UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended March 31, 1999
--------------
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934
For the transition period from to
-------------------- ------------------------
Commission file Number: 000-18464
---------
EMCLAIRE FINANCIAL CORP.
(Exact Name of small business issuer as specified in its charter)
PENNSYLVANIA 25-1606091
( State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
612 Main Street
Emlenton, PA 16373
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (724) 867-2311
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing rquirements for the past 90 days. Yes X No
--- ---
As of May 10, 1999, there were 1,395,852 shares outstanding of the issuer's
common stock, par value $1.25 per share.
1
<PAGE>
Emclaire Financial Corp.
INDEX TO QUARTERLY REPORT OF FORM 10-QSB
Part I Financial Information Page
----
Item 1. Consolidated Financial Statements (Unaudited)
Consolidated Balance Sheet, March 31, 1999 and
December 31, 1998 3
Consolidated Statement of Income
Three months ended March 31, 1999 and 1998 4
Consolidated Statement of Changes in
Stockholders' Equity 5
Consolidated Statement of Cash Flows
Three months ended March 31, 1999 and 1998 6
Notes to Consolidated Financial Statements 7 - 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9 - 14
Part II Other Information
Item 1. Legal Proceedings 14
Item 2. Changes in Securities 14
Item 3. Defaults Upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Securities Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
Signatures 15
2
<PAGE>
EMCLAIRE FINANCIAL CORP.
CONSOLIDATED BALANCE SHEET
(Unaudited - dollars in thousands, except share data)
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
---------------- ----------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 22,165 $ 8,989
Time deposits with others - 100
Federal funds sold - 9,700
Investment securities:
Available for sale 27,039 28,929
Held to maturity (estimated market value
of $3,354 and $3,419) 3,334 3,392
Loans 132,914 134,249
Less allowance for loan losses 1,324 1,336
---------------- ----------------
Net loans
131,590 132,913
Premises and equipment 3,553 3,625
Accrued interest and other assets 6,471 6,484
---------------- ----------------
TOTAL ASSETS $ 194,152 $ 194,132
================ ================
LIABILITIES
Deposits
Non-interest bearing demand $ 25,119 $ 24,746
Interest bearing demand 20,656 22,026
Savings 22,614 22,527
Money market 22,017 21,381
Time 79,533 79,190
---------------- ----------------
Total deposits
169,939 169,870
Obligation under capital lease 8 19
Borrowed funds 2,000 2,000
Accrued interest and other liabilities 1,152 1,142
---------------- ----------------
TOTAL LIABILITIES
173,099 173,031
---------------- ----------------
STOCKHOLDERS' EQUITY
Preferred stock, par value $1.00, 3,000,000 shares
authorized; none issued - -
Common stock, par value $1.25 per share;
12,000,000 shares authorized, 1,395,852 shares issued and outstanding 1,745 1,745
Additional paid in capital 10,871 10,871
Retained earnings 8,385 8,192
Net unrealized gain on securities 52 293
---------------- ----------------
TOTAL STOCKHOLDERS' EQUITY 21,053 21,101
---------------- ----------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 194,152 $ 194,132
================ ================
</TABLE>
See accompanying notes to the consolidated financial statements.
3
<PAGE>
EMCLAIRE FINANCIAL CORP.
CONSOLIDATED STATEMENT OF INCOME
(Unaudited - dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1999 1998
----------- ----------
<S> <C> <C>
INTEREST INCOME
Loans, including fees $ 2,702 $ 1,926
Interest bearing deposits in other banks 25 --
Federal funds sold 119 12
Investment securities:
Taxable 429 513
Exempt from federal income tax 46 52
---------- ----------
Total interest income 3,321 2,503
---------- ----------
INTEREST EXPENSE
Deposits 1,429 958
Borrowed funds 28 29
Lease obligation -- 1
---------- ----------
Total interest expense 1,457 988
---------- ----------
NET INTEREST INCOME 1,864 1,515
Provision for loan losses 44 45
---------- ----------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 1,820 1,470
---------- ----------
OTHER OPERATING INCOME
Service fees on deposit accounts 138 122
Other 46 37
---------- ----------
Total other operating income 184 159
---------- ----------
OTHER OPERATING EXPENSE
Salaries and employee benefits 689 584
Occupancy, furniture and equipment 259 183
Other 487 374
---------- ----------
Total other operating expense 1,435 1,141
---------- ----------
Income before income taxes 569 488
Income taxes 181 149
---------- ----------
NET INCOME $ 388 $ 339
========== ==========
EARNINGS PER SHARE $ 0.28 $ 0.31
DIVIDENDS PER SHARE 0.14 0.12
AVERAGE SHARES OUTSTANDING 1,395,852 1,081,453
</TABLE>
See accompanying notes to the consolidated financial statements.
4
<PAGE>
EMCLAIRE FINANCIAL CORP.
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited - dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Net
Additional Unrealized
Common Paid in Retained Gain (Loss)
Stock Capital Earnings on Securities Total
-------------- -------------- --------------- -------------- ---------------
<S> <C> <C> <C> <C> <C>
Balance December 31, 1998 $ 1,745 $ 10,871 $ 8,192 $ 293 $ 21,101
Comprehensive income:
Net income 388 388
Other comprehensive income, net
Unrealized losses on securities
of $365 (241) (241)
---------------
Total comprehensive income 147
Dividends declared
($.14 per share) (195) (195)
-------------- -------------- --------------- -------------- ---------------
Balance March 31, 1999 $ 1,745 $ 10,871 $ 8,385 $ 52 $ 21,053
============== ============== =============== ============== ===============
</TABLE>
See accompanying notes to the consolidated financial statements.
5
<PAGE>
EMCLAIRE FINANCIAL CORP.
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited - dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1999 1998
---------- --------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 388 $ 339
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 243 153
Net amortization of investment security
discounts and premiums 35 32
Provision for loan losses 44 45
(Increase) decrease in accrued interest receivable 59 (107)
Increase in accrued interest payable 19 25
Other, net (79) 174
-------- --------
Net cash provided by operating activities 709 661
-------- --------
INVESTING ACTIVITIES
Proceeds from maturities and repayments of investment securities:
Available for sale 1,500 1,000
Held to maturity 48 1,488
Net loan (originations) repayments 1,258 (3,113)
Purchases of premises and equipment (26) (377)
Other 124 --
-------- --------
Net cash used for investing activities 2,904 (1,002)
-------- --------
FINANCING ACTIVITIES
Net increase in deposits 69 2,017
Decrease in short-term borrowings -- (200)
Payments for obligation under capital lease (11) (11)
Cash dividends paid (195) (130)
-------- --------
Net cash provided by financing activities (137) 1,676
-------- --------
Increase in cash and cash equivalents 3,476 1,335
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 18,689 4,975
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 22,165 $ 6,310
======== ========
</TABLE>
See accompanying notes to the consolidated financial statements.
6
<PAGE>
EMCLAIRE FINANCIAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. GENERAL
The accounting and financial reporting polices of Emclaire Financial Corp. and
its wholly-owned subsidiary The Farmers National Bank of Emlenton ("Bank" or
"Farmers"), conform to generally accepted accounting principles and to general
practice within the banking industry. In the opinion of management, the
accompanying unaudited consolidated financial statements of Emclaire Financial
Corp. ("Company" or "Emclaire") contain all adjustments, consisting of only
normal and recurring adjustments, necessary for the fair presentation of the
Company's financial position, results of operations and cash flows for the
periods presented. The results of operations for the interim periods are not
necessarily indicative of the results to be expected for the full year.
2. EARNINGS PER SHARE
The Company maintains a simple capital structure; therefore there are no
dilutive effects on earnings per share. As such earnings per share computations
are based on the weighted average number of shares outstanding of 1,395,852 and
1,081,453 for 1999 and 1998, respectively.
3. COMPREHENSIVE INCOME
The components of accumulated other comprehensive income for the three months
ended March 31,, 1999, consist of the items presented under the heading Net
Unrealized Gain on Securities as presented in the Consolidated Statement of
Changes in Stockholders' Equity. For the three months ended March 31, 1998 the
net unrealized gain on securities had a beginning balance of $222,000, a net
unrealized loss of $7,000, and an ending balance of $215,000. This net
unrealized loss on securities resulted in total comprehensive net income of
$332,000, for the three months ended March 31, 1998.
4. LOANS
Major classifications of loans are summarized as follows (in thousands):
March 31, December 31,
1999 1998
--------------- -----------------
Commercial and industrial $ 15,479 $ 14,223
Real estate mortgages
Residential 84,950 87,137
Commercial and other 17,906 18,381
Consumer 14,579 14,508
--------------- -----------------
132,914 134,249
Less allowance for loan losses
1,324 1,336
--------------- -----------------
$ 131,590 $ 132,913
=============== =================
7
<PAGE>
The Bank's primary business activity is with customers located within Venango,
Clarion, Butler, Elk, Clearfield and Jefferson Counties. Commercial,
residential, personal, and agricultural loans are granted. Although the Bank has
a diversified loan portfolio at March 31, 1999 and December 31, 1998, loans
outstanding to individuals and businesses are dependent upon the local economic
conditions within the immediate trade area.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Emclaire Financial Corp. ("Emclaire" or the "Company") is the parent holding
company for the Farmers National Bank of Emlenton ("Farmers" or the "Bank"). The
following discussion and analysis is intended to provide information about the
financial condition and results of operation of the Company and should be read
in conjunction with the Consolidated Financial Statements and the related notes
thereto appearing elsewhere in this quarterly report.
Certain information presented in this report and other statements concerning
future performance, developments or events, and expectations for growth and
market forecasts constitute forward-looking statements which are subject to a
number of risks and uncertainties, including interest rate fluctuations, changes
in local or national economic conditions, and government and regulatory actions
which might cause actual results to differ materially from stated expectations
or estimates.
Comparison of the Three Months Ended March 31, 1999 and 1998
- ------------------------------------------------------------
Net Income - Net income for the three months ended March 31, 1999 totaled
$388,000 or $.28 per share, as compared to $339,000 or $.31 per share recorded
during the same period in 1998. Net income showed a modest increase of 14% due
to the rise in net interest income related to the increase in the volume of net
earning assets due principally to the acquisition of Peoples Savings Bank
("Peoples Savings") in August 1998. The increase in net interest income offset
the rise in overhead associated with the additional branch operations.
The reported net income resulted in annualized returns on average assets and
average equity of .81% and 7.43% for the quarter ended March 31, 1999, as
compared to returns of 1.02% and 10.01% for the same period in 1998. The decline
in these returns is related to the increase in stockholders' equity and shares
outstanding as a result of the Peoples Savings acquisition.
Interest Income - Interest income for the three months ended March 31, 1999
increased approximately $818,000 or 33% from the same period in 1998, due to the
increase in average earning assets, specifically the loan portfolio. The average
balance of the loan portfolio for the quarter ended increased $45.6 million from
the same period in 1998 to $133.6 million. The acquisition of Peoples
represented approximately $35.5 million of the total average loan growth. The
remainder of the increase is attributable largely to the increase in residential
mortgage loans. The tax equivalent yield on the loan portfolio for the quarter
decreased 73 basis points to 8.28% from the same period in 1998, due to the
impact of the decline in interest rates. The prime interest rate was reduced
three times, totaling 75 basis points during 1998, with the first reduction
occurring in September 1998. This lower interest rate environment affected
existing variable rate loans, and reduced the rates of return on new loan
originations and refinancings.
Average investment securities for the first quarter of 1999 were $31.4 million
resulting in a tax-equivalent yield of 6.44% for the quarter, compared to $37.4
million and 6.41% during the same period in 1998. As a result of the slowing of
loan growth over the past several months, management expects excess liquidity
and investment securities maturities will be reinvested in the investment
portfolio.
9
<PAGE>
Despite the growth in the volume of average earning assets which increased $52.8
million for the first quarter of 1999 as compared to 1998, the tax equivalent
yield on earning assets fell to 7.63%as compared to 8.21% during the same period
in 1998, due to the general decline in interest rates, previously discussed.
Interest expense - Interest expense increased $469,000 or 48% during the first
quarter of 1999, as compared to the same period in 1998. The average volume of
interest bearing liabilities during the quarter increased $45.7 million or 45%
during the comparative periods. Approximately $35.0 million of this increase is
attributable to the acquisition of Peoples Savings. During the comparative
quarters the overall rate paid on these liabilities rose from 3.97% to 4.03%.
This higher cost of funds is due principally to the higher cost of funds of the
deposit liabilities assumed in the merger, due to the concentration in higher
yielding certificates of deposit.
Despite the generally low interest rate environment, the ongoing competition for
deposit customers by traditional and non-traditional financial services
providers, continues to affect the overall cost of funds.
Net Interest Income - As a result of the increase in interest income due to the
increased volume of earning assets which more than offset the increase in
interest expense, net interest income rose $349,000 or 23% for the first quarter
of 1999, as compared to the same period in 1998. The net tax equivalent yield on
earning assets for the quarter was 4.23%, a 71 basis point decline from the
5.04% yield earned during the same period in 1998.
Provision for Loan Losses - Based upon management's ongoing assessment of the
quality of the loan portfolio, and considering the slowing of loan demand during
the quarter, the provision for loan losses for the first quarter of 1999 totaled
$44,000, as compared to $45,000 provided during the same period in 1998.
Other operating income - Other operating income increased $25,000 or 16% for the
first quarter of 1999, due principally to the impact of fees on deposit
accounts, particularly overdraft fees, related to the increase in the number of
deposit accounts. In addition, ATM convenience fees and fees generated from the
MasterMoney(TM) debit card increased due to increased customer usage. Combined,
these fees accounted for $24,000 of the total increase in other operating
income.
Other Operating Expense - During the first quarter of 1999, total other
operating expenses increased $294,000 or 26% to $1.4 million from the same
period in 1998. The rise in other operating expenses is due principally to the
additional overhead associated with the branch office operations added through
the Peoples Savings acquisition, the opening of a de novo branch office in March
1998, and the overhead associated with the operation of the data center which
was occupied in August 1998.
Due primarily to the expansion of the branch office network, salary and employee
benefit costs increased $105,000 or 18% to $689,000 for the first quarter of
1999 as compared to $584,000 during the same period in 1998. In addition, no
accrual was made for employee profit sharing during the first quarter of 1999,
while $30,000 was provided for during the same period in 1998. The de novo
office and former Peoples' offices resulted in a net direct increase in employee
related costs of approximately $99,000. During the first quarter of 1999, the
Company used temporary employees to provide support in the data center and in
providing certain other
10
<PAGE>
administrative costs. The total cost for temporary employees amounted to $12,000
during the first three months of 1999. Management intends to continue to use
temporary employees to supplement certain staff and administrative functions.
Their use is expected to be increased during the second quarter of 1999, to
assist with human resources management and employee training. The balance of the
increase in employee related costs is related to periodic salary adjustments and
scheduled employee health insurance premium adjustments. Specifically, health
insurance costs rose approximately 12% from 1998.
Occupancy and equipment costs increased approximately $76,000 or 42% to $259,000
during the first quarter of 1999, as compared to the same period in 1998. The
acquisition of the three Peoples Savings branches along with the operation of
the Clarion Mall office resulted in approximately $41,000 of additional direct
operating expenses during the first quarter of 1999. The remaining costs are
related to the operation of the data processing center, the upgraded data
processing and computer networking equipment, and approximated $28,000 during
the first quarter of 1999. These costs are considered to be recurring, and can
be expected to be subject to periodic increases for such items as salary and
benefit adjustments, office rent escalation and other costs normally subject to
inflationary or pricing increases. The balance of the increase is related to
normal periodic adjustments for recurring costs.
Other operating expense increased $113,000 or 30% during the first quarter of
1999, as compared to the same period in 1998 and totaled $487,000. The increase
in the branch network accounted for approximately $85,000 of the increase, of
which approximately $46,000 resulted from amortization of intangible assets.
Recurring costs increased during the comparative quarter due to items such as:
increased ATM and debit card processing fees which increased $10,000 or 31% to
$42,000; Pennsylvania shares tax expense increased approximately $8,000, due to
the increased Bank capital resulting from the Peoples Savings acquisition; while
correspondent bank fees and courier costs increased approximately $16,000 due to
the expanded branch network. Telephone expense increased approximately $30,000,
with $21,000 being directly attributed to the additional branch operations. The
remaining increase in this cost is related to the costs of the data processing
center and the costs of maintaining the frame relay network established during
the fourth quarter of 1998.
Income Taxes - The provision for income taxes of $181,000 for the three months
ended March 31, 1999, represented a $32,000 or 21% increase from the $149,000
recorded during the same period of 1998. Income taxes as a percentage of pre-tax
earnings was approximately 32% for the first three months of 1999, as compared
to 31% during the same period in 1998. The slight increase in the tax rate is
attributable to effect of nondeductible expenses related to the amortization of
intangible assets resulting from the Peoples Savings acquisition.
Financial Condition
- -------------------
At March 31, 1999, the Company reported total consolidated assets of $194.2
million, a slight increase from the $194.1 million reported at December 31,
1998. The slowing of loan demand is attributed to the lack of growth during the
first quarter of 1999.
Total loans decreased $1.3 million or 1%, to $132.9 million. The decrease is
attributed to the lower interest rate environment and its impact on loan
refinancings. The historically low interest rates have caused customers to seek
out the lowest rate available when obtaining or refinancing
11
<PAGE>
mortgage loans. While the Company continues to offer competitive interest rates,
the interest rate risk associated with long-term fixed rate mortgage loans has
limited the Company's ability to match some of the lowest rates offered by
competing lenders. As a result, residential mortgage loans declined $2.2 million
or 2.5% during the first quarter of 1999, while commercial and other mortgage
loans fell $475,000 or 2.6% during the same period. Commercial and other loans
increased $1.3 million or 8.8% during the quarter. A recent rise in interest
rates should provide the Company opportunity to recapture some of its loan
market share.
Stockholders' equity of $21.1 million at March 31, 1999, and equaled that
reported at December 31, 1998. At March 31, 1999, the Company had Tier 1
risk-based, total risk-based and leverage capital ratios of 14.4%, 15.5% and
8.8%, respectively. Each of these ratios exceeds the minimum ratios mandated by
law and banking regulations.
Liquidity
- ---------
Operating activities, particularly net income of $388,000, depreciation and
amortization of $243,000, and the provision for loan losses of $44,000, provided
cash totaling $709,000 which was used to fund financing activities and
contributed to the increase in cash and cash equivalents during the first three
months of 1999.
As a result of the decline in loan originations previously discussed, financing
activities provided approximately $2.9 million in funds during the three months
ended March 31, 1999, as compared to $1.0 million used during the same period in
1998. During the first three months of 1999, net loan repayments of $1.3 million
were received, along with investment security repayments of $2.5 million. By
comparison, during the first three months of 1998, net loan originations totaled
$3.1 million, which was partially funded by net investment maturities and sales
totaling $2.5 million.
Financing activities for the first three months of 1999 used approximately
$137,000, due principally to the payment of the regular quarterly dividend.
During the same period of 1998, financing activities provided approximately $1.7
million of funds due to a $2.0 million net increase in deposits.
Aside from liquidity available from customer deposits or through sales and
maturities of the investment portfolio, the Company has alternative sources of
funds such as a line of credit available with a correspondent bank. At March 31,
1999, a short-term revolving credit facility of $10 million was available
through the Federal Home Loan Bank.
Management is not aware of any conditions, including any regulatory
recommendations or requirements, which would adversely affect its liquidity or
its ability to meet funding needs in the ordinary course of business.
Risk Elements
- -------------
At March 31, 1999, non-performing loans, including those past due ninety days or
more, and loans on nonaccrual status totaled approximately $1,270,000.
Of the non-performing loans, $515,000 are considered to be impaired for
financial reporting purposes. These impaired loans consist of four commercial
loans to a single borrower, secured by
12
<PAGE>
real estate. The borrower continues to operate under Chapter 11 bankruptcy
protection. As part of management's ongoing assessment of the loan portfolio,
$40,000 of the allowance for loan losses at March 31, 1999, has been allocated
for these loans. During the first quarter of 1999, the borrower provided
payments totaling $4,000 which were recorded as interest income. Management
believes the Company is adequately secured by the underlying collateral.
The following table presents the components of non-performing loans and other
non-performing assets as the five most recent quarters ended:
<TABLE>
<CAPTION>
1999 1998
------------- -----------------------------------------------------
March 31, December 31, September 30, June 30, March 31,
<S> <C> <C> <C> <C> <C>
Non-performing loans
Loans past due 90 days or more $ 238 $ 287 $ 204 $ 55 $ 132
Non-accrual loans 1,032 1,022 941 667 828
----------- ----------- ----------- ---------- ----------
Total non-performing loans 1,270 1,309 1,145 722 960
Other non-performing assets
Repossessed assets - - - - -
Real estate acquired through
foreclosure 56 80 337 - -
----------- ----------- ----------- ---------- ----------
Total other non-performing assets 56 80 337 - -
----------- ----------- ----------- ---------- ----------
Total non-performing assets $ 1,326 $ 1,389 $ 1,482 $ 722 $ 960
=========== =========== =========== ========== ==========
Non-performing loans as a percentage
of total loans .96% .98% .87% .78% 1.08%
Non-performing assets to total assets .68 .72 .79 .52 .71
</TABLE>
Year 2000
- ---------
The following discussion of the implications of the Year 2000 ("Y2K") compliance
issue for the Company contains numerous forward-looking statements based on
inherently uncertain information. The cost of the project and the date on which
the Company plans to complete various aspects of the project are based on
management's best estimates, which were derived utilizing a number of
assumptions of future events including the continued availability of internal
and external resources, third party modifications and other factors.
Management continues to work toward attaining Year 2000 ("Y2K") compliance.
During the first quarter of 1999, testing and validation of the test results
were completed on the core software applications. In addition, the Company's
independent accountants reviewed the results of the Company's testing program.
The contingency plan developed by the Company was also updated.
For the remainder of 1999, the Company will focus on maintaining Y2K compliance
by testing any equipment or software upgrades, continuing its customer
communication program, and refining and testing its contingency plans.
13
<PAGE>
Direct costs incurred in achieving and maintaining Y2K compliance have not been
significant. However, the time devoted by employees to this project has been
significant. During the first quarter of 1999, the Company entered into a
contract for the installation of a back-up generator at its data processing
center. It is expected the installation will be completed early in the third
quarter. The capitalized cost of the generator and installation is estimated to
be approximately $50,000.
Despite the best efforts of management in addressing this issue, the vast number
of external entities that have direct and indirect business relationships with
the Company, such as customers, vendors, payment system providers and other
financial institutions makes it impossible to assure that a failure to achieve
or maintain compliance by one or more of these entities would not have a
material adverse impact on the operations of the Company.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
(None)
Item 2. Changes in Securities
(None)
Item 3. Defaults Upon Senior Securities
(None)
Item 4. Submission of Matters to a Vote of Security Holders
(None)
Item 5. Other Information
(None)
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 - Financial Data Schedule (in electronic filing only)
(b) Reports on Form 8-K
(None)
14
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Emclaire Financial Corp.
(Registrant)
Date: May 14, 1999 By: /s/ David L. Cox
--------------------- ----------------------------------
David L. Cox
President and CEO
Date: May 14, 1999 By: /s/ John J. Boczar
--------------------- ----------------------------------
John J. Boczar, CPA
Treasurer
15
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
QUARTERLY REPORT ON FORM 10-QSB AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 22,165
<INT-BEARING-DEPOSITS> 16,034
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 27,039
<INVESTMENTS-CARRYING> 3,334
<INVESTMENTS-MARKET> 3,354
<LOANS> 132,914
<ALLOWANCE> 1,324
<TOTAL-ASSETS> 194,152
<DEPOSITS> 169,939
<SHORT-TERM> 8
<LIABILITIES-OTHER> 1,152
<LONG-TERM> 2,000
0
0
<COMMON> 1,745
<OTHER-SE> 19,308
<TOTAL-LIABILITIES-AND-EQUITY> 194,152
<INTEREST-LOAN> 2,702
<INTEREST-INVEST> 475
<INTEREST-OTHER> 144
<INTEREST-TOTAL> 3,321
<INTEREST-DEPOSIT> 1,429
<INTEREST-EXPENSE> 1,457
<INTEREST-INCOME-NET> 1,864
<LOAN-LOSSES> 44
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,435
<INCOME-PRETAX> 569
<INCOME-PRE-EXTRAORDINARY> 569
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 388
<EPS-PRIMARY> 0.28
<EPS-DILUTED> 0.28
<YIELD-ACTUAL> 4.22
<LOANS-NON> 1,032
<LOANS-PAST> 238
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,336
<CHARGE-OFFS> 65
<RECOVERIES> 9
<ALLOWANCE-CLOSE> 1,324
<ALLOWANCE-DOMESTIC> 558
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 766
</TABLE>