-----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, RYL6vTOZZgUMwyln5gYI5M0OyQwbpH+ECFnYC5rU5ndXyAxl7bgPDSH0CPg4Fa9Q ak5CSYgJJ15RzKeuOfp/bQ== 0000914317-03-000250.txt : 20030124 0000914317-03-000250.hdr.sgml : 20030124 20030124165714 ACCESSION NUMBER: 0000914317-03-000250 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030124 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUSSEX BANCORP CENTRAL INDEX KEY: 0001028954 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 223475473 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12569 FILM NUMBER: 03524489 BUSINESS ADDRESS: STREET 1: 399 RTE 23 CITY: FRANKLIN STATE: NJ ZIP: 07416 BUSINESS PHONE: 9738272914 MAIL ADDRESS: STREET 1: 399 RTE 23 CITY: FRANKLIN STATE: NJ ZIP: 07416 8-K 1 form8ksussex49027.txt 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) January 23, 2003 SUSSEX BANCORP -------------- (Exact name of registrant as specified in its charter) New Jersey 0-29030 22-3475473 ---------- ------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 399 Route 23 Franklin, New Jersey 07416 -------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (973) 827-2914 ------------- - ----------------------------------------------------------------------------- Item 5. Other events. ------------- The Registrant issued a press release on January 23, 2003 announcing results for the year ended December 31, 2002 and issued a press release announcing the promotion of Sussex Bank executive officers. Item 7. Exhibits. --------- The following exhibit is filed with this Current Report on Form 8-K. Exhibit No. Description ----------- ----------- 99(a) Press release announcing results for the year ended December 31, 2002 and declaration of cash dividend. 99(b) Press release announcing the promotion of Sussex Bank executive officers. 2 SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, Sussex Bancorp, has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SUSSEX BANCORP -------------- (Registrant) Dated: January 24, 2003 By: /s/ Candace A. Leatham ---------------------- CANDACE A. LEATHAM Chief Financial Officer 3 EXHIBIT INDEX ------------- CURRENT REPORT ON FORM 8-K -------------------------- Exhibit No. Description Page No. - ----------- ----------- -------- 99(a) Press release announcing results for the 5-6 year ended December 31, 2002 and declaration of cash dividend. 99(b) Press release announcing the promotion 7 of Sussex Bank executive officers. 4 EX-99.1 3 exhibit99-1.txt EXHIBIT 99(a) - ------------- Press Release - ------------- Sussex Bancorp Contact: Candace Leatham 399 Route 23 Senior VP/Treasurer Franklin, NJ 07416 (973) 827-2914 SUSSEX BANCORP ANNOUNCES HIGHER EARNINGS; NET INCOME INCREASES 45%; ASSETS INCREASED TO $226 MILLION Franklin, NJ, January 23, 2003-Sussex Bancorp (AMEX "SBB") announced net income of $1,156,000 for the year ended December 31, 2002, compared to net income of $795,000 for the prior year, an increase of 45.4%. Basic and diluted earnings per share for the year ended December 31, 2002 were $.69 and $.67, respectively, compared to basic and diluted earnings per share of $.48 and $.46, respectively, for the year ended December 31, 2001. Basic earnings per share increased by 43.7% and diluted earnings per share increased by 45.6% year over year. Weighted average number of basic shares outstanding was 1,663,170 for 2002 and 1,643,258 for 2001. Weighted average number of diluted shares was 1,734,023 for 2002 and 1,664,859 for 2001. Donald L. Kovach, the Company's Chairman and CEO, stated: " I am very pleased with our 2002 performance. Although the current low rate environment has meant a high level of loan refinancings, we have successfully managed our interest expense to benefit from lower rates. Our acquisition of Tri-State Insurance has also continued to pay dividends and diversify our income away from net interest margin." The Company's total interest income decreased to $10,860,000 for the year ended December 31, 2002 from $11,589,000 for the same period last year, reflecting a decrease in the rate earned on assets as the Company's earning assets continued to reprice to lower current market rates. The decrease in interest income was more than offset by a reduction in interest expense. The Company's interest expense decreased to $3,536,000 for the year ended December 31, 2002 from $5,688,000 for the same period last year. Despite the reduction in interest expense, the Company's total deposits increased to $189.9 million at December 31, 2002 from $178.6 million at December 31, 2001. For the year ended December 31, 2002, the Company's non-interest income increased by $1,664,000 or 102.2%, to $3,292,000 from $1,628,000. The increase in non-interest income reflects the contribution of Tri-State Insurance Agency, Inc., which the Company acquired on October 1, 2001. Tri-State produced $1,689,000 in commission revenue for the year ended December 31, 2002, its first full year of operations as an indirect subsidiary of the Company. The loan loss provision for the year ended December 31, 2002 increased to $300,000 from $252,000 for the same period last year. The Company's total non-interest expense increased by $2,469,000, reflecting an additional $1,523,000 in non-interest expense from the operation of Tri-State and other increases associated with the Company's continued growth. At December 31, 2002 the Company had total assets of $226 million, compared to total assets of $203 million at December 31, 2001. 5 The Company's total stockholders' equity at December 31, 2002 was $13,680,000. The Company maintained regulatory capital ratios of 11.77 % for Tier 1 capital to risk weighted assets, and 6.66% for its leverage ratio. Sussex Bancorp also announced that its Board of Directors declared a cash dividend of $.07 per share, payable on February 24, 2003 to shareholders of record as of February 3, 2003. The Company has recently expanded its insurance operations, as its Tri-State Insurance Agency subsidiary acquired the Sussex County based Garrera Insurance Agency, adding carriers and products to its existing offerings. Mr. Joseph E Garrera, the principal of the Garrera Agency, has joined Tri-State. Sussex Bancorp is the holding company of the Sussex Bank, which operates through its main office in Franklin, New Jersey and branch offices in Andover, Augusta, Newton, Montague, Sparta, Vernon and Wantage, New Jersey. The Bank owns Tri-State Insurance Agency, Inc., a full service insurance agency located in Augusta, New Jersey. 6 EX-99.2 4 exhibit99-2.txt Exhibit 99(b) - ------------- Press Release - ------------- Contact: Donald L. Kovach, Chairman, President & CEO (973) 827-2914, Ext. 161 SUSSEX BANCORP ANNOUNCES PROMOTION OF SUSSEX BANK EXECUTIVES FRANKLIN, NEW JERSEY -- Sussex Bancorp (AMEX: "SBB") Chairman, President and Chief Executive Officer Donald L. Kovach announced today the promotion of several executive officers of the Company's Sussex Bank subsidiary. Mr. Terry Thompson, the Executive Vice President and Chief Operating Officer of the Bank, has been promoted to President of the Bank. He will remain the Bank's Chief Operating Officer, and will remain an Executive Vice President of Sussex Bancorp. In addition, Candace Leatham, a Senior Vice President and Treasurer of the Bank, has been promoted to Executive Vice President. She will remain Treasurer and Compliance Officer of both the Bank and Sussex Bancorp, and will continue to be responsible for balance sheet and investment portfolio management, Federal and state compliance and external reporting. Mr. Kovach stated: "These promotions reflect the increased size and complexity of Sussex Bank, as we have continued to grow our core banking franchise and expand into other lines of business, such as insurance. Terry's increase duties as Chief Operating Officer merited his promotion to President. The promotion of Ms. Leatham, who joined our Bank in 1982, also reflects an increase in the requirements and complexity of her position, as well as her long standing excellent service to the Bank." Mr. Kovach will remain as Chairman and CEO of the Bank, and Chairman, CEO and President of Sussex Bancorp. Mr. Kovach will focus on expanding the Company's lines of business and fee based income as part of implementing the Company's strategic plan. Since 2001, the Company has acquired Tri-State Insurance Agency, Inc and the Garrera Agency, two full service insurance agencies, as part of its strategy of increasing its non-interest income. Mr. Thompson has been a senior executive officer with Sussex Bancorp and Sussex Bank since 1994. He has over 32 years experience in the banking industry, all in New Jersey. Prior to joining Sussex, he was a Senior Vice President at Summit Bancorp. Ms. Leatham has been with the Bank since 1982 and has over 29 years experience in the banking industry. Previously, she was with Garden State National Bank. Sussex Bancorp is parent of Sussex Bank and Tri-State Insurance Agency, Inc. The Bank operates through its main office in Franklin, New Jersey and seven branches, all in Sussex County, New Jersey. Tri-State is a full service insurance agency. For the fiscal year just ended, the Company reported basic earnings per share of $.69, an increase of 43.7% over basic earnings per share for the prior year, and total year-end assets of $226 million, an increase of $23 million over prior year-end assets. 7 -----END PRIVACY-ENHANCED MESSAGE-----