-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F41FjQl0qg4gqovGZv3cM1tAydT25dXCuZ6aT13wTe2ePgqT2pxz25llpG7Glx65 pG2Vo6/3IFi8CdjsL3yB6Q== 0000950148-01-501553.txt : 20010815 0000950148-01-501553.hdr.sgml : 20010815 ACCESSION NUMBER: 0000950148-01-501553 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROADWAY FINANCIAL CORP \DE\ CENTRAL INDEX KEY: 0001001171 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 954547287 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-27464 FILM NUMBER: 1710937 BUSINESS ADDRESS: STREET 1: 4800 WILSHIRE BLVD CITY: LOS ANGELES STATE: CA ZIP: 90010 BUSINESS PHONE: 2136341700 MAIL ADDRESS: STREET 1: 4800 WILSHIRE BLVD CITY: LOS ANGELES STATE: CA ZIP: 90010 10QSB 1 v75082e10qsb.htm FORM 10QSB QUARTER ENDED JUNE 30, 2001 Broadway Financial Corp Form 10QSB June 30, 2001
Table of Contents

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON D.C. 20549

FORM 10-QSB

(Mark One)

[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
    For the quarterly period ended June 30, 2001
 
[   ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
 
    For transition period from__________to__________
 
    Commission file number      0-27464

BROADWAY FINANCIAL CORPORATION


(Exact Name of Small Business Issuer as Specified in its Charter)
     
Delaware   95-4547287

 
(State of Incorporation)   (IRS Employer Identification No.)

4800 Wilshire Boulevard, Los Angeles, California 90010


(Address of Principal Executive Offices)

(323) 634-1700


(Issuer’s Telephone Number, Including Area Code)

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 requirements for the past 90 days.   Yes   [X]    No   [   ]

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 901,333 shares of the Company’s Common Stock, par value $0.01 per share, were issued and outstanding as of August 10, 2001.

Transitional Small Business Disclosure Format (Check one):

Yes   [   ]    No   [X]

 

 


PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
Consolidated Statements of Operations and Comprehensive Loss
Consolidated Statements of Cash Flows
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
Item 2. CHANGES IN SECURITIES
Item 3. DEFAULTS ON SENIOR SECURITIES
Item 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
Item 5. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES


Table of Contents

TABLE OF CONTENTS

             
            Page
           
PART I   FINANCIAL INFORMATION    
    Item 1.   Financial Statements    
        Consolidated Balance Sheets (unaudited) as of June 30, 2001 and December 31, 2000   3
        Consolidated Statements of Operations and Comprehensive Loss (unaudited) for the three months and six months ended June 30, 2001 and June 30, 2000   4
        Consolidated Statements of Cash Flows (unaudited) for the six months ended June 31, 2000 and June 30, 2000   5
        Notes to Unaudited Consolidated Financial Statements   7
    Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations   9
PART II   OTHER INFORMATION    
    Item 1.   Legal Proceedings   15
    Item 2.   Change in Securities   15
    Item 3.   Defaults on Senior Securities   15
    Item 4.   Submission of Matters to a Vote of Security Holders   15
    Item 5.   Other Information   15
    Item 6.   Exhibits and Reports on Form 8-K   16
 

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BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
Consolidated Balance Sheets
(Dollars in thousands, except share amounts)
(Unaudited)

                     
        June 30,     December 31,  
        2001     2000  
       
   
 
Assets:
               
Cash
  $ 4,267     $ 5,367  
Fed funds sold
    9,400       4,900  
Investment securities held-to-maturity
    2,000       10,623  
Investment securities available-for-sale
    4,595        
Mortgage-backed securities held-to-maturity
    10,501       10,748  
Loans receivable, net
    129,725       126,815  
Loans receivable held for sale, at lower of cost or fair value
    7,163       59  
Accrued interest receivable
    995       1,071  
Investments in capital stock of Federal Home Loan Bank, at cost
    1,360       1,316  
Office properties and equipment, net
    6,063       6,357  
Other assets
    484       670  
 
 
   
 
Total assets
  $ 176,553     $ 167,926  
 
 
   
 
Liabilities and stockholders’ equity
               
Deposits
  $ 152,193     $ 141,594  
Advances from Federal Home Loan Bank
    8,250       10,000  
Advance payments by borrowers for taxes and insurance
    177       194  
Deferred income taxes
    400       402  
Other liabilities
    1,293       1,759  
 
 
   
 
Total liabilities
    162,313       153,949  
Stockholders’ Equity:
               
   
Preferred non-convertible, non-cumulative, and non-voting stock, $.01 par value, authorized 1,000,000 shares; issued and outstanding 55,199 shares at June 30, 2001 and December 31, 2000
    1       1  
 
Common stock, $.01 par value, authorized 3,000,000 shares; issued and outstanding 901,333 shares at June 30, 2001 and December 31, 2000
    10       10  
 
Additional paid-in capital
    9,460       9,460  
 
Accumulated other comprehensive loss, net of taxes
    (3 )      
 
Retained earnings-substantially restricted
    5,557       5,322  
 
Treasury stock, at cost-60,402 shares at June 30, 2001 and December 31, 2000
    (554 )     (554 )
 
Unearned Employee Stock Ownership Plan shares
    (231 )     (262 )
 
 
   
 
Total stockholders’ equity
    14,240       13,977  
 
 
   
 
Total liabilities and stockholders’ equity
  $ 176,553     $ 167,926  
 
 
   
 

See Notes to Consolidated Financial Statements

 

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BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
Consolidated Statements of Operations and Comprehensive Loss
(Dollars in thousands, except per share amounts)
(Unaudited)

                                     
        Three Months Ended     Six Months Ended  
        June 30,     June 30,  
       
   
 
        2001     2000     2001     2000  
       
   
   
   
 
Interest on loans receivable
  $ 2,860     $ 2,682     $ 5,595     $ 5,368  
Interest on investment securities held-to-maturity
    42       158       137       323  
Interest on investment securities held-for-sale
    36             36        
Interest on mortgage-backed securities held-to-maturity
    175       190       345       389  
Other interest income
    192       26       426       42  
 
 
   
   
   
 
Total interest income
    3,305       3,056       6,539       6,122  
Interest on deposits
    1,475       1,182       2,965       2,327  
Interest on borrowings
    146       195       312       440  
 
 
   
   
   
 
Total interest expense
    1,621       1,377       3,277       2,767  
 
 
   
   
   
 
Net interest income before provision for loan losses
    1,684       1,679       3,262       3,355  
Provision for loan losses
    45       90       75       180  
 
 
   
   
   
 
Net interest income after provision for loan losses
    1,639       1,589       3,187       3,175  
Noninterest income:
                               
   
Service charges
    175       137       320       261  
   
Gain (loss) on loans receivable held for sale
                      (6 )
   
Other
    23       35       52       53  
 
 
   
   
   
 
Total noninterest income
    198       172       372       308  
 
 
   
   
   
 
Noninterest expense:
                               
   
Compensation and benefits
    807       747       1,638       1,415  
   
Occupancy expense, net
    309       315       563       605  
   
Advertising and promotional expense
    37       51       87       84  
   
Professional services
    72       72       113       158  
   
Real estate operations, net
          (54 )           (42 )
   
Contracted security services
    41       39       80       77  
   
Telephone and postage
    58       40       114       85  
   
Stationary, printing and supplies
    30       40       54       67  
   
Other
    227       126       339       369  
 
 
   
   
   
 
Total noninterest expense
    1,581       1,376       2,988       2,818  
 
 
   
   
   
 
Earnings before income taxes
    256       385       571       665  
Income taxes
    100       157       234       270  
 
 
   
   
   
 
Net earnings
  $ 156     $ 228     $ 337     $ 395  
 
 
   
   
   
 
Other comprehensive loss:
                            `  
 
Unrealized loss on securities available for sale
    (5 )           (5 )      
 
Income tax benefits
    2             2        
 
 
   
   
   
 
Other comprehensive loss
    (3 )           (3 )      
 
 
   
   
   
 
Comprehensive earnings
  $ 153     $ 228     $ 334     $ 395  
 
 
   
   
   
 
Net earnings
  $ 156     $ 228     $ 337     $ 395  
Dividends paid on preferred stock
    (7 )     (7 )     (14 )     (14 )
 
 
   
   
   
 
Earnings available to common shareholders
  $ 149     $ 221     $ 323     $ 381  
 
 
   
   
   
 
Earnings per share-basic
  $ 0.17     $ 0.24     $ 0.37     $ 0.41  
Earnings per share-diluted
  $ 0.17     $ 0.24     $ 0.37     $ 0.41  
Dividend declared per share-common stock
  $ 0.05     $ 0.05     $ 0.10     $ 0.10  
Basic and diluted weighted average shares outstanding
    876,349       917,793       875,538       925,144  

See Notes to Consolidated Financial Statements

 

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BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)

                       
          Six months ended June 30,  
         
 
          2001     2000  
         
   
 
Cash flows from operating activities
               
Net earnings
  $ 337     $ 395  
Adjustments to reconcile net earnings to net cash (used in) provided by operating activities:
               
 
Depreciation
    185       179  
 
Amortization of premium on loans purchased
    2       2  
 
Amortization of net deferred loan origination fees
    40       (36 )
 
Amortization of discounts and premium on securities
    (2 )     63  
 
Amortization of deferred compensation
    31       49  
 
Gain on sale of real estate acquired through foreclosure
          (59 )
 
Gain on sale of fixed assets
    (15 )      
 
Loss on sale of loans receivable held for sale
          116  
 
Provision for loan losses
    75       180  
 
Loans originated for sale, net of refinances
    (126 )     (3,055 )
 
Proceeds from sale of loans receivable held for sale
    185       5,397  
 
Changes in operating assets and liabilities:
               
   
Accrued interest receivable
    76       (47 )
   
Other assets
    186       (66 )
   
Accrual for branch closure
    50        
   
Deferred income taxes
  (2 )      
   
Other liabilities
    (466 )     37  
 
 
   
 
Total adjustments
    219       2,760  
 
 
   
 
Net cash provided by operating activities
    556       3,155  
 
 
   
 
Cash flows from investing activities
               
Loans originated, net of refinances
    (11,177 )     (6,234 )
Principal repayment on loans
    8,988       7,008  
Purchases of investment securities held-to-maturity
    (2,000 )      
Purchase of mortgage-backed securities held to maturities
    (1,323 )      
Purchase of securities held for sale
    (4,600 )      
Purchase of loans held for sale
    (8,001 )      
Proceeds from maturities of investment securities held-to-maturity
    10,624        
Proceeds from maturities of mortgage-backed securities held- to-maturity
    1,572       1,345  
Purchase of Federal Home Loan stock
    (44 )     (43 )
Proceeds from sale of fixed assets
    210        
Capital expenditures for office properties and equipment
    (136 )     (40 )
Proceeds from sale of real estate acquired through foreclosure
          517  
 
 
   
 
Net cash (used in) provided by investing activities
    (5,887 )     2,553  
 
 
   
 

See notes to Consolidated Financial Statements

 

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BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)

                 
    Six months ended June 30,  
   
 
    2001     2000  
   
   
 
Cash flows from financing activities
               
Net increase (decrease) in deposits
  $ 10,599     $ (2,522 )
Decrease in advances from Federal Home Loan Bank
    (1,750 )     (1,800 )
Dividends paid
    (101 )     (106 )
Increase in treasury stock
          (236 )
Decrease in advances by borrowers for taxes and insurance
    (17 )     (23 )
 
 
   
 
Net cash provided by (used in) financing activities
    8,731       (4,687 )
 
 
   
 
Net increase in cash and cash equivalents
    3,400       1,021  
Cash and cash equivalents at beginning of period
    10,267       3,135  
 
 
   
 
Cash and cash equivalents at end of period
  $ 13,667     $ 4,156  
 
 
   
 
Supplemental disclosures of cash flow information:
               
Cash paid for interest
  $ 3,286     $ 2,727  
 
 
   
 
Cash paid for income taxes
  $ 649     $ 255  
 
 
   
 
Supplemental disclosure of noncash investing and financing activities
               
Transfers of real estate acquired through foreclosure from loans receivable
  $     $ 225  

See Notes to Consolidated Financial Statements

 

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BROADWAY FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2001

1.   In the opinion of management of Broadway Financial Corporation (the “Company”), the preceding unaudited consolidated financial statements contain all material adjustments, consisting solely of normal recurring accruals necessary to present fairly the consolidated financial position of the Company at June 30, 2001 and the results of its operations for the three months and six months ended June 30, 2001 and 2000, and its cash flows for the six months ended June 30, 2001 and 2000. These consolidated financial statements do not include all disclosures associated with the Company’s consolidated annual financial statements included in its annual report on Form 10-KSB for the year ended December 31, 2000 and, accordingly, should be read in conjunction with such audited statements. The results of operations for the three months and six months ended June 30, 2001 are not necessarily indicative of the results to be expected for the full year.
 
2.   Cash and Cash equivalents
 
    For purposes of reporting cash flows on the “Consolidated Statements of Clash Flows”, cash and cash equivalents include cash and fed funds sold.
 
3.   Recent Accounting Pronouncements
 
    In July 2001, the FASB issued Statement No. 141, “Business Combinations”, and Statement No. 142, “Goodwill and Other Intangible Assets”. Statement No. 141 requires that the purchase method of accounting be used for all business combinations initiated after June 30, 2001 as well as all purchase method business combinations completed after June 30, 2001. Statement No. 141 also specifies criteria which intangible assets acquired in a purchase method business combination must meet to be recognized and reported apart from goodwill. Statement No. 142 will require that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with the provisions of Statement No. 142. Statement No. 142 will also require that intangible assets with estimable useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment in accordance with FAS Statement No. 121, “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed of”. The Company is required to adopt the provisions of Statement No. 141 immediately and Statement No. 142 effective January 1, 2002. Management does not expect the implementation of these Statements to have a material impact on the Company's consolidated financial statements.

 

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ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                    OPERATIONS

General

Broadway Financial Corporation (the “Company”) is primarily engaged in the savings and loan business through its wholly owned subsidiary, Broadway Federal Bank, f.s.b. (“Broadway Federal” or “the Bank”). Broadway Federal’s business is that of a financial intermediary and consists primarily of attracting deposits from the general public and using such deposits, together with borrowings and other funds, to make mortgage loans secured by residential real estate located in Southern California. At June 30, 2001, Broadway Federal operated five retail banking offices, including a loan processing center, in Southern California. Broadway Federal is subject to significant competition from other financial institutions, and is also subject to regulation by federal agencies and undergoes periodic examinations by those regulatory agencies.

The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Broadway Federal and BankSmart, Inc. (“BankSmart”). BankSmart ceased its primary operations as of March 31, 2001. All significant inter-company balances and transactions have been eliminated in consolidation.

The Company’s principal business is serving as a holding company for Broadway Federal. The Company’s results of operations are dependent primarily on its net interest income, which is the difference between the interest income earned on its interest-earning assets, such as loans and investments, and the interest expense paid on its interest-bearing liabilities, such as deposits and borrowings. Broadway Federal also generates recurring non-interest income, such as transactional fees on its loan and deposit portfolios. The Company’s operating results are affected by the amount of the Bank’s non-interest expenses, which consist principally of employee compensation and benefits, occupancy expenses, federal deposit insurance premiums and by its periodic provisions for loan losses. More generally, the results of operations of thrift and banking institutions are also affected by prevailing economic conditions, competition, and the monetary and fiscal policies of governmental agencies.

 

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Comparison of Operating Results for the three months and six months ended June 30, 2001 and June 30, 2000

General

The Company recorded net earnings of $156,000 and $337,000, respectively, or $ 0.17 and $0.37 per diluted common share, for the three months and six months ended June 30, 2001, as compared to net earnings of $228,000 and $395,000, respectively, or $0.24 and $0.41 per diluted common share for the three months and six months ended June 30, 2000. The decrease in net earnings from 2000 to 2001 resulted primarily from higher interest expense and higher noninterest expense, offset by a lower provision for loan losses, higher interest income and higher noninterest income.

Interest Expense

Interest expense increased by $244,000 and $510,000, respectively, for the three months and six months ended June 30, 2001 as compared to the same periods in 2000. The increase in interest expense was due to an increase in interest on deposits offset by a decrease in interest on borrowings. The increases in interest on deposits were due to an increase in average deposits of $16.5 million and $14.3 million, to $150.9 million and $148.8 million, respectively, for the three months and six months ended June 30, 2001 as compared to $134.5 million for both periods in 2000. Average borrowings decreased by $4.7 million and $6.1 million, respectively, for the three months and six months ended June 30, 2001 as compared to the same periods in 2000. The impact of the increase in interest expense was also reflected by an increase in the average cost of deposits and borrowings, which increased 52-basis points and 50-basis points, respectively, from 3.71% and 3.68% for the three months and six months ended June 30, 2000, respectively, to 4.23% and 4.18% for the same periods in 2001.

Noninterest Expense

Noninterest expense increased by $205,000 or 15%, during the three months ended June 30, 2001, as compared to the same period in 2000. The increase in noninterest expense primarily resulted from increases in compensation and benefits and other noninterest expenses. For the six months ended June 30, 2001, noninterest expense increased by $170,000 as compared to the same period in 2000. The increase primarily resulted from increases in compensation and benefits, offset primarily by decreases in occupancy expense, professional services and other noninterest expenses.

Compensation and benefits expense increased by $60,000 and $223,000, respectively, for three months and six months ended June 30, 2001, as compared to the same periods in 2000. The increase was principally due to a higher accrual for bonuses, vested stock grants, merit salary increases and employment of replacement staff at higher market salaries.

 

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Noninterest expense was also impacted by a decrease in occupancy expense. Occupancy expense decreased by $6,000 and $42,000, respectively, for the three months and six months ended June 30, 2001 as compared to the same periods in 2000. The $42,000 decrease was primarily due to a $137,000 decrease in costs associated with SmartCopy, offset by a $56,000 increase in the Company’s occupancy expense, a $16,000 increase in the Company’s maintenance and repair and an $18,000 increase in the Company’s computer expenses. The decrease in costs associated with SmartCopy were primarily due to the reversal of $108,000 in equipment lease termination costs accrued at December 31, 2000 as a result of the closure of SmartCopy operations on March 31, 2001. The reversal of a portion of the costs resulted from a decision to use parts of the equipment in other areas of the Company.

Other noninterest expense increased by $101,000 and decreased by $30,000, respectively, for the three months and six months ended June 30, 2001 as compared to the same periods in 2000. The $101,000 increase from $126,000 for the three months ended June 30, 2000 to $227,000 for the same period in 2001, included a $37,000 increase in losses from savings operations, an accrual of $50,000 to write-off leasehold improvements resulting from a decision to close the Bank’s Watts branch, and $21,000 in broker fees paid on loans purchased during the quarter. The decision to close the Watts branch is part of management’s ongoing efforts to reduce noninterest expenses. The branch will close in October 2001. Watts branch deposits will be transferred to another nearby branch. Management projects annual savings resulting from the closure of the Watts branch of approximately $94,000.

The $30,000 decrease in other noninterest expenses for the six months ended June 30, 2001 as compared to the same period in 2000 is primarily due to a decline associated with unrealized losses on loans held for sale, which totaled $116,000 for the six months ended June 30, 2000, compared to zero for the same period in 2001.

Provision for Loan Losses

The provision for loan losses decreased by $45,000 and $105,000, respectively, from $90,000 and $180,000, respectively, for the three months and six months ended June 30, 2000 to $45,000 and $75,000, respectively, for the same periods in 2001.

As of June 30, 2001 the Company’s allowance for loan losses totaled $1.5 million, representing a $75,000 increase from the balance at December 31, 2000. The allowance for loan losses represents 1.07% of gross loans at June 30, 2001 compared to 1.10% at December 31, 2000. The allowance for loan losses was 194.29% of non-accrual loans at June 30, 2001, compared to 224.84% at December 31, 2000.

Total non-performing assets, consisting of non-accrual loans and real estate acquired through foreclosure (“REO”), increased by $138,000, from $632,000 at December 31, 2000 to $770,000 at June 30, 2001. The increase primarily resulted from an increase in unsecured non-accrual loans. Non-accrual loans at June 30, 2001 included three loans totaling $241,000 secured by one- to four-unit properties, one loan for $191,000 secured by a multifamily property and three unsecured loans totaling $338,000. As of June 30, 2001 the $338,000 in unsecured loans is fully reserved. As a percentage of total assets, non-performing assets were 0.44% at June 30, 2001, compared to 0.38% at December 31, 2000. The Company’s current asset quality is the result of improved loan underwriting, and aggressive collection efforts.

 

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The provision for loan losses for the quarter ended June 30, 2001 results from management’s ongoing assessment of the Company’s level of credit risk inherent in the portfolio and changes within the loan categories resulting from various factors, including new loan originations, loan repayments, prepayments and changes in asset classifications. Management will continue to monitor the allowance for loan losses and adjust the Company’s provision for loan losses based on the risks inherent in the loan portfolio.

Management believes that the allowance for loan losses is adequate to cover inherent losses in its loan portfolio as of June 30, 2001, but there can be no assurance that actual losses will not exceed the estimated amounts. In addition, the Office of Thrift Supervision and the Federal Deposit Insurance Corporation periodically review the Company’s allowance for loan losses as an integral part of their examination process. These agencies may require the Company to increase the allowance for loan losses based on their judgments of the information available to them at the time of the examination.

Interest Income

Interest income for the three months and six months ended June 30, 2001 totaled $3.3 million and $6.5 million, respectively, as compared to $3.1 million and $6.1 million, respectively, for the same periods in 2000. The increases were primarily the result of an increase in average interest earning assets of $8.2 million and $6.2 million, respectively, for the three months and six months ended June 30, 2001 as compared to the same periods in 2000. The increase in average interest earning assets during the three months and six months ended June 30, 2001 was funded by an increase in savings deposits.

Noninterest Income

Noninterest income increased by $26,000 and $64,000 for the three months and six months ended June 30, 2001, to $198,000 and $372,000, respectively, as compared to the same periods in 2000. Service charges increased by $38,000 and $59,000 for the three months and six months ended June 30, 2001, to $175,000 and $320,000, respectively, as compared to the same periods in 2000. The increases primarily resulted from higher fees earned from customers on deposit accounts, including returned check fees on checking accounts. The Company has emphasized growth in transaction accounts through its marketing during the past year.

Other income decreased by $12,000 and $1,000, respectively, for the three months and six months ended June 30, 2001, principally due to the closing of SmartCopy’s operations, offset by a gain on the sale of property owned by the Bank, which had a book value of $196,000.

Income Taxes

The Company’s effective tax rate was approximately 39% and 41%, respectively, for the three months and six months ended June 30, 2001, compared to approximately 41% for the same periods in the prior year. Broadway Federal computed income taxes by applying the statutory federal income tax rate of 34% and California income tax rate of 10.84% to earnings before income taxes.

 

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Comparison of Financial Condition at June 30, 2001 and December 31, 2000

Total assets at June 30, 2001 were $176.6 million compared to $167.9 million at December 31, 2000, representing an increase of $8.6 million. Net loans receivable (excluding loans held for sale) increased from $126.8 million at December 31, 2000 to $129.7 million at June 30, 2001 as a result of $11.1 million in new loan originations, offset by $8.1 million in principal repayments and a $75,000 of provision for loan losses. Loans held for sale at June 30, 2001 were $7.2 million as compared to $59,000 at December 31, 2000. During the period, loans originated that were classified as held-for-sale totaled $126,000, loans purchased totaled $8.0 million, principal repayments totaled $838,000 and loans sold totaled $185,000.

Total liabilities at June 30, 2001 were $162.3 million compared to $153.9 million at December 31, 2000. The $8.4 million increase was primarily attributable to an increase in deposits, offset by decrease in advances from Federal Home Loan Bank, other liabilities and advance payments by borrowers for taxes and insurance.

Total capital at June 30, 2001 was $14.2 million compared to $14.0 million at December 31, 2000. The $263,000 increase was primarily due to net earnings for the period and the allocation of ESOP shares, offset by cash dividends declared.

Liquidity, Capital Resources and Market Risk

Sources of liquidity and capital for the Company on a stand-alone basis include distributions from the Bank and borrowings such as securities sold under agreements to repurchase. Dividends and other capital distributions from the Bank are subject to regulatory restrictions.

The Bank’s primary sources of funds are Bank deposits, principal and interest payments on loans and, to a lesser extent, proceeds from the sale of loans and advances from the Federal Home Loan Bank (“FHLB”). While maturities and scheduled amortization of Bank loans are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions, and competition. Broadway Federal’s average liquidity ratio was 20.48% and 20.17%, for the three-month and six-month periods ended June 30, 2001, as compared to 11.14% and 11.52% for the same periods during 2000. The increase is due to the fact that at June 30, 2001, liquid assets, which are a component of the liquidity calculation, included $9.4 million in fed funds. At June 30, 2000 there were no fed funds included in liquid assets. The Bank’s liquidity ratio included qualifying unpledged marketable securities being held to maturity.

The Bank has other sources of liquidity in the event that a need for additional funds arises, including FHLB advances. At June 30, 2001 and December 31, 2000, FHLB advances totaled $8.3 million and $10.0 million, respectively. Broadway Federal had borrowed from the FHLB to meet its short-term loan funding needs. Other sources of liquidity include principal repayments on mortgage-backed securities.

Since December 31, 2000 there has been no material change in the Company’s interest rate sensitivity as of June 30, 2001. For a discussion on the Company’s interest rate sensitivity and market risk, see the Company’s annual report for the year ended December 31, 2000 and the notes thereto.

 

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Regulatory Capital

The OTS capital regulations include three separate minimum capital requirements for savings institutions that are subject to OTS supervision. First, the tangible capital requirement mandates that the Bank’s stockholder’s equity, less intangible assets, be at least 1.50% of adjusted total assets as defined in the capital regulations. Second, the core capital requirement currently mandates that core capital (tangible capital plus certain qualifying intangible assets) be at least 4.00% of adjusted total assets as defined in the capital regulations. Third, the risk-based capital requirement presently mandates that core capital plus supplemental capital (as defined by the OTS) be at least 8.00% of risk-weighted assets as prescribed in the capital regulations. The capital regulations assign specific risk weightings to all assets and off-balance sheet items.

Broadway Federal was in compliance with all capital requirements in effect at June 30, 2001, and meets all standards necessary to be considered “well-capitalized” under the prompt corrective action regulations adopted by the OTS pursuant to the Federal Deposit Insurance Corporation Improvement Act of 1991 (FDICIA). The following table reflects the required and actual regulatory capital ratios of Broadway Federal at the date indicated:

                               
    FIRREA   FDICIA   Actual
Regulatory Capital Ratios   Minimum   “Well-capitalized”   At June 30,
for Broadway Federal   Requirement   Requirement   2001

 
 
 
Tangible capital
  1. 50%   N/A   6. 95%
Core capital
  4. 00%   5. 00%   6. 95%
Risk-based capital
  8. 00%   10. 00%   11. 94%
Tier 1 Risk-based capital
  N/A   6. 00%   10. 91%
 

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PART II. OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

     None

Item 2. CHANGES IN SECURITIES

     None

Item 3. DEFAULTS ON SENIOR SECURITIES

     None

Item 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

    The Annual Meeting of Stockholders of the Company was held on June 20, 2001 for the following purposes:

  (a)   To elect three directors to serve until the Annual Meeting to be held in the year 2004 and or until their successors are elected and have been qualified.
 
      The Stockholders re-elected Mr. Elbert T. Hudson, Dr. Willis K. Duffy and Ms. Rosa M. Hill to serve as directors for terms of three years each. The number of votes FOR and WITHHELD for each of the directors is detailed below:

         
Mr. Elbert T. Hudson
       
For
    605,894  
Withheld
    33,496  
 
Dr. Willis K. Duffy
       
For
    605,894  
Withheld
    33,496  
 
Ms. Rosa Hill
       
For
    605,894  
Withheld
    33,496  

  (b)   To ratify the appointment of KPMG LLP as the Company’s independent auditors for 2001.
 
      The Stockholders ratified the appointment of KPMG LLP as the Company’s independent auditors based upon total votes FOR of 625,412, votes of 108 AGAINST and 13,870 ABSTENTIONS.

 

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Item 5. OTHER INFORMATION

     None

Item 6. EXHIBITS AND REPORTS ON FORM 8-K

     None

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.

     
  BROADWAY FINANCIAL CORPORATION
     
     
Date: August 11, 2001 By: /s/ PAUL C. HUDSON
   
  Paul C. Hudson
  President and Chief Executive Officer
     
     
  By: /s/ BOB ADKINS
   
  Bob Adkins
  Chief Financial Officer

 

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