FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number:
PSB HOLDINGS, INC.
(Exact name of registrant as specified in charter)
WISCONSIN 39-1804877
(State of incorporation) (I.R.S Employer Identification
Number)
1905 WEST STEWART AVENUE
WAUSAU, WISCONSIN 54401
(Address of principal executive office)
Registrant's telephone number, including area code: 715-842-2191
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such report), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No
The number of common shares outstanding at September 30, 2000 was
841,905.
<PAGE>
PSB HOLDINGS, INC.
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 2000
PAGE NO.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
September 30, 2000 (unaudited) and December 31,
1999 (derived from audited financial statements) 1
Consolidated Statements of Income,
Three Months Ended and Nine Months Ended
September 30, 2000 and 1999 (unaudited) 2
Condensed Consolidated Statements of Cash Flows
Nine Months Ended September 30, 2000 and 1999
(unaudited) 3
Notes to Condensed Consolidated Financial
Statements 4
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations 7
Item 3. Quantitative and Qualitative Disclosures About
Market Risk 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 Vote of Securities
Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
PART I. FINANCIAL INFORMATION
-i-
<PAGE>
<TABLE>
ITEM 1. FINANCIAL STATEMENTS
<CAPTION>
PSB HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
($ thousands - September 30, 2000 unaudited, December 31, 1999
derived from audited financial statements)
September 30, December 31,
ASSETS 2000 1999
<S> <C> <C>
Cash and due from banks $ 11,778 $ 11,926
Interest bearing deposits and money market funds 605 62
Federal funds sold
Securities:
Held to maturity (fair values of $13,337 and
$13,473, respectively) 13,485 13,843
Available for sale (at fair value) 48,352 46,489
Loans receivable, net of allowance for loan losses of
$2,437 and $2,099 in 2000 and 1999, respectively 217,778 180,524
Accrued interest receivable 2,208 1,746
Premises and equipment 4,729 3,897
Other assets 1,471 1,402
TOTAL ASSETS $300,406 $259,889
LIABILITIES
Noninterest-bearing deposits $32,622 $33,657
Interest-bearing deposits 199,429 168,697
Total deposits 232,051 202,354
Short-term borrowings 22,629 21,215
Long-term borrowings 22,000 13,000
Other liabilities 2,306 2,273
Total liabilities 278,986 238,842
STOCKHOLDERS' EQUITY
Common stock - no-par value, with a stated value
of $2 per share:
Authorized - 1,000,000 shares
Issued - 902,425 shares 1,805 1,805
Additional paid-in capital 7,159 7,159
Retained earnings 15,401 13,929
Accumulated other comprehensive loss, net of tax (720) (1,043)
Treasury stock, at cost - 60,520 and 19,190 shares at
September 30, 2000 and December 31, 1999,
respectively (2,225) (803)
Total stockholders' equity 21,420 21,047
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $300,406 $259,889
</TABLE>
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<PAGE>
<TABLE>
PSB HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME
<CAPTION>
Nine Months Ended Three Months Ended
September 30, September 30,
($ thousands except share data -unaudited) 2000 1999 2000 1999
<S> <C> <C> <C> <C>
Interest income:
Interest and fees on loans $13,185 $10,261 $4,752 $3,602
Interest on investment securities:
Taxable 2,159 2,113 726 701
Tax-exempt 447 493 147 162
Other interest and dividends 89 140 41 82
Total interest income 15,880 13,007 5,666 4,547
Interest expense:
Deposits 7,177 5,659 2,770 1,910
Short-term borrowings 888 447 297 191
Long-term borrowings 913 245 347 107
Total interest expense 8,978 6,351 3,414 2,208
Net interest income 6,902 6,656 2,252 2,339
Provision for loan losses 450 255 150 105
Net interest income after provision for
loan losses 6,452 6,401 2,102 2,234
Noninterest income:
Service fees 609 474 261 169
Gain on sale of loans 35 206 17 37
Investment product sales commissions 149 103 48 34
Other operating income 241 225 29 45
Total noninterest income 1,034 1,008 355 285
Noninterest expenses:
Salaries and employee benefits 2,984 2,375 1,056 765
Occupancy 698 635 235 205
Data processing and other office operations 332 324 104 104
Other operating 929 936 311 305
Total noninterest expenses 4,943 4,270 1,706 1,379
Income before income taxes 2,543 3,139 751 1,140
Provision for income taxes 745 1,023 206 381
Net income $1,798 $2,116 $545 $759
Basic and diluted earnings per share $2.08 $2.40 $0.64 $0.86
Weighted average shares outstanding 864,255 883,235 847,895 883,235
</TABLE>
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<PAGE>
<TABLE>
PSB HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOW
<CAPTION>
Nine Months Ended
September 30,
($ thousands - unaudited) 2000 1999
<S> <C> <C>
Cash flows from operating activities:
Net income $1,798 $2,116
Adjustments to reconcile net income to net cash provided
by operating activities:
Provision for depreciation and net amortization 419 338
Provisions for loan losses 450 255
Gain on sale of loans (35) (206)
Changes in operating assets and liabilities:
Other assets (726) (417)
Other liabilities 33 (1,247)
Net cash provided by operating activities 1,939 839
Cash flows from investing activities:
Proceeds from sale and maturities of:
Held to maturity securities 929 2,171
Available for sale securities 4,889 9,265
Payment for purchase of:
Held to maturity securities (585) (2,664)
Available for sale securities (6,247) (7,880)
Net increase in loans (37,669) (19,101)
Net (increase) decrease in interest-bearing deposits (543) 690
Net decrease in federal funds sold 3,934
Capital expenditures (1,224) (302)
Net cash used in investing activities (40,450) (13,887)
Cash flows from financing activities:
Net increase in deposits 29,697 5,945
Net increase in short-term borrowings 1,414 6,042
Net increase in long-term borrowings 9,000 3,000
Dividends paid (326) (335)
Purchase of treasury stock (1,422)
Net cash provided by financing activities 38,363 14,652
Net increase (decrease) in cash and due from banks (148) 1,604
Cash and due from banks at beginning 11,926 8,752
Cash and due from banks at end $11,778 $10,356
Supplemental Cash Flow Information:
Cash paid during the period for:
Interest $8,612 $6,351
Income taxes 733 1,067
</TABLE>
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<PAGE>
PSB HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - GENERAL
In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments necessary to present
fairly PSB Holdings, Inc.'s ("Company") financial position, results of
its operations and cash flows for the periods presented, and all such
adjustments are of a normal recurring nature. The consolidated
financial statements include the accounts of all subsidiaries. All
material intercompany transactions and balances are eliminated. The
results of operations for the interim periods are not necessarily
indicative of the results to be expected for the full year.
These interim consolidated financial statements have been prepared
according to the rules and regulations of the Securities and Exchange
Commission and, therefore, certain information and footnote disclosures
normally presented in accordance with generally accepted accounting
principles have been omitted or abbreviated. The information contained
in the consolidated financial statements and footnotes in the Company's
1999 annual report on Form 10-K, should be referred to in connection
with the reading of these unaudited interim financial statements.
In preparing the consolidated financial statements, management is
required to make estimates and assumptions that affect the reported
amounts of assets and liabilities as of the date of the balance sheet
and revenues and expenses for the period. Actual results could differ
significantly from those estimates. Estimates that are susceptible to
significant change include the determination of the allowance for
credit losses and the valuations of investments.
NOTE 2 - CHANGE IN ACCOUNTING PRINCIPLE
Effective January 1, 2001, the Company will adopt Statement of
Financial Accounting Standards (SFAS) No. 133, "Accounting for
Derivative Instruments and Hedging Activities." Under this SFAS, the
Company must recognize all material derivatives as either assets or
liabilities in the balance sheet and measure those instruments at fair
value. Changes in fair value are generally recognized in earnings
during the period the changes occur. The adoption of SFAS No. 133 is
not expected to have an impact on the Company's financial condition or
results of operations.
NOTE 3 - EARNINGS PER SHARE
Earnings per share of common stock is based on the weighted average
number of common shares outstanding during the period. The Company
does not maintain a stock option plan.
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NOTE 4 - COMPREHENSIVE INCOME
Generally accepted accounting principles require comprehensive income
<PAGE>
and its components, as recognized under the accounting standards, to be
displayed in a financial statement with the same prominence as other
financial statements. The disclosure requirements with respect to the
Form 10-Q have been included in the Company's consolidated balance
sheets. Comprehensive income totaled the following for the periods
indicated:
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
($ thousands - unaudited) 9/30/00 9/30/99 9/30/00 9/30/99
<S> <C> <C> <C> <C>
Net Income $1,798 $2,116 $545 $759
Change in net unrealized gain or loss on
securities available for sale, net of tax 323 (789) 285 (184)
Comprehensive income $2,121 $1,327 $830 $575
</TABLE>
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<TABLE>
NOTE 5 - INVESTMENT SECURITIES
<CAPTION>
The amortized cost and estimated fair value of investment securities
are as follows:
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
($ thousands) COST GAINS LOSSES VALUE
SEPTEMBER 30, 2000
<S> <C> <C> <C> <C>
Securities held to maturity:
Obligations of states and
political subdivisions $13,485 $37 $185 $13,337
Securities available for sale:
U.S. Treasury securities
and obligations of U.S.
government corporations
and agencies $47,319 $31 $1,017 $46,333
Other equity securities 2,019 2,019
Totals $49,338 $31 $1,017 $48,352
DECEMBER 31, 1999
Securities held to maturity:
Obligations of states and
political subdivisions $13,843 $18 $388 $13,473
Securities available for sale:
U.S. Treasury securities
and obligations of U.S.
government corporations
and agencies $47,246 $13 $1,517 $45,742
Other equity securities 747 747
Totals $47,993 $13 $1,517 $46,489
</TABLE>
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<PAGE>
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion and analysis is presented to assist in the
understanding and evaluation of the Company's financial condition and
results of operations. It is intended to complement the unaudited
financial statements, footnotes, and supplemental financial data
appearing elsewhere in this Form 10-Q and should be read in conjunction
therewith. All dollar amounts are in thousands, except per share
amounts.
Forward-looking statements have been made in this document that are
subject to risks and uncertainties. While the Company believes these
forward-looking statements are based on reasonable assumptions, all
such statements involve risk and uncertainties that could cause actual
results to differ materially from those contemplated in this report.
The assumptions, risks, and uncertainties related to the
forward-looking statements in this report include those described under
the caption "Cautionary Statements Regarding Forward-Looking
Information" in Part I of the Company's Form 10-K for the year ended
December 31, 1999 and, from time to time, in the Company's other
filings with the Securities and Exchange Commission.
BALANCE SHEET
At September 30, 2000, total assets were $300,406, an increase of
$52,183, or 21.0%, over September 30, 1999, while assets grew $40,517
over December 31, 1999. Gross loans (excluding loans held for sale)
were $220,215 at September 30, 2000, growing $47,879 over third quarter
1999 and $37,592 over fourth quarter 1999. Loan growth has come
primarily from commercial real estate loans.
<TABLE>
Table 1: Period-End Loan Composition
<CAPTION>
9/30/00 % OF TOTAL 12/31/99 % OF TOTAL
<S> <C> <C> <C> <C>
Commercial and financial $ 53,377 24.24 $ 51,053 27.96
Real estate 150,731 68.45 118,195 64.72
Consumer installment 16,107 7.31 13,375 7.32
Total loans $220,215 100.00 $182,623 100.00
</TABLE>
The loan portfolio is the Company's primary asset subject to credit
risk. The Company's process for monitoring credit risks includes
weekly analysis of loan quality, delinquencies, nonperforming assets,
and potential problem loans. Loans are placed on a nonaccrual status
when they become contractually past due 90 days or more as to interest
or principal payments. All interest accrued but not collected for
loans (including applicable impaired loans) that are placed on
nonaccrual or charged off is reversed to interest income. The interest
on these loans is accounted for on the cash basis until qualifying for
return to accrual status. Loans are returned to accrual status when
all the principal and interest amounts contractually due have been
collected and there is reasonable assurance that repayment will
continue within a reasonable time frame.
-7-
<PAGE>
BALANCE SHEET (Continued)
A loan is considered impaired when, based on current information, it is
probable that the bank will not collect all amounts due in accordance
with the contractual terms of the loan agreement. Impairment is based
on discounted cash flows of expected future payments using the loan's
initial effective interest rate or the fair value of the collateral if
the loan is collateral dependent.
The aggregate amount of nonperforming loans decreased $259 to $759 at
September 30, 2000 from $1,018 at September 30, 1999. Nonperforming
loans are those which are either contractually past due 90 days or more
as to interest or principal payments, on a nonaccrual status, or the
terms of which have been renegotiated to provide a reduction or
deferral of interest or principal.
<TABLE>
Table 2: Allowance for Loan Losses and Nonperforming Assets
<CAPTION>
Nine Months Ended
9/30/00 9/30/99
<S> <C> <C>
Allowance for loan losses at beginning of period $2,099 $1,947
Provision charged to operating expense 450 255
Recoveries on loans 23 89
Loans charged off (135) (114)
Allowance for losses at end of period $2,437 $2,177
</TABLE>
<TABLE>
Table 3: Nonperforming Assets
<CAPTION>
Nine Months Ended
9/30/00 9/30/99
<S> <C> <C>
Nonaccrual loans $759 $1,018
Accruing loans past due 90 days or more 0 0
Restructured loans 0 0
Total nonperforming loans 759 1,018
Other real estate owned 34 0
Total nonperforming assets $793 $1,018
</TABLE>
Management is not aware of any additional loans that represent material
credits or of any information that causes management to have serious
doubts as to the ability of such borrowers to comply with the loan
repayment terms.
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LIQUIDITY
Liquidity refers to the ability of the Company to generate adequate
amounts of cash to meet the Company's need for cash. The Company
manages its liquidity to provide adequate funds to support borrowing
needs and deposit flow of its customers. Management views liquidity as
the ability to raise cash at a reasonable cost or with a minimum of
loss and as a measure of balance sheet flexibility to react to
<PAGE>
marketplace, regulatory, and competitive changes. Deposit growth is
the primary source of liquidity. Deposits as a percentage of total
funding sources were 83.9% at September 30, 2000 and 91.3% at September
30, 1999. Wholesale funding represents the balance of the Company's
total funding needs. As of September 30, 2000, earning assets maturing
within one year totaled $96,549, while interest-bearing deposits
maturing within one year totaled $95,216. Unused credit advances
available to the Company at September 30, 2000 totaled approximately
$5,000.
The Company attempts, when possible, to match relative maturities of
assets and liabilities, while maintaining the desired net interest
margin.
In response to slow deposit growth, in comparison to loan demand, the
Company has acquired more noncore funds. The primary funding sources
utilized are Federal Home Loan Bank advances, federal funds purchased,
repurchase agreements from a base of individuals, businesses, and
public entities, and brokered CDs.
CAPITAL RESOURCES
Stockholders' equity at September 30, 2000 decreased $128 compared to
$21,548 at September 30, 1999. Stockholders' equity included
unrealized losses on securities available for sale, net of their tax
effect, of $720 at September 30, 2000 compared to $617 for the
comparable prior year period.
The adequacy of the Company's capital is regularly reviewed to ensure
sufficient capital is available for current and future needs and is in
compliance with regulatory guidelines. As of September 30, 2000, the
Company's tier 1 risk-based capital ratio, total risk-based capital,
and tier 1 leverage ratio were well in excess of regulatory minimums.
<TABLE>
Table 4: Capital Ratios (Consolidated)
<CAPTION>
Tier 1 Total Tier 1
CAPITAL CAPITAL LEVERAGE
<S> <C> <C> <C>
September 30, 2000 10.42% 11.56% 7.37%
September 30, 1999 12.81% 14.06% 9.30%
Regulatory minimum requirements for capital adequacy 4.00% 8.00% 4.00%
</TABLE>
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RESULTS OF OPERATIONS
Net income for the quarter ended September 30, 2000, totaled $545, or
$.64 per share for basic and diluted earnings per share.
Comparatively, net income for the quarter ended September 30, 1999 was
$759, or $.86 per share for basic and diluted earnings per share.
Operating results for the third quarter 2000 generated an annualized
return on average assets of .74% and an annualized return on average
equity of 10.26%, compared to 1.23% and 14.38% for the comparable
period in 1999. The net interest margin for third quarter 2000 was
3.40% compared to 4.01% for the comparable quarter in 1999.
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<PAGE>
<TABLE>
Table 5: Summary Results of Operations
<CAPTION>
The following table presents consolidated financial data of PSB
Holdings, Inc. and Subsidiary.
2000
Third Second First
($ thousands except per share amounts) QUARTER QUARTER QUARTER
FINANCIAL HIGHLIGHTS:
Earnings and Dividends:
<S> <C> <C> <C>
Net interest income $2,252 $2,314 $2,331
Provision for credit losses 150 150 150
Other noninterest income 355 356 327
Other noninterest expense 1,706 1,537 1,698
Net income 545 680 573
Per common share:
Basic and diluted earnings 0.64 0.78 0.65
Dividends declared 0.00 0.38 0.00
Book value 25.44 24.61 24.42
Average common shares 847,895 866,433 878,616
Dividend payout ratio 0.00% 48.72% 0.00%
Balance Sheet Summary:
Loans net of unearned income 217,778 206,943 195,224
Assets 300,406 285,080 270,315
Deposits 232,051 221,981 208,027
Shareholders' equity 21,420 21,067 21,320
Average balances:
Loans net of unearned income 214,773 201,128 188,247
Assets 292,743 277,698 263,364
Deposits 227,016 215,004 204,245
Shareholders' equity 21,244 21,194 21,138
Performance Ratios:
Return on average assets (1) 0.74% 0.98% 0.87%
Return on average common equity (1) 10.26% 12.81% 10.88%
Tangible equity to assets 7.37% 7.74% 8.25%
Net loan charge-offs as a percentage
of average loans 0.01% 0.05% 0.01%
Nonperforming assets as a percentage
of average loans 0.35% 0.32% 0.54%
Net interest margin (1) (2) 3.40% 3.65% 3.89%
Efficiency ratio (2) 63.59% 55.99% 62.04%
Service fee revenue as a percentage of
average assets (1) 0.36% 0.27% 0.24%
<FN>
(1) Annualized
(2) Tax-exempt income has been adjusted to its fully taxable equivalent
with a 34% tax rate
</TABLE>
-11-
NET INTEREST INCOME
Net interest income is the most significant component of earnings. Net
interest income for the three months ended September 30, 2000 was
$2,252. Comparatively, net interest income for the third quarter 1999
<PAGE>
was $2,339. Fully taxable equivalent net interest income for the third
quarter 2000 decreased $94 to $2,328 from third quarter 1999. Average
earning assets grew $45,015 from the third quarter 1999. The net
interest margin for the three months ended September 30, 2000 was 3.40%
or 61 basis points less than the 4.01% margin in the third quarter
1999. The net interest margin continues to decline due to the higher
costs of deposits needed to fund the balance sheet. Yields on earning
assets increased to 8.38% compared to 7.82% in 1999. However, the
costs for interest-bearing liabilities increased to 5.75% from 4.60%.
The Company is trying to position more assets to reprice with the
market to maintain or increase the net interest margin.
PROVISION FOR LOAN LOSSES
Management determines the adequacy of the provision for loan losses
based on past loan experience, current economic conditions, composition
of the loan portfolio, and the potential for future loss. Accordingly,
the amount charged to expense is based on management's evaluation of
the loan portfolio. It is the Company's policy that when available
information confirms that specific loans and leases, or portions
thereof, including impaired loans, are uncollectible, these amounts are
promptly charged off against the allowance. The provision for loan
losses was $150 for the three months ended September 30, 2000 and $105
for the three months ended September 30, 1999. Net charge-offs as a
percentage of average loans outstanding were .01% and .01% during the
three months ended September 30, 2000 and 1999, respectively.
Nonperforming loans are reviewed to determine exposure for potential
loss within each loan category. The adequacy of the allowance for loan
losses is assessed based on credit quality and other pertinent loan
portfolio information. The adequacy of the reserve and the provision
for loan losses is consistent with the composition of the loan
portfolio and recent credit quality history.
NONINTEREST INCOME
Noninterest income increased 24.6% to $355 during the three months
ended September 30, 2000, from the comparable third quarter of
1999. There were no gains or losses on securities during the
three months ended September 30, 2000 and 1999. Service fees on
deposit accounts increased $92 for the three months ended September
30, 2000 from the three months ended September 30, 1999.
NONINTEREST EXPENSE
Noninterest expense increased 23.7% to $1,706 for the three months
ended September 30, 2000, from $1,379 for the three months ended
September 30, 1999. Salaries and employee benefits expense increased
in 2000 compared to 1999 due, in part, to a change in officer base
salary arrangements during 2000. In previous years, officer
discretionary year-end bonuses were awarded (and expensed) in the
fourth quarter based on approval by the Company's board of directors.
During 2000, these discretionary year-end bonus payments were made part
of the officers' base salary as part of
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an overall salary restructuring program and recorded throughout the
<PAGE>
year as salary expense. The increase in base officer salary and
benefits expense was $169,000 (before income tax benefits) during the
nine months ended September 30, 2000.
Also during 2000, the Company began a new formalized employee incentive
compensation plan that awards year-end compensation upon achievement of
profitability and personal goals set during the beginning of the year.
Employee salaries and benefits expense due to accrual of possible
incentive compensation payments was $131,000 (before income tax
benefits) during the nine months ended September 30, 2000. If
profitability and personal goals are not met at year-end, previously
accrued and expensed incentive compensation amounts will be reversed
and reduce salaries expense during the fourth quarter of 2000.
<TABLE>
Table 6: Key Operating Ratios
<CAPTION>
Three Months and Nine Months Ended September 30, 2000 and 1999
(unaudited)
Nine-Month Period Three-Month Period
2000 1999 2000 1999
<S> <C> <C> <C> <C>
Return on assets (net income divided
by average assets) (1) 0.86% 1.19% 0.74% 1.23%
Return on average equity (net income
divided by average equity) (1) 11.29% 13.51% 10.26% 14.38%
Average equity to average assets 7.58% 8.81% 7.26% 8.55%
Interest rate spread (difference between
average yield on interest-earning
assets and average cost of
interest-bearing liabilities) (1) (2) 2.88% 3.18% 2.63% 3.22%
Net interest margin (net interest income
as a percentage of average interest-
earning assets) (1) (2) 3.65% 3.98% 3.40% 4.01%
Noninterest expense to average assets (1) 2.35% 2.49% 2.33% 2.40%
Allowance for loan losses to total loans
at end of period 1.11% 1.26% 1.11% 1.26%
<FN>
(1) Annualized
(2) Tax-exempt income has been adjusted to its
fully taxable equivalent with a 34% tax rate
</TABLE>
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ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There has been no material change in the information provided in
response to Item 7A of the Company's Form 10-K for the year ended
December 31, 1999.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not Applicable
ITEM 2. CHANGES IN SECURITIES
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITIES HOLDERS
Not Applicable
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
The following exhibits required by Item 601 of Regulation S-K are filed
with the Securities and Exchange Commission as part of this report.
Exhibit
NUMBER DESCRIPTION
3.1 Restated Articles of Incorporation, as amended
(incorporated by reference to Exhibit 4(a) to the Company's
Current Report on Form 8-K dated May 30, 1995)
1.2 Bylaws (incorporated by reference to Exhibit 4(b) to the
Company's Current Report on Form 8-K dated May 30, 1995)
4.1 Articles of Incorporation and Bylaws (see Exhibits 3.1 and
3.2)
10.1 Bonus Plan of Directors of the Bank (incorporated by
reference to Exhibit 10(a) to the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 1995)*
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10.2 Bonus Plan of Officers and Employees of the Bank*
(incorporated by reference to Exhibit 10(b) to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1995)*
10.3 Nonqualified Retirement Plan for Directors of the Bank
(incorporated by reference to Exhibit 10(c) to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1995)*
10.4 Senior Management Incentive Compensation Plan (incorporated
by reference to Exhibit 10.4 to the Company's Quarterly
Report on Form 10-Q for the period ended June 30, 2000)*
<PAGE>
21.1 Subsidiaries of the Company (incorporated by reference to
Exhibit 22 to the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1995)
27.1 Financial Data Schedule (electronic filing only)
*Denotes Executive Compensation Plans and Arrangements
(b) Reports on Form 8-K:
None.
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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.
PSB HOLDINGS, INC.
November 13, 2000 TODD R. TOPPEN
Todd R. Toppen
Secretary and Controller
(On behalf of the Registrant and as
Principal Financial Officer)
-16-
EXHIBIT INDEX
TO
FORM 10-Q
OF
PSB HOLDINGS, INC.
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
Pursuant to Section 102(d) of Regulation S-T
(17 C.F.R. '232.102(d))
27.1 FINANCIAL DATA SCHEDULE (ELECTRONIC FILING ONLY)
