y. BANCORP, INC.
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Kentucky 61-1137529
- -------------------------- ----------------------------------
(State or other jurisdiction (I.R.S. Employer
or organization) Identification No.)
1040 East Main Street, Louisville, Kentucky, 40206
- ------------------------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(502) 582-2571
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark 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 classes
of common stock, as of the latest practicable date.
Common Stock, no par value - 3,293,759
shares issued and outstanding at May 4, 1998
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The following consolidated financial statements of S.Y. Bancorp, Inc.
and Subsidiaries, Stock Yards Bank & Trust Company (Kentucky) and Stock Yards
Bank & Trust Company (Indiana), are submitted herewith:
Consolidated Balance Sheets
March 31, 1998 and December 31, 1997
Consolidated Statements of Income
for the three months ended March 31, 1998 and 1997
Consolidated Statements of Cash Flows
for the three months ended March 31, 1998 and 1997
Notes to Consolidated Financial Statements
<PAGE>
<TABLE>
S.Y. BANCORP, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, 1998 and December 31, 1997
<CAPTION>
<S>
March 31, 1998 December 31,1997
(In thousands, except share data) -------------- -----------------
Assets <C> <C>
Cash and due from banks $ 26,796 $ 18,153
Federal funds sold 4,000 6,000
Mortgage loans held for sale 9,284 5,183
Securities available for sale (amortized
cost $27,798 in 1998 and $31,019 in 1997) 28,110 31,462
Securities held to maturity (approximate market
value $37,007 in 1998 and $28,962 in 1997) 36,755 28,652
Loans 397,971 370,293
Allowance for loan losses 6,191 5,921
------- -------
Net loans 391,780 364,372
Premises and equipment 14,023 13,903
Accrued interest receivable and other assets 11,056 10,872
------- -------
TOTAL ASSETS $521,804 $478,597
======= =======
Liabilities and Stockholders' Equity
Deposits
Non-interest bearing $ 74,999 $ 72,103
Interest bearing 385,743 345,468
------- -------
Total deposits 460,742 417,571
Securities sold under agreements
to repurchase and federal funds purchased 10,831 13,684
Short-term borrowings 4,778 4,483
Accrued interest payable and
other liabilities 4,814 3,827
Long-term debt 2,100 2,115
------- -------
TOTAL LIABILITIES 483,265 441,680
------- -------
Stockholders' equity
Common stock, no par value; 5,000,000
shares authorized; 3,290,082 and
3,281,971 shares issued and
outstanding in 1998 and 1997, respectively 5,513 5,486
Surplus 13,823 13,644
Retained earnings 18,998 17,495
Accumulated other comprehensive income 205 292
------- -------
TOTAL STOCKHOLDERS' EQUITY 38,539 36,917
------- -------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $521,804 $478,597
======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
S.Y. BANCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Income
For the three months ended March 31, 1998 and 1997
<CAPTION>
1998 1997
---- ----
(In thousands, except share and per share data)
<S>
Interest income <C> <C>
Loans $8,785 $7,061
Federal funds sold 89 180
Mortgage loans held for sale 96 57
U.S. Treasury and Federal agencies 805 823
Obligations of states and political
subdivisions 116 96
----- -----
Total interest income 9,891 8,217
----- -----
Interest expense
Deposits 4,240 3,363
Securities sold under agreements
to repurchase and federal funds purchased 150 152
Short-term borrowings 30 22
Long-term debt 39 43
----- -----
Total interest expense 4,459 3,580
----- -----
Net interest income 5,432 4,637
Provision for loan losses 300 225
----- -----
Net interest income after
provision for loan losses 5,132 4,412
----- -----
Non-interest income
Investment management and trust services 1,060 646
Service charges on deposit accounts 555 444
Gains on sales of mortgage loans held for sale 323 213
Gains on sales of securities available for sale 184 80
Other 306 197
----- -----
Total non-interest income 2,428 1,580
----- -----
Non-interest expenses
Salaries and employee benefits 2,557 2,317
Net occupancy expense 309 255
Furniture and equipment expense 404 357
Other 1,499 867
----- -----
Total non-interest expenses 4,769 3,796
----- -----
Income before income taxes 2,791 2,196
Income tax expense 894 713
----- -----
Net income $1,897 $1,483
===== =====
Net income per share
Basic $ .58 $ .45
===== =====
Diluted $ .56 $ .44
===== =====
Average common shares
Basic 3,288,972 3,273,017
========= =========
Diluted 3,407,197 3,383,768
========= =========
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
S.Y. BANCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the three months ended March 31, 1998 and 1997
<S> 1998 1997
(In thousands) ------ ------
Operating Activities <C> <C>
Net income $ 1,897 $1,483
Adjustments to reconcile net income to net cash
provided (used) by operating activities
Provision for loan losses 300 225
Depreciation, amortization and accretion, net 365 300
Gains on sales of mortgages held for sale ( 323) ( 213)
Gains on sales of securities available for sale ( 184) ( 80)
Origination of mortgage loans held for sale ( 21,669) (13,521)
Proceeds from sales of mortgage loans held for sale 17,891 13,984
(Increase) decrease in accrued interest receivable
and other assets ( 157) ( 95)
Increase (decrease) in accrued interest payable and
other liabilities 987 752
------ ------
Net cash provided (used) by operating activities (893) 2,835
------ ------
Investing Activities
Net (increase) decrease in federal funds sold 2,000 4,500
Purchases of securities available for sale ( 3,097) ( 17,749)
Purchases of securities held to maturity ( 27,315) ( 9,998)
Proceeds from maturities of securities available
for sale 1,388 30
Proceeds from maturities of securities held to maturity 19,278 24,485
Proceeds from sales of securities available for sale 5,031 3,026
Proceeds from sales of other real estate owned - 172
Net (increase) decrease in loans ( 27,708) ( 10,128)
Purchases of premises and equipment ( 451) ( 1,068)
------ ------
Net cash provided (used) by investing activities ( 30,874) ( 6,730)
------ ------
Financing Activities
Net increase (decrease) in deposits 43,171 13,077
Net increase (decrease) in securities sold under
agreements to repurchase and federal funds purchased( 2,853) ( 3,542)
Net increase (decrease) in short-term borrowings 295 582
Issuance of common stock for options and dividend
reinvestment plan 206 76
Cash dividends paid ( 394) ( 327)
Repayments of long-term debt ( 15) ( 402)
------ ------
Net cash provided (used) by financing activities 40,410 9,464
------ ------
Net increase (decrease) in cash and cash equivalents 8,643 5,569
Cash and cash equivalents at beginning of period 18,153 15,348
------ ------
Cash and cash equivalents at end of period $ 26,796 $ 20,917
====== ======
Income tax payments were $0 in 1998, and $0 in 1997.
Cash paid for interest was $4,578,000 in 1998, and $3,439,000 in 1997.
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
S.Y. BANCORP, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Summary of Significant Accounting Policies
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not
include all information and footnotes required by generally accepted
accounting principles for complete financial statements. The consolidated
financial statements of S.Y. Bancorp, Inc. and Subsidiaries reflect all
adjustments (consisting only of adjustments of a normal recurring nature)
which are, in the opinion of management, necessary for a fair
presentation of financial condition and results of operations for the
interim periods.
The consolidated financial statements include the accounts of
S.Y. Bancorp, Inc. and its wholly owned subsidiaries, Stock Yards
Bank & Trust Company, a Kentucky bank, and Stock Yards Bank & Trust
Company, an Indiana bank. All significant intercompany transactions
have been eliminated in consolidation.
A description of other significant accounting policies is
presented in the notes to the Consolidated Financial Statements for
the year ended December 31, 1997 included in S.Y. Bancorp, Inc.'s Annual
Report on Form 10-K for the year then ended.
Interim results for the quarter ended March 31, 1998 are not
necessarily indicative of the results for the entire year.
(2) Allowance for Loan Losses
An analysis of the changes in the allowance for loan losses for
the three months ended March 31 follows (in thousands)
1998 1997
----- -----
Beginning balance $5,921 $5,155
Provision for loan losses 300 225
Loans charged off ( 57) ( 31)
Recoveries 27 10
----- -----
Ending balance $6,191 $5,359
===== =====
3) Comprehensive Income
S.Y. Bancorp, Inc. adopted FASB Statement No. 130, "Reporting
Comprehensive Income", during the first quarter of 1998. This
statement established standards for reporting and displaying comprehensive
income and its components. Comprehensive income is defined as "the
change in equity (net assets) of a business enterprise during a period
from transactions and other events and circumstances from nonowner
sources. It includes all changes in equity during a period except
those resulting from investments by owners and distributions to
owners." Comprehensive income for S.Y. Bancorp, Inc. and subsidiaries
includes net income and unrealized gains and losses on securities available
for sale. The following table sets forth the components of comprehensive
income for the three months ended March 31 (in thousands).
<PAGE>
1998 1997
----- -----
Net Income $ 1,897 $ 1,483
Other comprehensive income, net of tax:
Unrealized gains on securities
Unrealized holding gains arising during period 208 ( 255)
Less reclassification adjustment for gains
included in net income ( 121) ( 53)
----- -----
87 ( 308)
----- -----
Comprehensive income $ 1,984 $ 1,175
===== =====
(4) Net Income per share
The following table reflects, for the three months ended March 31,
the numerators (net income) and denominators (average shares
outstanding) for the basic and diluted net income per share
computations (in thousands except per share data).
1998 1997
----- -----
Net income, basic and diluted $ 1,897 $ 1,483
===== =====
Average shares outstanding 3,289 3,273
Effect of dilutive securities 118 111
----- -----
Average shares outstanding including
dilutive securities $ 3,407 $ 3,384
===== =====
Net income per share, basic $ .58 $ .45
===== =====
Net income per share, diluted $ .56 $ .44
===== =====
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
This item discusses the results of operations for S.Y. Bancorp,
Inc. ("Bancorp"), and its subsidiaries, Stock Yards Bank & Trust
Company ("the Kentucky Bank") and Stock Yards Bank & Trust Company
("the Indiana Bank") for the three months ended March 31, 1998
and compares that period with the same period of the previous
year. Unless otherwise indicated, all references in this discussion
to the "Banks" include Bancorp. In addition, the discussion
describes the significant changes in the financial condition of Bancorp
and the Banks that have occurred during the first three months of 1998
compared to December 31, 1997. This discussion should be read in
conjunction with the consolidated financial statements and
accompanying notes presented in Part I, Item 1 of this report.
<PAGE>
A. RESULTS OF OPERATIONS
Net income of $1,897,000 for the three months ended March 31, 1998
increased $414,000 or 27.9% from $1,483,000 for the comparable 1997
period. Basic net income per share was $.58 for the first quarter
of 1998, an increase of 28.9% from the $.45 for the same period in 1997.
Net income on a diluted basis was $.56 for the first quarter of 1998
compared to $.44 for the first quarter of 1997. This represents a 27.3%
increase. Return on average assets and return on average stockholders'
equity were 1.56% and 20.32%, respectively, for the first quarter of 1998,
compared to 1.47% and 18.58%, respectively, for the same period in 1997.
The following paragraphs provide an analysis of the significant
factors affecting operating results and financial condition.
Net Interest Income
In thousands except percentages Three Months Ended
March 31
1998 1997
------ ------
Interest income $ 9,891 $ 8,217
Tax equivalent 50 44
------ ------
Interest income, tax equivalent basis 9,941 8,261
Total interest expense 4,459 3,580
------ ------
Net interest income , tax equivalent basis (1) $ 5,482 $ 4,681
====== ======
Net interest spread (2), annualized 4.09% 4.06%
====== ======
Net interest margin (3), annualized 4.89% 4.92%
====== ======
Notes:
(1) Net interest income, the most significant component of the Banks'
earnings, is total interest income less total interest expense.
The level of net interest income is determined by the mix and
volume of interest earning assets, interest bearing deposits
and borrowed funds, and by changes in interest rates.
(2) Net interest spread is the difference between the taxable
equivalent rate earned on interest earning assets less the rate
expensed on interest bearing liabilities.
(3) Net interest margin represents net interest income on a taxable
equivalent basis as a percentage of average interest earning
assets. Net interest margin is affected by both the interest rate
spread and the level of non-interest bearing sources of funds,
primarily consisting of demand deposits and stockholders' equity.
<PAGE>
Fully taxable equivalent net interest income of $5,482,000 for
the three months ended March 31, 1998 increased $801,000 or 17.1%
from $4,681,000 for the same period last year. Net interest spread and
net interest margin were 4.09% and 4.89%, respectively, for the first
quarter of 1998 and 4.06% and 4.92%, respectively, for the first quarter
of 1997.
Average earning assets increased $69,103,000, or 17.9% to $454,692,000
for the first quarter of 1998 compared to 1997. Average interest bearing
liabilities increased $64,657,000 or 20.6% to $378,389,000 for the first
three months of 1998 compared to 1997.
Interest rate sensitivity has a major impact on the earnings of the Banks
As interest rates change in the market, rates earned on assets do not
necessarily move identically with rates paid on liabilities. Proper asset
and liability management involves the matching of interest sensitive assets
and liabilities to reduce interest rate risk. The Banks manage interest rate
risk by making both variable and fixed rate loans. Fixed rate loans are
matched, along with investment securities against longer term fixed rate
time deposits. The Banks' largest interest earning asset is loans and
approximately half of the loan portfolio is comprised of variable rate
loans. Variable rate loans reprice immediately with a change in prime
rates. Deposits, the Banks' largest interest bearing liability, do not respond
as quickly nor as significantly to changes in market interest rates. At March
31, 1998 Bancorp was slightly asset sensitive through one year. With this
position more interest bearing assets reprice within one year than do
interest bearing liabilities. This position is generally favorable to net
interest margin during periods of rising interest rates and generally
unfavorable during periods of declining rates. At March 31, 1998
Bancorp's cumulative asset sensitivity position for one year was 1.45%.
Bancorp's management believes it has the ability to effectively manage the
degree of interest rate risk inherent in its interest sensitive financial
instruments.
Provision for Loan Losses
The allowance for loan losses is based on management's continuing review
of individual credits, recent loss experience, current economic conditions, the
risk characteristics of the various categories of loans, and such other
factors that, in management's judgement, deserve current recognition in
estimating loan losses.
<PAGE>
An analysis of the changes in the allowance for loan losses and selected
ratios follow:
Three months ended
March 31
(In thousands except percentages)
1998 1997
------- -------
Balance at January 1 $ 5,921 $ 5,155
Provision for loan losses 300 225
Loan charge-offs, net of recoveries ( 30) ( 21)
------- -------
Balance at March 31 $ 6,191 $ 5,359
======= =======
Average loans, net of unearned income $383,330 $308,784
======= =======
Provision for loan losses to average loans (1) .31% .29%
======= =======
Net loan charge-offs to average loans (1) .03% .03%
======= =======
Allowance for loan losses to average loans 1.62% 1.74%
======= =======
Allowance for loan losses to period-end loans 1.56% 1.72%
======= =======
(1) Amounts annualized
Non-interest Income and Expenses
The following table sets forth the major components of non-interest
income and expenses for the three months ended March 31, 1998 and 1997.
<PAGE>
In thousands
Three Months Ended
March 31
1998 1997
Non-interest income ----- -----
Investment management and trust services $1,060 $ 646
Service charges on deposit accounts 555 444
Gains on sales of mortgage loans held for sale 323 213
Gains on sales of securities available for sale 184 80
Other 306 197
----- -----
Total non-interest income $2,428 $1,580
===== =====
Non-interest expenses
Salaries and employee benefits $2,557 $2,317
Net occupancy expense 309 255
Furniture and equipment expense 404 357
Other 1,499 867
----- -----
Total non-interest expenses $4,769 $3,796
===== =====
Non-interest income increased $848,000, or 53.7%, for the first
quarter of 1998, compared to the same period in 1997. Trust income
increased $414,000 or 64.1% in the first quarter of 1998, as compared
to the same period in 1997. Trust assets under management at
March 31, 1998 were $691 million as compared to $632 million at
December 31, 1997 and $538 million at March 31, 1997. In addition
to asset growth, trust income in the first quarter of 1998 benefited
from a fee rate increase in June, 1997 and approximately $115,000
in non recurring estate fees.
Service charges on deposit accounts increased $111,000 or 25.0% in
the first quarter of 1998 as compared to the same period in 1997. Growth
in deposit accounts spurred by the opening of new branch offices and by
unfavorable reactions to recent mergers of other local institutions has
presented opportunities for increased fee income in this area.
Additionally, some deposit service charges were raised in the second
quarter of 1997.
<PAGE>
Gains on sales of mortgage loans were $323,000 in the first quarter
of 1998 compared to $213,000 in 1997. The Kentucky Bank operates a mortgage
banking company which originates residential mortgage loans and sells the
loans in the secondary market. The volume of loans originated by the
mortgage company increased dramatically in the first quarter of 1998.
Favorable interest rates in the first quarter of 1998 stimulated home
buying and refinancing.
Gains on sales of securities available for sale during the first quarter
of both 1998 and 1997 occurred as management sold lower yielding, shorter
term securities for intermediate term, higher yielding securities.
Other non-interest income increased $109,000 or 55.3% in the first
quarter of 1998 compared to 1997. Numerous factors contribute to this
increase, none of which are individually significant.
Non-interest expenses increased $973,000 or 25.6% for the first quarter
of 1998 compared to the same period in 1997. Salaries and employee
benefits increased $240,000, or 10.4%, for the first quarter of 1998 compared
to the same period in 1997. These increases arose in part from regular
salary increases. Also, employees continue to be added to support the
Banks' growth. The Banks had 248 full time equivalent employees as of
March 31, 1998 and 228 full time equivalents as of March 31, 1997. In addition,
the Banks have an incentive plan in place which is based on profitability
and employee performance. Expense accrues throughout the year, and with
higher earnings and a growing employee base, these incentives have increased.
Net occupancy expense increased $54,000 or 21.2% in the first quarter of
1998 as compared to 1997. Furniture and equipment expense increased $47,000,
or 13.2%, for the first quarter of 1998 compared to 1997. These increases
are largely due to the opening of new banking centers. In 1997, the Stony Brook
and Clarksville branches moved into permanent facilities, and the
historic rehabilitation of the Bourbon Stockyards Exchange building was
completed. Virtually all non-customer contact employees moved into this
building during the second quarter of 1997. Additionally, the Banks continue
to update computer equipment and software as technology advances. These
additions flow through the statement of income as depreciation expense. Other
non-interest expenses have increased $632,000 or 72.9% in the first quarter of
1998 as compared to 1997. Again, this increase is reflective of the
Banks' expansion. Included in other non-interest expenses for the first quarter
of 1998 are $150,000 representing a buy-out of a lease for a future branch
location and advertising expenses of $285,000 compared to $20,000 in 1997
The Banks have embarked on a large advertising campaign to attract bank
and investment management customers.
Income Taxes
Bancorp had income tax expense of $894,000 for the first three months of
1998, compared to $713,000 for the same period in 1997. The effective rate
was 32.0% in 1998 and 32.5% in 1997.
<PAGE>
B. FINANCIAL CONDITION
Total Assets
Total assets increased $43,207,000 from December 31, 1997 to
March 31, 1998. Average assets for the first three months of 1998 were
$491,892,000. Total assets at March 31, 1998 increased $95,048,000 from
March 31, 1997, representing a 22.3% increase. Since year end, loans have
increased approximately $27.7 million; cash and due from banks and federal
funds sold increased $6.6 million; securities available for sale decreased
$3.4 million, and securities held to maturity increased $8.1 million.
Mortgage loans available for sale increased $4.1 million.
Nonperforming Loans and Assets
Nonperforming loans, which include nonaccrual and loans past due over 90
days, totaled $274,000 at March 31, 1998 and $290,000 at December 31, 1997.
This represents .07% of total loans at March 31, 1998 compared to .08% at
December 31, 1997.
Nonperforming assets, which include nonperforming loans, other real estate
and repossessed assets, totaled $274,000 at March 31, 1998 and $290,000 at
December 31, 1997. The Company had no other real estate at either date.
This represents .05% of total assets at March 31, 1998 compared to .06% at
December 31, 1997.
C. LIQUIDITY
The role of liquidity is to ensure that funds are available to meet
depositors' withdrawal and borrowers' credit demands while at the same
time maximizing profitability. This is accomplished by balancing changes in
demand for funds with changes in the supply of those funds. Liquidity
to meet demand is provided by maturing assets, short-term liquid assets that
can be converted to cash, and the ability to attract funds from external
sources - principally deposits.
The Banks have a number of sources of funds to meet its liquidity needs
on a daily basis. An increase in loans affects liquidity as the repayment
of principal and interest are a daily source of funds. The deposit base,
consisting of relatively stable consumer and commercial deposits, and
large denomination ($100,000 and over) certificates of deposit, is another
source of funds. The majority of these deposits are from long term customers
and are a stable source of funds. In addition, federal funds purchased
continue to be a source of funds. Other sources of funds available to meet
daily needs include the sale of securities under agreements to repurchase and
funds made available under a treasury tax and loan note agreement with the
federal government. Also, the Kentucky Bank is a member of the Federal Home
Loan Bank of Cincinnati (FHLB). As a member of the FHLB, the Kentucky Bank
has access to credit products of the FHLB. These credit services provide
the Kentucky Bank with another source of funds. To date, the Kentucky Bank
has not accessed this source of funds.
Bancorp's liquidity depends primarily on the dividends paid to it as
the sole shareholder of the Banks. At March 31, 1998, the Banks may
pay up to $9,963,000 in dividends to Bancorp without regulatory approval.
<PAGE>
D. CAPITAL RESOURCES
At March 31, 1998, stockholders' equity totaled $38,539,000, an
increase of $1,622,000 since December 31, 1997. One component of equity is
accumulated other comprehensive income which for Bancorp consists solely
of net unrealized gains on securities available for sale, net of taxes.
Accumulated other comprehensive income was $205,000 at March 31, 1998 and
$292,000 at December 31, 1997.
Bank holding companies and their subsidiary banks are required by
regulators to meet risk based capital standards. These standards,
or ratios, measure the relationship of capital to a combination of
balance-sheet and off-balance sheet risks. The values of both balance
sheet and off-balance sheet items are adjusted to reflect credit risks.
At March 31, 1998, Bancorp's tier 1 total risk based capital
and leverage ratios were 8.87%, 10.20% and 7.21%, respectively. These
ratios exceed the minimum required by regulators to be well capitalized.
Capital ratios of the Kentucky Bank and the consolidated entity have
decreased slowly. With the rapid expansion of the Kentucky Bank,
assets have increased faster than capital has grown. Management
monitors this situation and plans to maintain capital ratios within well
capitalized parameters.
E. NEW ACCOUNTING PRONOUNCEMENTS
In June 1997, the Financial Accounting Standards Board issued
Statement No. 131, "Disclosures about Segments of the Enterprise
and Related Information." This statement requires reporting of
certain information about operating segments and is effective in 1998.
F. YEAR TWO THOUSAND
Bancorp's Management has undertaken an evaluation of the effects
Year 2000 will have on its information system and other important
aspects of its business. The program has five phases: awareness,
assessment, renovation, validation and implementation. The Year
2000 project coordinator and committee report to the Board of Directors
with regard to the project plan and status. Costs to prepare for
the Year 2000 include new hardware, software, internal staff costs
and some consulting. Because Bancorp has made recent large investments
in upgrades of hardware and software, management does not anticipate
significant incremental information systems costs related to the Year 2000.
Bancorp recorded expense related to the Year 2000 of $60,000 in 1997 and
management anticipates incurring a similar total for 1998. Management
is also addressing the matter of loan collectibility as it relates to
customers' accounting, manufacturing, and other systems. Customers'
noncompliance with Year 2000 issues could adversely affect their ability
to service their debt. Management's evaluation of the creditworthiness of
customers will now include a review of the customer's self assessment
as to compliance with Year 2000 issues.
<PAGE>
Part II - Other Information
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Information required by this item is include in Item 2,
"Management's Discussion and Analysis of Financial Condition
and Results of Operations."
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(11) Computation of Per Share earnings
(b) Reports on Form 8-K
The registrant was not required to file a Form 8-K for any of
the three months ended March 31, 1998.
SIGNATURES
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
S.Y. BANCORP, INC.
Date: May 12, 1998 By: /s/ David H. Brooks
---------------------
David H. Brooks, Chairman
and Chief Executive Officer
Date: May 12, 1998 By: /s/ David P. Heintzman
------------------------
David P. Heintzman, President
Date: May 12, 1998 By: /s/ Nancy B. Davis
--------------------
Nancy B. Davis, Senior Vice
President, Treasurer and Chief
Financial Officer
<PAGE>
EXHIBIT 11
STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
S.Y. Bancorp, Inc. and Subsidiaries
For the Three Months
--------------------
Ended March 31
1998 1997
------ ------
BASIC
Average shares outstanding 3,288,972 3,273,017
========= =========
Net income $1,897,000 $1,483,000
========= =========
Per share $ .58 $ .45
========= =========
DILUTED
Average shares outstanding 3,288,972 3,273,017
Effect of assumed conversion
of stock options under treasury
stock method 118,225 110,751
--------- ---------
3,407,197 3,383,768
========= =========
Net income $1,897,000 $1,483,000
========= =========
Per share $ .56 $ .44
========= =========
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 26,796
<INT-BEARING-DEPOSITS> 0
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0
0
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</TABLE>
