-----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, UT7fT8qSXfqs9N6Te4wn673U532ljr2gGD46kd6ThrzXpbPfa9DjnsMnaTyx4gli YlcKQfm+1SE77YrF5931hA== 0000943374-04-000711.txt : 20040804 0000943374-04-000711.hdr.sgml : 20040804 20040804151300 ACCESSION NUMBER: 0000943374-04-000711 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040803 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040804 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLASSIC BANCSHARES INC CENTRAL INDEX KEY: 0001001627 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 611289391 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27170 FILM NUMBER: 04951446 BUSINESS ADDRESS: STREET 1: 344 17TH ST STREET 2: P O BOX 1527 CITY: ASHLAND STATE: KY ZIP: 41101-1527 BUSINESS PHONE: 6063254789 MAIL ADDRESS: STREET 1: P O BOX 1527 CITY: ASHLAND STATE: KY ZIP: 41105-1527 8-K 1 form8k080304.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 3, 2004 -------------- CLASSIC BANCSHARES, INC. ------------------------ (Exact Name of Registrant as Specified in its Charter) Delaware 0-27170 61-1289391 - -------------------------------- ------------------ ---------- (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporation) Identification No.) 344 17th Street, Ashland, Kentucky 41101 - ---------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (606) 326-2801 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) Item 7. Financial Statements and Exhibits --------------------------------- (a) Financial Statements of businesses acquired. Not Applicable. (b) Pro forma financial information. Not Applicable. (c) Exhibits. The following Exhibit is attached as part of this report: 99.1 Press Release of Classic Bancshares, Inc. dated August 3, 2004 Item 12. Results of Operations and Financial Condition --------------------------------------------- On August 3, 2004, Classic Bancshares, Inc. issued a press release relating to its earnings for the three months ended June 30, 2004. The press release is attached as Exhibit 99.1 to this report. 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, hereunto duly authorized. CLASSIC BANCSHARES, INC. DATE: August 3, 2004 By: /s/ Lisah M. Frazier ----------------------------------- Lisah M. Frazier, Chief Operating Officer and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description ---------- ----------- 99.1 Press Release of Classic Bancshares, Inc. dated August 3, 2004 EX-99.1 2 form8k080304ex991.txt EXHIBIT 99.1 FOR IMMEDIATE RELEASE - --------------------- For Additional Information Contact: David B. Barbour, President and Chief Executive Officer Lisah M. Frazier, Chief Operating Officer and Chief Financial Officer (606) 326-2800 Fax (606) 326-2801 www.classicbank.com CLASSIC BANCSHARES, INC. REPORTS FISCAL 2005 FIRST QUARTER EARNINGS AND ANNOUNCES AN INCREASE IN THE CASH DIVIDEND Ashland, Kentucky, -- August 3, 2004 -- Classic Bancshares, Inc. (NASDAQ - CLAS) reported net income of $1.1 million, or $.68 per diluted share for the three months ended June 30, 2004 compared to net income of $745,000, or $.57 per diluted share for the three months ended June 30, 2003. The Company's assets decreased approximately $5.8 million from $341.8 million at March 31, 2004 to $336.0 million at June 30, 2004. Assets decreased primarily due to a decrease in investment securities of $4.8 million and a decrease in loans of $1.5 million. Securities decreased as a result of maturities, calls and principal repayments during the period and a decline in the market value of these available for sale securities. Management was reluctant to replace these securities based on its expectation of an increase in interest rates. Loans decreased due to the payout of some large commercial credits and also a slowing of loan demand within the Company's market area. Deposits decreased approximately $2.1 million due to outflow of deposits in the normal course of business and FHLB borrowings also decreased approximately $4.6 million. Total non-performing assets represented .8% of total assets at June 30, 2004 compared to .7% at March 31, 2004. The Company recorded a provision for loan losses of $135,000 for the three-month period and had net charge-offs of $132,000 for the three-month period resulting in an allowance for loan losses of $2.2 million at June 30, 2004. The allowance at June 30, 2004 was equal to 112% of total non-performing loans and .9% of total loans receivable. "We are pleased to continue to report double digit growth in earnings per share despite uncertain economic conditions both regionally and nationally," commented President and Chief Executive Officer David B. Barbour. "Our earnings per share growth of 17% is reflective of our effort to maintain net interest margins while keeping non-interest expenses at levels below our peers." Lisah M. Frazier, Chief Operating and Chief Financial Officer added, "In view of our continued earnings growth, the Board of Directors has elected to increase the dividend from the current rate of $.08 per quarter to $.10 per quarter payable to shareholders of record on August 10, 2004, representing a 25% increase." The dividend is payable on August 24, 2004. Net interest income increased for the first quarter of the fiscal year. Net interest income increased $778,000 for the three months ended June 30, 2004 compared to the same period in 2003. The increase in net interest income was due to an increase in average interest-earning assets. This increase was due primarily to the acquisition of First Federal completed in June 2003. Non-interest income increased $109,000 for the three months ended June 30, 2004 compared to the same period in 2003. Non-interest income increased primarily due to an increase in fees and service charges on deposit accounts as a result of a larger deposit base. Non-interest expense increased approximately $303,000 for the three months ended June 30, 2004 as compared to the three months ended June 30, 2003. The increase in non-interest expenses was due primarily to an increase in salaries and employee benefits and an increase in occupancy and equipment expense. These expenses increased primarily due to the acquisition of First Federal completed in June 2003. Non-interest expenses also increased due to an increase in professional fees resulting primarily from the Company's efforts to upgrade its corporate governance and comply with new regulatory requirements. Classic Bancshares, Inc. is headquartered in Ashland, Kentucky and has one subsidiary, Classic Bank. Classic Bank operates at 344 Seventeenth Street, Ashland, Kentucky with nine branch offices located in Boyd, Carter, Greenup and Johnson counties in Kentucky and Lawrence County, Ohio. When used in this press release, the words or phrases "should result," "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties, including changes in economic conditions in the Company's market area including unemployment levels and plant closings, real estate values in the Company's market area, changes in policies by regulatory agencies, fluctuations in interest rates and demand for loans in the Company's market area and competition, and the Company's ability to recruit additional managers to sustain its growth and difficulties in integrating the operations of merged companies into Classic's that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake-and specifically declines any obligation-to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. SELECTED FINANCIAL DATA The following table sets forth selected financial data of Classic Bancshares, Inc. as of June 30, 2004 and March 31, 2004 and for the three months ended June 30, 2004 and 2003.
June 30, March 31, 2004 2004 ---- ---- (In thousands) Cash and other interest bearing deposits with other financial institutions $ 10,098 $ 9,213 Securities available for sale 46,122 50,916 Loans receivable, net 255,961 257,455 Goodwill & other intangibles 8,465 8,798 Other assets 15,329 15,383 -------- -------- Total assets $335,975 $341,765 ======== ======== Deposits $258,183 $260,241 Securities sold under agreement to repurchase 11,541 9,168 FHLB advances 29,580 34,218 Other liabilities 1,757 2,911 -------- -------- Total liabilities 301,061 306,538 Stockholders' equity 34,914 35,227 -------- -------- Total liabilities and stockholders' equity $335,975 $341,765 ======== ========
Three Months Ended June 30, -------- (In thousands, except per share amounts) 2004 2003 ---- ---- Total interest income $ 4,528 $ 3,658 Total interest expense 1,298 1,206 ------- -------- Net interest income 3,230 2,452 Provision for loan losses 135 46 ------- -------- Net interest income after provision for loan losses 3,095 2,406 ------- -------- Fees and service charges 517 399 Gain on sale of securities 17 --- Other noninterest income 71 97 -------- -------- Total noninterest income 605 496 Total noninterest expense 2,181 1,878 -------- -------- Income before income taxes 1,519 1,024 Income tax expense 467 279 -------- -------- Net income $ 1,052 $ 745 ======== ======== Basic earnings per share(1) $0.75 $0.63 Fully diluted earnings per share(1) $0.68 $0.57
At or for the Three Months Ended June 30, -------- 2004 2003 ---- ---- Return on average assets (ratio of annualized net income to total average assets) 1.3% 1.2% Return on average equity (ratio of annualized net income to total average equity) 12.1 11.1 Net interest margin(2) (Federal Tax Equivalent) 4.3 4.5 Non-performing assets to total assets 0.8 0.8 Allowance for loan losses to non-performing loans 112.2 119.1 Allowance for loan losses to loans receivable, net 0.9 1.2 Non-interest expenses/ Total revenues(3) 55.5 61.4 Book value per share(1) $24.81 $22.11 Tangible book value per share(1) $18.80 $15.94 Total shares outstanding(1) 1,407,183 1,467,566 Total weighted avg. shares outstanding for diluted EPS 1,556,468 1,297,383 Number of full service offices 10 10 Number of ATM locations 21 23 - -------------------------------------------------- (1) - Amounts were adjusted for all periods presented to reflect the 10% stock dividend paid on November 17, 2003. (2) - Net interest income (Federal Tax Equivalent) annualized divided by average earning assets. (3) - Total revenues=Net interest income (Federal Tax Equivalent) + non-interest income.
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