-----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, UXdfS+gLzbLp7FMSVK9O/R+MpCFL0nHkcwmkwGNGEh/4rtrhAWZ6DF08f35sbKBw DCDuCHc8Q71I7zImismm3w== 0001157523-03-003038.txt : 20030717 0001157523-03-003038.hdr.sgml : 20030717 20030717172732 ACCESSION NUMBER: 0001157523-03-003038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030717 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CCBT FINANCIAL COMPANIES INC CENTRAL INDEX KEY: 0001074972 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 043437708 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-72565 FILM NUMBER: 03791843 BUSINESS ADDRESS: STREET 1: 495 STATION AVENUE CITY: SOUTH YARMOUTH STATE: MA ZIP: 02601 BUSINESS PHONE: 5087608323 MAIL ADDRESS: STREET 1: 495 STATION AVENUE CITY: SOUTH YARMOUTH STATE: MA ZIP: 02601 FORMER COMPANY: FORMER CONFORMED NAME: CCBT BANCORP INC DATE OF NAME CHANGE: 19981209 8-K 1 a4436578.txt CAPE COD 8-K 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): July 17, 2003 CCBT FINANCIAL COMPANIES, INC. ------------------------------------------------------ (Exact name of registrant as specified in charter) Massachusetts 000-25381 04-3437708 (State or other jurisdiction (Commission file number) (IRS employer of incorporation) identification no.) 495 Station Avenue, South Yarmouth, Massachusetts 02664 - --------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) (508) 394-1300 -------------- (Registrant's telephone number, including area code) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits Exhibit 99.1 Press Release dated July 17, 2003. Item 9. Regulation FD Disclosure. On July 17, 2003, CCBT Financial Companies, Inc. (the "Company"), the bank holding company for Cape Cod Bank and Trust Company, N.A. (the "Bank"), issued a press release announcing its 2003 second quarter results. The press release, attached as Exhibit 99.1, is furnished pursuant to Item 12 of Form 8-K and is incorporated by reference herein. 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. CCBT FINANCIAL COMPANIES, INC. Date: July 17, 2003 /s/ Phillip W. Wong ---------------------------------- Phillip W. Wong Executive Vice President and Chief Financial Officer Exhibit Index 99.1 Press release, dated July 17, 2003 EX-99 3 a4436578_ex991.txt CAPE COD BANK EXHIBIT 99.1 Exhibit 99.1 CCBT Financial Companies, Inc. Report 2003 Second Quarter and Year-to-Date Earnings SOUTH YARMOUTH, Mass.--(BUSINESS WIRE)--July 17, 2003--CCBT Financial Companies, Inc. (NASDAQ: CCBT) Chief Executive Officer and President Stephen B. Lawson announced second quarter 2003 earnings of $4.4 million, or $.52 per share, as compared to $4.5 million, or $.52 per share, earned in the same prior year period. As recently announced, the Company's 2003 second quarter earnings benefited from the settlement of the REIT tax issue with the Massachusetts DOR. This benefit was partially offset by net securities losses in our investment securities portfolio and continued margin compression resulting from the low rate interest environment. As reported on June 23, 2003, in our settlement of the REIT tax issue with the Massachusetts DOR, the Company recognized a reduction of income tax and related interest expense of approximately $2.5 million or $.30 per share. The Company recorded a net loss of $1.7 million on securities, comprised of $366,000 of losses on sales of securities and an impairment loss of $1.3 million on an asset-backed security. The 45-year low in the Federal Open Market Committee targeted federal funds rate and resulting low rate environment has caused the Company's earning asset yields to continue to decline. Combining this with our high level of demand deposits and lower rate interest bearing deposits, second quarter 2003 net interest income declined $2.5 million compared with the comparable prior year period. The loss on securities and decrease in net interest income partially offset the benefit from the REIT settlement. Excluding the net loss on securities and sales of loans aggregating $1.0 million, non-interest income for the second quarter of 2003 was $5.2 million, effectively unchanged from $5.3 million for the comparable 2002 period. However, non-interest income from financial service products (financial advisory, brokerage and insurance sales) rose from $2.7 to $3.2 million or a 19% increase, after excluding the $398,000 adjustment in the second quarter of 2002 for the one-time recognition of deferred insurance commissions. Operating expenses for the quarter decreased $1.5 million as a one-time expense of $506,000 was recorded in the second quarter of 2002 to fund an early retirement plan, while in the second quarter of 2003, other expenses benefited from the $359,000 reversal of interest expense from the REIT settlement. The return on average equity for the second quarter of 2003 was 15.97% compared to 15.48% for the same quarter in 2002. The average return on assets for the second quarter of 2003 was 1.35% compared to 1.31% for the same period of 2002. For the six months ended June 30, 2003, the Company reported earnings of $2.9 million, or $.34 per share, as compared to $9.6 million, or $1.11 per share in the same prior year period. The REIT adjustment for taxes and interest of $2.6 million, the decrease in combined net gain on securities and sale of loans of $3.2 million, and the $3.7 million decrease in net interest income are the major factors contributing to the decline in earnings for the six-month comparable periods. Non-interest income from financial service products (financial advisory, brokerage and insurance sales) increased from $5.2 to $6.2 million or a 20% increase, after excluding the $398,000 adjustment in the second quarter of 2002 for the recognition of deferred insurance commissions. The return on average equity year to date was 5.16% compared with 16.50% in the same period of 2002. The return on average assets for the year to date was 0.44%, down from 1.37% for the same period of 2002. Mr. Lawson commented, "Our efforts to increase non-interest income through growing fee-based revenues is reflected in the 19% and 20% increase in financial service based products when comparing the quarter and six months ended June 30, 2003 to the same periods last year. In line with this strategy, we have recently announced the closing of nine transaction locations in Stop & Shop supermarkets, while expanding our full service financial offices and extending their hours of operation. All of CCBT's offices will be capable of providing our customers with the full range of financial offerings including banking, investment, brokerage, insurance, tax, estate and trust services. The shift by residential mortgage borrowers from adjustable-rate to fixed-rate mortgages, which are sold into the secondary mortgage market, the reduction in the investment portfolio and solid growth in core-deposits was matched with a like reduction in both short and long-term borrowings resulting in a decrease in total assets from $1.45 billion at June 30, 2002 to $1.28 billion at June 30, 2003. Loans, excluding residential and consumer, were $558.8 million, up from the $533.3 million one year ago, a $25.5 million or 4.8% increase. This loan growth was principally funded by a 5.7% increase in deposits from $923.4 million to $975.8 million at June 30, 2002 and 2003, respectively. Total non-performing assets declined from $2.8 million to $2.3 million at June 30, 2002 and 2003, respectively. The allowance for loan losses was $12.7 million on June 30, 2003, up modestly from $12.4 million a year ago. The capital to assets ratios stand at 8.8% and 8.4%, respectively, at June 30, 2003 and 2002. With our strong capital base, CCBT Financial Companies, Inc. recently declared a $0.19 quarterly dividend to be paid July 31, 2003 to stockholders of record July 21, 2003. In the first quarter of this year, we also authorized the repurchase, from time to time based on market conditions, of an additional 200,000 shares of common stock, of which approximately 15,000 shares have been repurchased as of June 30, 2003. We expect that weak domestic and global economic activity will continue to keep interest rates low and maintaining net interest income presents a challenge to us as a significant portion of our liabilities have limited repricing opportunity. We are pleased with the positive results in the growth of our deposits and commercial lending capabilities while increasing our fee revenues from financial services products. We are continuing to pursue our strategy of providing a wide range of financial services to our market area from under one roof while maintaining a strong capital position and asset quality." CCBT Financial Companies, Inc. is a bank holding company with total assets of $1.3 billion on June 30, 2003. Its subsidiary, Cape Cod Bank and Trust Company, N.A., owns CCBT Brokerage Direct and a 51% interest in Murray & MacDonald Insurance Services, Inc. The Company offers a wide range of financial products and services including deposit services, loans, municipal services, insurance, trust, investments and retirement services to individuals, municipalities and businesses. To find out more about CCBT Financial Companies, Inc. and our services, please visit our web site at www.ccbt.com or better yet, stop in for a visit at one of our thirty-four branch locations. This report may contain statements that are not historical facts and are considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to, among other things, future financial results of the Company. You should not rely on forward-looking statements because the Company's actual results may differ materially from those indicated by these forward-looking statements as a result of a number of important factors. These factors include, but are not limited to, changes in prevailing interest rates, which may reduce interest margin, changes in national and local economic conditions and equity and fixed income market fluctuations. Reference is made to the Company's filings on Forms 10-K with the Securities and Exchange Commission for factors that could cause actual results to differ materially from those anticipated. Our Form 10-K filing with the SEC, which is available on our web site will contain more detailed financial information. ASSETS ($000) 06/30/03 12/31/02 06/30/02 Cash & cash equivalents 85,204 60,798 54,068 Securities available for sale 346,752 510,837 431,144 Other securities 24,738 24,738 24,738 Construction loans 101,306 99,544 100,581 Commercial mortgages 286,827 283,458 276,285 Commercial loans 98,349 84,882 93,835 Residential mortgages 211,816 262,095 356,339 Home equity loans 72,328 65,794 62,600 Other consumer loans 5,116 5,629 6,110 Total portfolio loans 775,742 801,402 895,750 Loans held for sale 11,074 37,332 2,567 Loan loss reserve (12,680) (12,384) (12,387) Goodwill 803 803 1,056 Other intangibles 5,078 5,511 6,116 Total intangible assets 5,881 6,314 7,172 Mortgage servicing rights 2,620 2,088 1,627 Real estate owned 1,500 1,500 1,500 Other assets 41,351 49,258 43,233 Total assets 1,282,182 1,481,883 1,449,412 LIABILITIES ($000) Savings/NOW accounts 278,274 259,587 239,612 Money market deposits 286,030 294,295 278,768 Other consumer time 118,023 121,961 131,703 Time deposits over $100,000 38,882 37,344 40,089 Short-term borrowings 52,798 227,091 231,919 Long-term borrowings 130,758 170,750 152,149 Total interest-bearing liab. 904,765 1,111,028 1,074,240 Demand deposits 254,545 229,033 233,186 Minority interest 282 234 293 Other liabilities 9,611 23,141 20,051 Total liabilities 1,169,203 1,363,436 1,327,770 EQUITY ($000) Common equity 112,979 118,447 121,642 Net unrealized loss on AFS securities (1,978) (1,018) 2,579 Book value per share 13.43 13.79 14.09 Common shares issued 9,061,064 9,061,064 9,061,064 Treasury shares (650,366) (470,266) (425,016) Common shares outstanding 8,410,698 8,590,798 8,636,048 INCOME STATEMENT ($000) 2nd 2nd YTD 03 YTD 02 Quarter Quarter 03 02 Interest income 15,012 19,717 31,064 38,914 Interest expense 4,427 6,630 9,664 13,815 Net interest income 10,585 13,087 21,400 25,099 Net interest income (FTE) 10,660 13,160 21,560 25,281 Loan loss provision 0 0 0 0 (Loss) gain on securities (1,692) 962 (1,692) 2,641 Financial advisor fees 2,021 1,746 3,940 3,466 Service charge on deposits 632 567 1,215 1,125 Gain on sale of loans 657 500 2,165 1,076 Other noninterest income 2,523 3,004 5,198 5,180 Total noninterest income 4,141 6,779 10,826 13,488 Employee salaries and benefits 6,146 7,025 12,348 13,164 Occupancy and equipment 1,680 1,598 3,187 3,062 Foreclosed property expense 2 36 35 65 Amortization of intangibles 339 324 645 649 Deposit insurance expense 40 41 83 82 Other noninterest expense 3,078 3,848 7,208 7,022 Total noninterest expense 11,285 12,872 23,506 24,044 Net income before taxes 3,441 6,994 8,720 14,543 Tax provision (967) 2,459 5,793 4,961 Net income 4,408 4,535 2,927 9,582 Basic EPS 0.52 0.52 0.34 1.11 Diluted EPS 0.52 0.52 0.34 1.11 Dividends per common share 0.19 0.19 0.38 0.38 Avg shares for basic EPS 8,451 8,630 8,507 8,626 Avg shares for diluted EPS 8,469 8,671 8,526 8,664 AVE. BALANCE SHEET ($000) 2nd 2nd YTD 2003 YTD 2002 Quarter Quarter 03 02 Taxable securities 425,515 418,411 453,598 429,804 Tax-exempt securities 22,455 13,488 23,014 18,466 Total portfolio loans 768,342 885,046 780,739 880,420 Loans held for sale 13,138 3,254 12,006 4,478 Other earning assets 0 0 0 0 Total earning assets 1,229,450 1,320,199 1,269,357 1,333,168 Total assets 1,303,279 1,384,828 1,339,233 1,400,396 Savings/NOW accounts 266,166 230,586 261,807 226,443 Money market deposits 294,868 277,711 292,642 274,689 Other consumer time 119,037 136,803 119,496 141,499 Time deposits over $100,000 39,658 41,619 38,557 44,959 Total interest-bearing deposits 719,729 686,719 712,502 687,590 Short-term borrowings 108,001 207,507 157,582 222,859 Long-term borrowings 128,728 148,761 126,986 156,495 Total interest-bearing liab. 956,458 1,042,987 997,070 1,066,944 Demand deposits 225,466 215,478 221,248 207,483 Minority interest 261 106 253 53 Other liabilities 10,681 9,066 7,114 9,765 Total liabilities 1,192,866 1,267,637 1,225,685 1,284,245 Common equity 110,413 117,191 113,548 116,151 Return on average assets 1.35% 1.31% 0.44% 1.37% Return on average equity 15.97% 15.48% 5.16% 16.50% CHARGEOFFS ($000) 2nd 2nd YTD 03 YTD 02 Quarter Quarter 03 02 Loan chargeoffs (14) (26) (36) (53) Recoveries 98 77 332 188 Net loan charge- offs(recoveries) (84) (51) (296) (135) ASSET QUALITY ($000) 06/30/03 06/30/02 12/31/02 Nonaccrual loans 845 1,266 1,348 Renegotiated loans 259 220 210 Other real estate owned 1,500 1,500 1,500 Total nonperforming assets 2,345 2,766 2,848 SUPPLEMENTAL DATA 06/30/03 06/30/02 12/31/02 Loans serviced f/others ($000) 394,966 230,389 322,085 FTE employees 407 401 402 Number of full service offices 34 31 34 Number of subsidiaries 2 2 2 Number of ATM's 42 38 42 CONTACT: CCBT Financial Companies, Inc. Phillip W. Wong, 508-760-8306 -----END PRIVACY-ENHANCED MESSAGE-----