-----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, Bes/CnZpyRrbLmyCWG/rdJmZIA4dBYKZWqI+MfmeqYcd0JHrsOKU+pEzIGayeuYt W0BihOUvfGSdT7/oM6zLpw== 0000950156-04-000115.txt : 20040430 0000950156-04-000115.hdr.sgml : 20040430 20040430135045 ACCESSION NUMBER: 0000950156-04-000115 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040427 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHWAY FINANCIAL INC CENTRAL INDEX KEY: 0001041753 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 043368379 STATE OF INCORPORATION: NH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23129-33 FILM NUMBER: 04768860 BUSINESS ADDRESS: STREET 1: 9 MAIN ST CITY: BERLIN STATE: NH ZIP: 03750 BUSINESS PHONE: 6037521171 MAIL ADDRESS: STREET 1: 9 MAIN ST CITY: BERLIN STATE: NH ZIP: 03750 8-K 1 d60953.txt NORTHWAY FINANCIAL INC. =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 27, 2004 Commission File Number 000-23129 NORTHWAY FINANCIAL, INC ----------------------- (Exact name of registrant as specified in its charter) New Hampshire 04-3368579 ------------- ---------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 9 Main Street Berlin, New Hampshire 03570 ---------------------------------------------------------- Address of principal executive offices (Zip Code) (603) 752-1171 ---------------------------- (Registrant's telephone number, including area code) No Change --------- (Former name, former address and former fiscal year, if changed since last year) Item 7: Financial Statements and Exhibits. (a) Financial Statements of Business Acquired. Not applicable (b) Pro Forma Financial Information. Not applicable (c) Exhibits. 99.1 Northway Financial, Inc. press release dated April 27, 2004 Item 12. Results of Operations and Financial Condition. On April 27, 2004, Northway Financial, Inc. issued a press release announcing its financial results for the first quarter of 2004. The full text of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NORTHWAY FINANCIAL, INC. By: \S\Richard P. Orsillo -------------------------------------- Richard P. Orsillo Senior Vice President and Chief Financial Officer Date: April 27, 2004 EXHIBIT INDEX Exhibit No. Description 99.1 Press Release issued by Northway Financial, Inc. dated April 27, 2004. EX-99.1 2 ex99-1.txt PRESS RELEASE DATED 4-27-04 Exhibit 99.1 NORTHWAY FINANCIAL, INC. 9 Main Street Berlin, New Hampshire 03570 Contact: Richard P. Orsillo Senior Vice President and Chief Financial Officer 603-752-1171 FOR IMMEDIATE RELEASE NORTHWAY FINANCIAL, INC. ANNOUNCES FIRST QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND Berlin, NH, April 27, 2004...Northway Financial, Inc. (the "Company") (NASDAQ: NWFI) reported net income for the quarter ended March 31, 2004 of $729,000, or $0.49 per share, compared to $811,000, or $0.54 per share, for the same quarter in 2003, a decrease of $82,000. Commenting on the first quarter results, William J. Woodward, President and Chief Executive Officer of the Company stated: "The current interest rate environment negatively impacted our net interest income; however, market conditions for investment securities did provide us with several opportunities to capitalize on some security gains. We continue to make progress on initiatives designed to improve our noninterest income by expanding and improving the products and services we offer our customers. Three experienced investment advisors recently were added to our staff in conjunction with the expansion of our product line to include mutual funds, managed accounts, and annuities. These new products enlarge the menu of product choices for our customers, and are expected to provide an additional source of noninterest income for the Company." The Company declared a quarterly dividend on April 27, 2004 of $0.17 per share payable May 12, 2004 to shareholders of record on May 7, 2004. Net interest and dividend income for the first quarter of 2004 was $5,544,000 compared to $5,800,000 for the first quarter of 2003, a decrease of $256,000. The provision for loan losses for the first quarter of 2004 decreased $75,000 to $150,000, compared to $225,000 for the first quarter of the previous year. Net securities gains for the quarter increased $261,000 to $459,000, compared to $198,000 for the same period last year. Other noninterest income for the quarter decreased $15,000 to $837,000 compared to $852,000 for the same period last year. There was no write-down of equity securities for the first quarter of 2004 compared to a write-down of $78,000 for the same period last year. Other operating expense was $5,608,000 for the quarter, compared to $5,269,000 for the same period last year, an increase of $339,000. At March 31, 2004, Northway Financial had total assets of $627,336,000 compared to $590,642,000 at March 31, 2003, an increase of $36,694,000. Loans, including loans held-for-sale, at March 31, 2004 increased $15,523,000 to $475,132,000, compared to March 31, 2003. Investments, including federal funds sold, increased $25,693,000 to $103,804,000. Total deposits were $450,368,000 at March 31, 2004, a decrease of $6,519,000 compared to March 31, 2003. Total borrowings increased $29,559,000 to $114,821,000. Total equity increased $3,575,000 to $48,360,000. Northway Financial, Inc., headquartered in Berlin, New Hampshire, is a multi-bank holding company. Through its subsidiary banks, The Berlin City Bank and The Pemigewasset National Bank of Plymouth, New Hampshire, the Company offers a broad range of financial products and services to individuals, businesses and the public sector from its full service banking offices. Certain statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can be identified by the use of the words "expect," "believe," "estimate," "will" and other expressions which predict or indicate future trends and which do not relate to historical matters. Forward-looking statements may include, but are not limited to, expectations for impact of new products on noninterest income and expense, projections of revenue, income or loss, and plans related to products or services of the Company and its subsidiaries. Such forward-looking statements are subject to known and unknown risks, uncertainties and contingencies, many of which are beyond the control of the Company. The Company's actual results could differ materially from those projected in the forward-looking statements as the result of, among other factors, changes in interest rates, changes in the securities or financial markets, a deterioration in general economic conditions on a national basis or in the local markets in which the Company operates, including changes in local business conditions resulting in rising unemployment and other circumstances which adversely affect borrowers' ability to service and repay our loans, changes in loan defaults and charge-off rates, reduction in deposit levels necessitating increased borrowing to fund loans and investments, the passing of adverse government regulation, and changes in assumptions used in making such forward-looking statements. These forward-looking statements were based on information, plans and estimates at the date of this press release, and the Company does not promise to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes. Northway Financial, Inc. ------------------------ Selected Consolidated Financial Data (Unaudited) (In thousands, except for ratios and per share amounts) Period end balance sheet data: March 31, 2004 2003 Total assets $ 627,336 $ 590,642 Loans, net (1) 475,132 459,609 Investments (2) 103,804 78,111 Deposits 450,368 456,887 Borrowings 114,821 85,262 Stockholders' equity 48,360 44,785 Book value per share $ 32.25 $ 29.73 Tangible book value per share (3) 22.80 19.68 Leverage ratio 7.59% 6.79% Shares outstanding 1,499,574 1,506,574 For the Three Months Ended March 31, Operating results: 2004 2003 Net interest income $ 5,544 $ 5,800 Securities gains, net 459 198 Other noninterest income 837 852 Loan loss provision 150 225 Write-down of equity securities -- 78 Other operating expense 5,608 5,269 Income before tax 1,082 1,278 Income tax expense 353 467 Net income $ 729 $ 811 Earnings per share $ 0.49 $ 0.54 Return on average assets 0.49% 0.56% Return on average equity 6.05% 7.35% (1) Net of unearned income and the allowance for loan losses. Includes loans held-for-sale. (2) Includes federal funds sold, Federal Home Loan Bank stock, Federal Reserve Bank stock and investment securities available-for-sale. (3) Includes a deduction of $14,174 and $15,129 for goodwill, core deposit intangible and mortgage servicing assets for 2004 and 2003, respectively. -----END PRIVACY-ENHANCED MESSAGE-----