-----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, No/fFT0XPyxXUXhaTFzH1L3+8eLu+13i5dQg3YPwbdYAI+iGPE0wIPBx2a2iai+g OzO9p5jaGOoIQiLgFqBTCQ== 0000950124-04-004979.txt : 20041021 0000950124-04-004979.hdr.sgml : 20041021 20041021111147 ACCESSION NUMBER: 0000950124-04-004979 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041019 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041021 DATE AS OF CHANGE: 20041021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNITY SHORES BANK CORP CENTRAL INDEX KEY: 0001070523 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 383423227 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-63769 FILM NUMBER: 041088969 BUSINESS ADDRESS: STREET 1: 1838 RUDDIMAN DR CITY: NORTH MUSKEGON STATE: MI ZIP: 49445 BUSINESS PHONE: 2317801800 MAIL ADDRESS: STREET 1: 1838 RUDDIMAN DR CITY: NORTH MUSKEGON STATE: MI ZIP: 49445 8-K 1 k88922e8vk.txt CURRENT REPORT, DATED OCTOBER 19, 2004 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): OCTOBER 19, 2004 -------------------- COMMUNITY SHORES BANK CORPORATION (Exact name of registrant as specified in its charter) MICHIGAN 333-63769 38-3423227 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification Number) 1030 W. NORTON AVENUE, MUSKEGON, MICHIGAN 49441 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 231-780-1800 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2 (b)) [ ] Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. Earnings Release. On October 19, 2004, Community Shores Bank Corporation issued a press release reporting earnings and other financial results for its third quarter of 2004, which ended September 30, 2004. A copy of the press release is attached as Exhibit 99.1. The information in this Current Report on Form 8-K, including Exhibit 99.1, shall be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit Number Description 99.1 Press release of Community Shores Bank Corporation reporting earnings and other financial results for the third quarter of 2004 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. COMMUNITY SHORES BANK CORPORATION By: /s/ Tracey A. Welsh ------------------------------------ Tracey A. Welsh Senior Vice President, Treasurer and Chief Financial Officer Date: October 21, 2004 EXHIBIT INDEX Exhibit Number Description 99.1 Press release of Community Shores Bank Corporation reporting earnings and other financial results for the third quarter of 2004 EX-99.1 2 k88922exv99w1.txt PRESS RELEASE EXHIBIT 99.1 [COMMUNITY SHORES BANK CORPORATION LOGO] COMMUNITY SHORES REPORTS THIRD QUARTER NET INCOME OF $170,000 MUSKEGON, Mich., October 19 -- Community Shores Bank Corporation (OTC Bulletin Board: CSHB), Muskegon's only locally-headquartered independent community banking organization, today reported third quarter 2004 net income of $170,046 compared with $183,071 earned in the third quarter of 2003. Diluted earnings per share were $0.12, compared with $0.13 for the year-ago quarter. Per share results were impacted by a 2.3% increase in average shares outstanding to 1,465,139. For the first nine months of 2004, net income was $493,411 compared with $831,217 for the prior-year period. Earnings for the 2003 period included a tax benefit of $327,184 taken for the effect of prior losses accumulated during the first seven quarters of Community Shores' operations. Pre-tax income was $749,340, an 11.8% increase over the $670,252 for the first nine months of 2003. Diluted earnings per share were $0.34 compared with $0.59 for the year-ago period. Per share results were affected by the tax benefit and a 4.4% increase in average shares outstanding to 1,465,171. Jose A. Infante, Chairman, President and CEO, stated, "We are pleased to report solid revenue gains derived from strong loan growth and a well-managed balance sheet. Our local economy continues to improve, although borrowers have remained cautious. We are pleased with our continued success controlling non-interest expense even as we leverage opportunities to grow our business. Total revenue, consisting of net interest income and non-interest income, was $1.9 million for the third quarter of 2004, an increase of 7.4% over the third quarter of 2003. Net interest income increased 9.4% to $1.6 million, reflecting a 24 basis point increase in the net interest margin to 3.64%, and a 2.4% increase in average earning assets. Mr. Infante continued, "Our shift over the last year to a higher-yielding earning asset mix, coupled with recent increases in the federal funds rate, have had a favorable impact on our margin. Our commercially-driven, asset-sensitive balance sheet positions us for further margin improvement as a more favorable rate environment continues to emerge." Non-interest income for the 2004 third quarter was $235,393 compared with $246,271 for the year-ago quarter, a decline of 4.6%. The Company experienced strong growth in service charges on deposit accounts, up 11.9%, and other income, up 18.3%, compared with last year's third quarter. However, these improvements were offset by lower mortgage-related fees. Non-interest expense totaled $1.4 million for the third quarter of 2004, 4.3% higher than the third quarter of 2003. Salaries and employee benefits rose $33,242, or 4.3%, accounting for the largest dollar increase; the increase reflected the addition of three FTE employees. The efficiency ratio for the third quarter of 2004 improved to 76.53% from 78.81% for the year-ago quarter. At September 30, 2004, assets were $203.4 million compared with $183.2 million twelve months ago, an increase of 11.0%. Loans held for investment grew 12.8% during the past twelve months, or $18.7 million, to $164.9 million. Loan growth was funded by a 19.1%, or $27.1 million, increase in deposits. Mr. Infante commented, "Asset quality remains strong. Our efforts have been directed toward the clean-up of problem assets, with $204,000 charged off this quarter." Past-due and non-accrual loans now stand at 0.43% of loans at September 30, 2004, down from 0.77% of total loans twelve months ago and from 0.60% of loans for the linked quarter. Annualized net charge-offs for the third quarter of 2004 were $204,000, or 0.50% of average loans, compared with $167,000, or 0.45%, for the year-ago quarter. Year-to-date, however, net charge-offs totaled $279,000, a decline of 32.2% from prior-year nine-month charge-offs of $424,000. The allowance for loan and lease losses was 1.24% of total loans at September 30, 2004. Shareholders' equity totaled $13.1 million at September 30, 2004, up $719 thousand from twelve months ago. Community Shores remains a "well- capitalized" institution; Tier I capital was 6.99% for the quarter-end compared with 6.71% twelve months ago. Shares outstanding at period-end were 1,430,000. About the Company With $203 million in assets, Community Shores Bank Corporation is the only independent community banking organization headquartered in Muskegon. The Company serves businesses and consumers in the western Michigan counties of Muskegon and Ottawa from three branch offices. Community Shores Bank opened for business in January, 1999, and has achieved sixteen consecutive quarters of profitability. Forward Looking Statement This news release contains comments or information that constitute forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995) that are based on current expectations that involve a number of risks and uncertainties. Actual results may differ materially from the results expressed in forward-looking statements. Factors that might cause such a difference include changes in interest rates and interest rate relationships; demand for products and services; the degree of competition by traditional and non-traditional competitors; changes in banking regulation; changes in tax laws; changes in prices, levies, and assessments; the impact of technological advances; governmental and regulatory policy changes; the outcomes of contingencies; trends in customer behavior as well as their ability to repay loans; changes in the national and local economy; and other factors, including risk factors, referred to from time to time in filings made by Community Shores with the Securities and Exchange Commission. Community Shores undertakes no obligation to update or clarify forward-looking statements, whether as a result of new information, future events or otherwise. CONTACT: Jose A. Infante, Chairman, President and CEO, +1-231-780-1800, or jinfante@communityshores.com, or Tracey Welsh, Senior Vice President and CFO, +1-231-780-1847, or twelsh@communityshores.com, both of Community Shores Bank Corporation; Media, Linda Margolin of Margolin & Associates, Inc., +1-216-765-0953, or Lmm@margolinIR.com/ COMMUNITY SHORES CORPORATION CONSOLIDATED FINANCIAL HIGHLIGHTS
QUARTERLY ---------------------------------------------------------------- 2004 2004 2004 2003 2003 (dollars in thousands except per share data) 3RD QTR 2ND QTR 1ST QTR 4TH QTR 3RD QTR ------------ ------------ ------------ ----------- ----------- EARNINGS Net interest income 1,646 1,497 1,506 1,473 1,505 Provision for loan and lease losses 182 158 57 38 94 Noninterest income 235 272 219 260 246 Noninterest expense 1,440 1,372 1,416 1,344 1,380 Pre tax income 259 239 251 351 277 Net Income 170 154 169 233 183 Basic earnings per share 0.12 0.11 0.12 0.16 0.13 Diluted earnings per share 0.12 0.11 0.12 0.16 0.13 Average shares outstanding 1,430,000 1,430,000 1,430,000 1,430,000 1,430,000 Average diluted shares outstanding 1,465,139 1,467,309 1,462,778 1,435,362 1,431,804 PERFORMANCE RATIOS Return on average assets 0.36% 0.32% 0.35% 0.51% 0.40% Return on average common equity 5.25% 4.75% 5.26% 7.43% 5.91% Net interest margin 3.64% 3.29% 3.31% 3.38% 3.40% Efficiency ratio 76.53% 78.02% 81.31% 77.58% 78.81% Full-time equivalent employees 53 51 50 50 50 CAPITAL Average equity to average assets 6.91% 6.79% 6.75% 6.92% 6.71% Tier 1 capital ratio to average assets 6.99% 6.78% 6.71% 6.96% 6.71% Book value per share $ 9.18 $ 8.93 $ 9.02 $ 8.84 $ 8.68 ASSET QUALITY Gross loan charge-offs 210 13 86 72 178 Net loan charge-offs 204 8 67 42 167 Net loan charge-offs to avg loans (annualized) 0.50% 0.02% 0.17% 0.11% 0.45% Allowance for loan and lease losses 2,046 2,067 1,917 1,928 1,932 Allowance for losses to total loans 1.24% 1.29% 1.22% 1.29% 1.32% Past due and nonaccrual loans (90 days) 716 960 739 960 1,126 Past due and nonaccrual loans to total loans 0.43% 0.60% 0.47% 0.64% 0.77% Other real estate and repossessed assets 559 433 429 473 304 END OF PERIOD BALANCES Loans 164,894 160,774 156,696 149,950 146,169 Total earning assets 185,487 177,604 180,916 176,488 173,794 Total assets 203,373 184,437 201,239 184,104 183,185 Deposits 168,907 152,465 169,588 150,167 141,797 Shareholders' equity 13,128 12,765 12,902 12,636 12,408 AVERAGE BALANCES Loans 164,041 159,753 155,275 147,825 149,460 Total earning assets 181,099 178,186 181,801 174,172 176,895 Total assets 187,649 190,818 190,552 181,304 184,700 Deposits 151,508 158,991 158,264 142,310 144,512 Shareholders' equity 12,959 12,955 12,857 12,540 12,392
COMMUNITY SHORES BANK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS THREE MONTHS NINE MONTHS NINE MONTHS ENDED ENDED ENDED ENDED 09/30/04 09/30/03 09/30/04 09/30/03 -------------- ------------- ------------ ------------ INTEREST AND DIVIDEND INCOME Loans, including fees $ 2,451,752 $ 2,283,122 $ 7,053,402 $ 6,893,526 Securities (including FHLB dividends) 153,639 201,639 453,946 674,942 Federal funds sold and other interest income 626 780 25,920 19,706 ----------- ----------- ----------- ----------- Total interest income 2,606,017 2,485,541 7,533,268 7,588,174 INTEREST EXPENSE Deposits 784,030 803,792 2,410,341 2,591,671 Repurchase agreements and federal funds purchased and other debt 48,617 46,990 102,915 181,092 Federal Home Loan Bank advances and notes payable 127,327 129,707 371,168 392,134 ----------- ----------- ----------- ----------- Total interest expense 959,974 980,489 2,884,424 3,164,897 NET INTEREST INCOME 1,646,043 1,505,052 4,648,844 4,423,277 Provision for loan losses 182,374 94,347 397,648 456,337 ----------- ----------- ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,463,669 1,410,705 4,251,196 3,966,940 Noninterest income Service charges on deposit accounts 160,392 143,334 487,611 418,852 Mortgage loan referral fees 10,977 13,432 46,556 25,818 Gain on sale of loans 7,141 41,410 21,729 158,088 Gain (loss) on disposition of securities 0 0 (6,600) 62,681 Other 56,883 48,095 176,871 162,864 ----------- ----------- ----------- ----------- Total noninterest income 235,393 246,271 726,167 828,303 Noninterest expense Salaries and employee benefits 801,130 767,888 2,372,080 2,289,675 Occupancy 74,931 71,117 229,581 221,570 Furniture and equipment 91,039 111,867 273,489 339,399 Advertising 5,622 14,768 44,803 55,037 Data Processing 75,622 74,228 231,770 221,872 Professional services 124,049 79,106 337,179 224,909 Other 267,496 261,180 739,121 772,529 ----------- ----------- ----------- ----------- Total noninterest expense 1,439,889 1,380,154 4,228,023 4,124,991 INCOME BEFORE INCOME TAXES 259,173 276,822 749,340 670,252 Federal income tax expense (benefit) 89,127 93,751 255,929 (160,965) ----------- ----------- ----------- ----------- NET INCOME $ 170,046 $ 183,071 $ 493,411 $ 831,217 =========== =========== =========== =========== Weighted average shares outstanding 1,430,000 1,430,000 1,430,000 1,403,626 =========== =========== =========== =========== Diluted average shares outstanding 1,465,139 1,431,804 1,465,171 1,403,626 =========== =========== =========== =========== Basic income per share $ 0.12 $ 0.13 $ 0.35 $ 0.59 =========== =========== =========== =========== Diluted income per share $ 0.12 $ 0.13 $ 0.34 $ 0.59 =========== =========== =========== ===========
COMMUNITY SHORES BANK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
SEPTEMBER 30, DECEMBER 31 SEPTEMBER 30, 2004 2003 2003 (UNAUDITED) (AUDITED) (UNAUDITED) ------------- ------------ ------------ ASSETS Cash and due from financial institutions $ 14,794,124 $ 4,751,416 $ 6,255,882 Interest-bearing deposits in other financial institutions 405,286 138,609 1,568,412 Federal funds sold 4,000,000 1,700,000 0 ------------- ------------- ------------- Total cash and cash equivalents 19,199,410 6,590,025 7,824,294 Securities Available for sale 15,690,378 24,025,008 25,139,269 Held to maturity 464,143 249,047 294,297 ------------- ------------- ------------- Total securities 16,154,521 24,274,055 25,433,566 Loans held for sale 56,800 - 622,800 Loans 164,894,498 149,950,085 146,168,979 Less: Allowance for loan losses 2,045,539 1,927,756 1,931,635 ------------- ------------- ------------- Net loans 162,848,959 148,022,329 144,237,344 Federal Home Loan Bank stock 425,000 425,000 425,000 Premises and equipment, net 2,540,886 2,653,906 2,657,203 Accrued interest receivable 649,463 620,138 623,579 Other assets 1,497,735 1,518,689 1,361,512 ------------- ------------- ------------- Total assets $ 203,372,774 $ 184,104,142 $ 183,185,298 ============= ============= ============= LIABILITIES AND SHAREHOLDERS' EQUITY Deposits Non interest-bearing $ 15,751,213 $ 13,122,112 $ 13,062,690 Interest-bearing 153,155,782 137,045,341 128,734,704 ------------- ------------- ------------- Total deposits 168,906,995 150,167,453 141,797,394 Federal funds purchased and repurchase agreements 11,480,726 11,915,282 17,705,364 Federal Home Loan Bank advances 6,000,000 6,000,000 8,000,000 Notes payable 3,200,000 2,550,000 2,550,000 Accrued expenses and other liabilities 657,480 835,706 724,179 ------------- ------------- ------------- Total liabilities 190,245,201 171,468,441 170,776,937 Shareholders' Equity Preferred Stock, no par value: 1,000,000 shares authorized and none issued 0 0 0 Common Stock, no par value: 9,000,000 shares authorized, 1,430,000 issued 12,922,314 12,922,314 12,922,314 Retained earnings (deficit) 189,547 (303,865) (536,694) Accumulated other comprehensive income 15,712 17,252 22,741 ------------- ------------- ------------- Total shareholders' equity 13,127,573 12,635,701 12,408,361 ------------- ------------- ------------- Total liabilities and shareholders' equity $ 203,372,774 $ 184,104,142 $ 183,185,298 ============= ============= =============
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