-----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, UIneYNINW8924CXjLkpIVUAxU5FEnrWKTHbGHeJaO6CzD4uruhi5KuAUda9uodhl PVXKCNoNY3V/mSbtmmBc0w== 0000950159-04-000682.txt : 20040723 0000950159-04-000682.hdr.sgml : 20040723 20040722133839 ACCESSION NUMBER: 0000950159-04-000682 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040722 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040722 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENNSYLVANIA COMMERCE BANCORP INC CENTRAL INDEX KEY: 0001085706 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 251834776 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-78445 FILM NUMBER: 04926088 BUSINESS ADDRESS: STREET 1: 100 SENATE AVE CITY: CAMP HILL STATE: PA ZIP: 17001-8599 BUSINESS PHONE: 7179755630 MAIL ADDRESS: STREET 1: 100 SENATE AVE CITY: CAMP HILL STATE: PA ZIP: 17001-8599 8-K 1 pacommerce8k7-21.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): July 22, 2004 PENNSYLVANIA COMMERCE BANCORP, INC. ----------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Pennsylvania 333-78445 25-1834776 ---------------------------------------------------------------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No.) 100 Senate Avenue, Camp Hill, Pennsylvania 17011 ------------------------------------------------------------------------------ (Address of Principal Executive Offices) (zip code) (717) 975-5630 ------------------------------------------------------ (Telephone number, including area code) Item 7. Financial Statements and Exhibits Exhibit No. ----------- 99.1 Press Release, dated July 22, 2004 99.2 Supplemental Information Item 12. Results of Operations and Financial Condition On July 22, 2004, Pennsylvania Commerce Bancorp, Inc. issued a press release reporting financial results for its second quarter of 2004. A copy of the press release is attached as Exhibit 99.1 to this report. On July 22, 2004 the Registrant also made certain supplemental information available. A copy of the supplemental information is attached as Exhibit 99.2 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. Pennsylvania Commerce Bancorp, Inc. ------------------------------------------- (Registrant) Date: July 22, 2004 /s/ Gary L. Nalbandian ------------------------------------------- Gary L. Nalbandian, Chairman and President /s/ Mark A. Zody ------------------------------------------- Mark A. Zody, Chief Financial Officer (Principal Financial and Accounting Officer) EXHIBIT INDEX Exhibit No. DESCRIPTION - ----------- -------------------- 99.1 Press Release of Pennsylvania Commerce Bancorp, Inc. dated July 22, 2004. 99.2 Supplemental Information EX-99 2 pacommerceex99-1.txt EX 99.1 [PA COMMERCE LOGO OMITTED] CONTACTS -------- Gary L. Nalbandian Mark A. Zody Chairman/President Chief Financial Officer (717) 975-5630 PENNSYLVANIA COMMERCE BANCORP EARNINGS UP 32% --------------------------------------------- DEPOSITS INCREASE 25% --------------------- July 22, 2004- Camp Hill, PA - Pennsylvania Commerce Bancorp, Inc. (NASDAQ Small Cap Market Symbol: COBH) parent company of Commerce Bank/Harrisburg, N.A. reported record earnings and increased deposits, assets and loans for the second quarter of 2004, it was announced today by Gary L. Nalbandian, Chairman of the bank holding company. JUNE 30, 2004 SECOND QUARTER FINANCIAL HIGHLIGHTS ----------------------------------- % Increase(1) --------------- * Total Assets: $1.18 Billion 40% * Total Deposits: $ 978 Million 25% * Total Loans (net): $ 588 Million 47% * Total Revenues: $14.4 Million 38% * Net Income: $ 2.2 Million 32% * Diluted Net Income Per Share: $0.86 26% (1)- Compared to June 30, 2003 Second Quarter Financial Highlights In commenting on the Company's financial results, Company Chairman Nalbandian said, "Our strong core deposit growth of 26% and loan growth of 47% produced strong top line revenues of $14.4 million for the second quarter, up 38% over the second quarter of 2003." Some of our financial highlights were: >> Total revenues increased $3.9 million, or 38%, for the second quarter of 2004 over the same period in 2003. >> Net income increased 32% over the second quarter of 2003. >> Earnings per share rose 26% for the second quarter to $0.86. >> Core deposits grew $190 million, or 26%, over the prior 12-month period. >> Comparable store core deposits grew 19% over second quarter 2003. >> Total loans grew $187 million, or 47%, for the prior 12 months including $81.4 million in growth during the second quarter of 2004 and $118.5 million for the first six months of 2004. >> Net interest margin was 4.35% for the second quarter of 2004, up 6 basis points over the second quarter of 2003. >> The Company's total deposit cost of funds including non-interest-bearing demand deposits was 0.91% for the second quarter of 2004 compared to 1.36% for the second quarter of 2003. Income Statement - ----------------
Three Months Ended Six Months Ended June 30, June 30, ------------------------------------------ ------------------------------------------ % % 2004 2003 Increase 2004 2003 Increase ------------------------------------------ ------------------------------------------ (dollars in thousands, except per share data) (dollars in thousands, except per share data) Total Revenues: $ 14,357 $10,411 38% $27,911 $20,206 38% Total Expenses: 10,449 7,427 41% 20,566 14,455 42% Net Income: 2,181 1,658 32% 4,109 3,306 24% Diluted Net Income Per Share: $ 0.86 $ 0.68 26% $ 1.62 $ 1.36 19%
2 Balance Sheet - ------------- 06/30/04 06/30/03 % Change -------------------------------------------------------------- (dollars in thousands) Total Assets: $1,184,870 $ 845,297 40% Total Loans (net): 588,398 401,073 47% Core Deposits: 921,843 731,485 26% Total Deposits: 978,258 782,733 25% Shareholder Returns - ------------------- (as of June 30, 2004) Commerce S & P Index -------- ----------- 1 year +31% 19% 5 years +17% -2% 10 years +24% 12% Total Deposits - -------------- The Company's strong growth continues with total deposits at June 30, 2004 reaching $978 million, a $195 million, or 25%, increase over total deposits of $783 million at June 30, 2003.
6/30/04 6/30/03 $ Increase % Change ------- ------- ---------- -------- (dollars in thousands) Core Deposits: $ 921,843 $ 731,485 $190,358 26% Total Deposits: 978,258 782,733 195,525 25%
3 Core Deposits - ------------- Core deposit growth by type of account is as follows:
2nd Quarter Annual 6/30/04 6/30/03 Cost of Funds Growth % ------- ------- ------------- -------- (dollars in thousands) Demand $ 180,783 $ 154,580 0.00% 17% Interest Bearing Demand 303,859 215,096 0.90 41 Savings 266,512 232,175 0.90 15 Time 170,689 129,634 2.36 32 ------------- --------------- -------------------- ------------ Total Core Deposits $ 921,843 $ 731,485 0.84% 26%
The Company's deposit cost of funds including non-interest-bearing demand deposits was 0.91% for the second quarter of 2004 compared to 1.36% for the second quarter of 2003. Total cost of all funding sources was 1.19% for the second quarter of 2004 compared to 1.54% for the second quarter of 2003. The Company considers core deposits as all deposits other than public certificates of deposit and measures comparable store deposit growth as the annual percentage increase in core deposits for branch offices open two years or more. As of June 30, 2004, 16 of Commerce's 23 branches have been open for two years or more. Net Income and Earnings Per Share - --------------------------------- Net income totaled $2.2 million for the second quarter of 2004, up $523,000, a 32% increase over net income of $1.7 million as reported for the second quarter of 2003. Net income per share on a fully diluted basis for the second quarter was $.86, a 26% increase over the $.68 recorded for the same period a year ago.
Three Months Ended Six Months Ended June 30, June 30, -------------------------------------------------- ------------------------------------------------ % % 2004 2003 Increase 2004 2003 Increase -------------------------------------------------- ------------------------------------------------ (dollars in thousands, except per share data) (dollars in thousands, except per share data) Net Income: $ 2,181 $1,658 32% $ 4,109 $3,306 24% Diluted Net Income Per Share: $ .86 $ .68 26% $ 1.62 $ 1.36 19%
4 For the first six months of 2004, net income totaled $4.1 million, up $803,000 or 24%, over net income of $3.3 million for the first six months of 2003. Net income per share, on a fully diluted basis, was $1.62 for the first six months of 2004, a 19% increase over $1.36 for the same period in 2003. Total Revenues - --------------
Three Months Ended Six Months Ended June 30, June 30, ------------------------------------------------- -------------------------------------------------- % % 2004 2003 Increase 2004 2003 Increase ------------------------------------------------- -------------------------------------------------- (dollars in thousands) (dollars in thousands) Total Revenues: $14,357 $10,411 38% $27,911 $20,206 38%
Total revenues (net interest income plus non-interest income) increased $3.9 million to $14.4 million, a 38% increase over the second quarter of 2003. Total revenues for the second quarter of 2004 resulted from a 42% increase in net interest income and a 23% increase in non-interest income. Net Interest Income and Net Interest Margin - ------------------------------------------- Net interest income for the second quarter of $11.6 million represented a 42% increase over the $8.2 million recorded in the second quarter of 2003. For the first six months of 2004, net interest income totaled $22.6 million, up 43% over the $15.8 million recorded in the first six months of 2003. The Company's strong, low-cost core deposit growth fueled volume increases in the level of interest earning assets, which resulted in the increase in net interest income for the quarter and the first six months. The net interest margin for the second quarter of 2004 was 4.35% compared to 4.29% for the second quarter of 2003. The net interest margin for the first six months of 2004 was 4.38%, up 16 basis points over the first half of 2003. The increase in net interest margin was primarily due to a decrease in the Company's cost of deposit funds to 0.92% during the first six months of 2004 versus 1.46% for the same period in 2003. Non-Interest Income - ------------------- Non-interest income for the second quarter of 2004 increased to $2.7 million from $2.2 million for the second quarter of 2003, a 23% increase. Non-interest income for the first six months of 2004 was $5.3 million, a 20% increase over the $4.4 million earned in the first six months of 2003. The growth in non-interest income for the second quarter and the first six months was reflected in increased deposit charges and service fees as more fully depicted below: 5
Three Months Ended Six Months Ended June 30, June 30, ------------------------------------------------ ----------------------------------------------- % % 2004 2003 Increase 2004 2003 Increase ------------------------------------------------ ----------------------------------------------- (dollars in thousands) (dollars in thousands) Deposit Charges $ 2,517 $1,928 31% $ 4,758 $ 3,732 27% & Service Fees: Other Operating Income 199 288 (31)% 544 675 (19)% --------------------------------------------- ----------------------------------------------- $ 2,716 $2,216 23% $ 5,302 $ 4,407 20%
Non- Interest Expenses - ---------------------- Non-interest expenses for the second quarter of 2004 were $10.4 million, up 41% from $7.4 million recorded in the second quarter of 2003. The increase in non-interest expenses for the second quarter is primarily a result of the Company's rapid growth during the last 12 months and also reflects substantial infrastructure expenditures made by the Company to support future growth. The Company opened five new branch offices between mid-June 2003 and the end of December 2003, two of these representing the Company's initial entry into the Berks County market. Also, as of June 30, 2004, seven of the Company's 23 branch offices were constructed within the past two years. As a result of this rapid expansion and planned future growth, the Company has incurred increased expenses to construct the new branch offices and hire the appropriate personnel at all levels which allows it to continue to provide its high level of customer service and convenience. Lending - ------- Loans increased $187 million, or 47%, to $588 million from $401 million at June 30, 2003. This growth was represented across all loan categories as shown in the table on the next page. The composition of the Company's loan portfolio is as follows:
Loan Composition ---------------- 6/30/04 % of Total 6/30/03 % of Total $ Increase % Increase ---------------- -------------- --------------- ------------ ---------------- -------------- (dollars in thousands) Commercial $ 158,364 27 % $ 96,873 24 % $ 61,491 63 % Consumer 88,443 15 53,939 13 34,504 64 Commercial Real Estate 264,511 44 184,191 45 80,320 44 Residential 84,099 14 71,737 18 12,362 17 ---------------- -------------- --------------- ------------ ---------------- -------------- Gross Loans $ 595,417 100 % $ 406,740 100 % $ 188,677 Less: Reserves (7,019) (5,667) (1,352) ---------------- --------------- ---------------- Net Loans $ 588,398 $ 401,073 $ 187,325 47 %
6 Asset Quality - ------------- Asset quality continues to be strong as non-performing assets and loans 90 days past due at June 30, 2004 totaled $1.2 million, or .11%, of total assets, versus $1.9 million, or .24%, of total assets one year ago. Net charge-offs as a percentage of average loans outstanding for the second quarter of 2004 were .04%, as compared to .08% for the same period last year. The Company's asset quality results are highlighted below: Three Months Ended ------------------ 6/30/04 6/30/03 ------- ------- Non-Performing Assets/Assets 0.11% 0.24% Net Loan Charge-Offs 0.04% 0.08% Loan Loss Reserve/Gross Loans 1.18% 1.39% Non-Performing Loan Coverage 855% 325% Non-Performing Assets/Capital and Reserves 2% 4% Investments - ----------- The Company's investment portfolio increased by 48%, to $503 million from $341 million one year ago. The portfolio, consisting mainly of high quality U.S. Government agency and mortgage-backed obligations, has a weighted average yield of 4.97% and a current weighted average duration of 5.3 years as of June 30, 2004. The depreciation in the available for sale portfolio totaled approximately $4.9 million at June 30, 2004. Capital - ------- Stockholders' equity at June 30, 2004 totaled $54.2 million, an increase of 19%, over stockholder's equity of $45.4 million at June 30, 2003. Return on average stockholders' equity ("ROE") for the second quarter of 2004 was 17.14% as compared to 14.48% for the second quarter of 2003. ROE for the first six months of 2004 was 15.99% compared to 14.83% for the first six months of 2003. The Company's capital ratios at June 30, 2004 were as follows: Regulatory Guidelines Commerce "Well Capitalized" -------- ------------------ Leverage Ratio 5.80% 5.00% Tier 1 8.72 6.00 Total Capital 9.63 10.00 7 Retail Activities - ----------------- >> In the second quarter, the Company began construction on a new branch office in Lebanon, PA. This will be the second office for Commerce located in Lebanon County and the 24th office overall for the Company. Grand opening celebrations will be held in the early fall of 2004. >> "Same store core deposit growth" at June 30, 2004 was 19% compared to the same period one year ago. >> Commerce continues its leading role in on-line banking with its penetration rate of 38%, which is one of the highest in America. >> Commerce serves customers in Cumberland, Dauphin, Lebanon, York, and Berks counties. >> Commerce is a member of "the Commerce Bank Network" led by Commerce Bancorp (NYSE: CBH) in Cherry Hill, N.J. FORWARD-LOOKING STATEMENTS The Company may from time to time make written or oral "forward-looking statements," including statements contained in the Company's filings with the Securities and Exchange Commission, in its reports to stockholders and in other communications by the Company, which are made in good faith by the Company pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements with respect to the Company's beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond the Company's control). The words "may", "could", "should", "would", "believe", "anticipate", "estimate", "expect", "intend", "plan" and similar expressions are intended to identify forward-looking statements. The following factors, among others, could cause the Company's financial performance to differ materially from that expressed in such forward-looking statements: the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations; the effects of, and changes in, trade, monetary and fiscal policies, including interest rate policies of the Board of Governors of the Federal Reserve System (the "FRB"); inflation; interest rate, market and monetary fluctuations; the timely development of competitive new products and services by the Company and the acceptance of such products and services by customers; the willingness of customers to substitute competitors' products and services for the Company's products and services and vice versa; the impact of changes in financial services' laws and regulations (including laws concerning taxes, banking, securities and insurance); the impact of the rapid growth of the Company; the Company's dependence on Commerce Bancorp, Inc. to provide various services to the Company; changes in the Company's allowance for loan losses; effect of terrorists attacks and threats of actual war; 8 unanticipated regulatory or judicial proceedings; changes in consumer spending and saving habits; and the success of the Company at managing the risks involved in the foregoing. The Company cautions that the foregoing list of important factors is not exclusive. The Company does not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by or on behalf of the Company. 9 EX-99 3 pacommerceex99-2.txt EX 99.2 Exhibit 99.2
Pennsylvania Commerce Bancorp, Inc. Selected Consolidated Financial Data (Unaudited) At or for the At or for the Three Months Ended Six Months Ended June 30, June 30, ------------------------------------ ------------------------------------ % % ( in thousands, except per share amounts) 2004 2003 Change 2004 2003 Change ----------- ------------ --------- --------- --------- ------------ Income Statement Data: Net interest income $ 11,641 $ 8,195 42 % $ 22,609 $ 15,799 43 % Provision for loan losses 675 525 29 % 1,250 850 47 % Noninterest income 2,716 2,216 23 % 5,302 4,407 20 % Noninterest operating expenses 10,449 7,427 41 % 20,566 14,455 42 % Net income 2,181 1,658 + 32 % 4,109 3,306 + 24 % Per Common Share Data: Net income: Basic $ 0.93 $ 0.73 27 % $ 1.76 $ 1.46 21 % Net income: Diluted 0.86 0.68 + 26 % 1.62 1.36 + 19 % Book Value $ 21.51 $ 20.26 + 6 % Weighted average shares outstanding: Basic 2,313 2,246 2,308 2,238 Diluted 2,522 2,423 2,517 2,409 Balance Sheet Data: Total assets $1,184,870 $845,297 + 40 % Loans (net) 588,398 401,073 47 % Allowance for loan losses 7,019 5,667 24 % Investment Securities 503,742 340,557 48 % --------- --------- Total deposits 978,258 782,733 25 % --------- --------- Core deposits 921,843 731,485 26 % --------- --------- Jr. Subordinated Debt 13,600 0 Trust capital securities 0 13,000 Stockholders' equity 51,006 46,762 + 9 % Capital: Stockholders' equity to total assets 4.30 % 5.53 % Leverage Ratio 5.80 6.98 Risk based capital ratios: Tier 1 8.72 10.80 Total Capital 9.63 11.85 Performance Ratios: Cost of funds 1.19 % 1.54 % 1.19 % 1.64 % Deposit Cost of Funds 0.91 1.36 0.92 1.46 Net interest margin 4.35 4.29 4.38 4.22 Return on average assets 0.76 0.80 0.74 0.81 Return on average total stockholders' equity 17.14 14.48 15.99 14.83 Asset Quality: Net charge-offs to average loans outstanding 0.04 % 0.08 % Nonperforming loans to total period-end loans 0.14 0.43 Nonperforming assets to total period-end assets 0.11 0.24 Allowance for loan losses to total period-end loans 1.18 1.39 Allowance for loan losses to nonperforming loans 855 % 325 %
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