10-Q 1 mfm10q-2.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM - TO Commission File Number: _______________ MUTUALFIRST FINANCIAL, INC. --------------------------- (Exact Name of registrant specified in its charter) MARYLAND 35-2085640 ------------------------------- ------------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 110 East Charles Street Muncie, Indiana 47305 (765) 747-2800 ----------------------- (Registrant's telephone number, including area code) Indicate by check mark whether THE REGISTRANT (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that THE REGISTRANT was required to file such report), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No[ ] The number of shares of THE REGISTRANT'S common stock, $0.01 par value, outstanding as of March 31, 2001 was 7,755,414. 1 FORM 10 - Q MUTUALFIRST FINANCIAL, INC. INDEX PAGE PART I - FINANCIAL INFORMATION NUMBER Item 1. Financial Statements Consolidated Condensed Balance Sheets at MARCH 31, 2001 and December 31, 2000 3 Consolidated Condensed Statement of Income for the three months ended MARCH 31, 2001 and March 31, 2000 4 Consolidated Condensed Statement of Stockholders' Equity for the three months ended MARCH 31, 2001 5 Consolidated Condensed Statement of Cash Flows for the three months ended March 31, 2001 and March 31, 2000 6 Notes to Unaudited Consolidated Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Item 3. Quantitative and Qualitative Disclosures about Market Risk 11 PART II - OTHER INFORMATION Item 1. Legal Proceedings 13 Item 2. Changes in Securities and Use of Proceeds 13 Item 3. Defaults Upon Senior Securities 13 Item 4. Submission of Matters to a Vote of Security Holders 13 Item 5. Other Information 13 Item 6. Exhibits and Reports on Form 8-K 13 Signature Page 14 2 PART 1 FINANCIAL INFORMATION ITEM 1. Financial Statements MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY Consolidated Condensed Balance Sheet March 31, December 31, 2001 2000 ----------- ------------ (Unaudited) Assets -------------------- Cash $18,341,060 $19,913,870 Interest-bearing deposits 737,805 1,132,187 ------------- ------------ Cash and cash equivalents 19,078,865 21,046,057 Investment securities Available for sale 34,670,586 35,141,744 Held to maturity 6,528,618 10,539,129 ------------- ------------ Total investment securities 41,199,204 45,680,873 Loans Held for Sale 8,577,109 3,913,328 Loans 645,591,101 645,834,616 Allowance for loan losses (5,116,451) (6,472,430) ------------- ------------ Net loans 640,474,650 639,362,186 Premises and equipment 8,905,065 9,042,462 Federal Home Loan Bank of Indianapolis stock, at cost 6,993,400 6,993,400 Investment in limited partnerships 6,237,940 6,437,467 Cash surrender value of life insurance 23,341,591 23,055,091 Foreclosed real estate 889,082 844,438 Interest receivable 3,776,201 4,313,175 Core deposit intangibles and goodwill 1,198,100 1,249,874 Deferred income tax benefit 5,225,196 5,407,532 Other assets 3,687,618 3,023,719 ------------- ------------ Total assets $769,584,021 $770,369,602 ============= ============ Liabilities -------------------- Deposits Non-interest-bearing $ 23,985,377 $ 24,485,387 Interest bearing 515,351,667 490,224,150 ------------- ------------ Total deposits 539,337,044 514,709,537 Federal Home Loan Bank advances 96,359,861 112,542,194 Other borrowings 3,655,520 3,639,751 Advances by borrowers for taxes and insurance 2,538,928 1,452,149 Interest payable 2,209,625 1,372,452 Other liabilities 5,372,716 6,712,127 ------------- ------------ Total liabilities 649,473,694 640,428,210 ------------- ------------ Stockholders' Equity -------------------- Preferred stock, $.01 par value Authorized and unissued --- 20,000,000 shares Common stock, $.01 par value Authorized --- 20,000,000 shares Issued and outstanding --- 7,755,414 and 8,379,447 shares 77,554 83,794 Additional paid-in capital 75,434,853 84,553,285 Retained earnings 50,548,377 49,380,571 Accumulated other comprehensive income 359,354 55,528 Unearned employee stock ownership plan (ESOP) shares (4,052,326) (4,131,786) Unearned recognition and retention plan (RRP) shares (2,257,485) ------------ ------------ Total stockholders' equity 120,110,327 129,941,392 ------------ ------------ Total liabilities and stockholders' equity $769,584,021 $770,369,602 ============ ============
See notes to consolidated condensed financial statements. 3 MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY Consolidated Condensed Statement of Income (Unaudited) Three Months Ended March 31, ----------------------- 2001 2000 ----------- ---------- Interest Income --------------- Loans receivable, including fees $13,213,697 $8,705,620 Trading account securities - 8,192 Investment seurities: Mortgage-backed securities 212,872 238,139 Federal Home Loan Bank stock 137,952 106,186 Other investments - AFS 331,202 284,014 Other investments - HTM 135,068 181,805 Deposits with financial institutions 26,349 13,471 ---------- ---------- Total interest income 14,057,140 9,537,427 ---------- ---------- Interest Expense ---------------- Passbook savings 238,598 200,036 Certificates of deposit 5,447,330 3,279,727 Daily Money Market accounts 381,686 320,687 Demand and NOW acounts 228,200 121,268 Federal Home Loan Bank advances 1,438,090 809,974 Other interest expense 5,497 ---------- ---------- Total interest expense 7,733,904 4,737,189 ---------- ---------- Net Interest Income 6,323,236 4,800,238 Provision for losses on loans 189,250 171,250 ---------- ---------- Net Interest Income After Provision for Loan Losses 6,133,986 4,628,988 ---------- ---------- Other Income ------------ Service fee income 572,895 476,597 Net trading account profit 25,116 Equity in losses of limited partneships (45,391) (2,547) Commissions 182,522 127,981 Net gains on loan sales 123,160 Increase in cash surrender value of life insurance 286,500 120,000 Other income 114,330 86,734 ----------- ---------- Total other income 1,234,016 833,881 ----------- ---------- Other Expenses -------------- Salaries and employee benefits 3,196,233 1,848,205 Net occupancy expenses 230,739 179,173 Equipment expenses 232,215 194,699 Data processing fees 204,214 128,284 Automated teller machine 118,135 120,454 Deposit insurance expense 26,091 19,998 Advertising and promotion 159,491 111,255 Goodwill amortization 51,775 58,884 Other expenses 889,061 518,381 ----------- ---------- Total other expenses 5,107,954 3,179,333 ----------- ---------- Income Before Income Tax 2,260,048 2,283,536 Income tax expense 521,000 776,000 ----------- ---------- Net Income 1,739,048 1,507,536 =========== ========== Basic earnings per share $0.23 $0.28 Diluted earnings per share $0.22 $0.28 Dividends per share $0.08 $0.07 See notes to consolidated condensed financial statements 4 MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY Consolidated Statement of Cash Flows (Unaudited) Three Months Ended -------------------------- March 31, -------------------------- 2001 2000 ------------ ----------- Operating Activities Net income $1,739,048 $1,507,536 Adjustments to reconcile net income to net cash provided by operating activities Provision for loan losses 189,250 171,250 Net loss on sale of real estate owned 143,811 22,819 Securities amortization (accretion), net (10,227) (9,344) ESOP shares earned 114,816 71,717 RRP shares earned 773,015 Equity in losses of limited partnerships 45,391 2,547 Amortization of net loan origination costs 478,227 372,804 Amortization of core deposit intangibles and goodwill 51,774 58,885 Depreciation and amortization 295,748 186,865 Deferred income tax (20,233) - Loans originated for sale (11,340,727) - Proceeds from sales on loans held for sale 6,735,306 - Gains on sales of loans held for sale (58,360) - Change in: Trading account securities - 1,234,884 Interest receivable 536,974 (10,578) Other assets (663,899) 167,810 Interest payable 837,173 (174,889) Other liabilities (1,339,411) 131,786 Increase in cash surrender value of life insurance (286,500) (120,000) ----------- ----------- Net cash provided (used) by operating activities (1,778,824) 3,614,092 ----------- ----------- Investing Activities Purchases of securities available for sale (684,437) (3,142,910) Proceeds from maturities and paydowns of securities available for sale 1,676,633 544,096 Proceeds from maturities and paydowns of securities held to maturity 4,008,766 254,796 Net change in loans (1,884,588) (9,294,573) Purchases of premises and equipment (158,351) (102,510) Proceeds from real estate owned sales - 280,393 Distribution from limited partnership 154,136 14,607 Other investing activities (86,479) (34,125) ----------- ----------- Net cash provided (used) by investing activities 3,025,680 (11,480,226) ----------- ----------- Financing Activities Net change in: Noninterest-bearing, interest bearing demand and savings deposits 3,782,711 2,616,842 Certificates of deposits 20,844,796 11,657,617 Short-term borrowings - (840,000) Repayment of note payable 15,769 - Proceeds from FHLB advances 79,017,667 58,500,000 Repayment of FHLB advances (95,200,000) (71,000,000) Net change in advances by borrowers for taxes and insurance 1,086,779 881,134 Stock repurchased (12,236,578) - Proceeds from exercise of stock options 46,050 - Dividends Paid (571,242) (407,373) ----------- ----------- Net cash provided (used) by financing activities (3,214,048) 1,408,220 ----------- ----------- Net Change in Cash and Cash Equivalents (1,967,192) (6,457,914) Cash and Cash Equivalents, Beginning of Year 21,046,057 19,983,131 ----------- ----------- Cash and Cash Equivalents, End of Period $19,078,865 $13,525,217 =========== =========== Additional Cash Flows Information Interest paid $5,296,813 $4,917,050 Income tax paid 200,000 256,000 Transfers from loans to foreclosed real estate 104,647 1,237,392 Mortgage servicing rights capitalized 64,800 -
See notes to consolidated condensed financial statements 5 MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY Consolidated Condensed Statement of Stockholders' Equity For the Three Months Ended March 31, 2001 (Unaudited) Common Stock -------------------- Additional Shares paid-in Comprehensive Retained Outstanding Amount capital Income Earnings ----------- ------- ----------- ------------- -------- Balances January 1, 2000 8,379,447 $83,794 $84,553,285 $49,380,571 Comprehensive income Net income for the period $1,739,048 $ 1,739,048 Other comprehensive income, net of tax Unrealized gains on securities 303,826 ---------- Comprehensive income $2,042,874 ========== ESOP shares earned 35,356 Cash dividends ($.08 per share) (571,242) RRP shares granted 209,000 $ 2,090 3,028,410 RRP shares earned Stock repurchased (837,709) (8,377) (12,228,201) Stock options exercised 4,676 47 46,003 --------- ------- ----------- ----------- Balances, March 31, 2001 7,755,414 $77,554 $75,434,853 $50,548,377 ========= ======= =========== ===========
Accumulated Other Unearned Unearned Comprehensive ESOP RRP Income shares shares Total -------------- -------- -------- ------------ Balances January 1, 2000 $ 55,528 ($4,131,786) $129,941,392 Comprehensive income Net income for the period 1,739,048 Other comprehensive income, net of tax Unrealized gains on securities 303,826 303,826 Comprehensive income ESOP shares earned 79,460 114,816 Cash dividends ($.08 per share) (571,242) RRP shares granted (3,030,500) 0 RRP shares earned 773,015 773,015 Stock repurchased (12,236,578) Stock options exercised 46,050 -------- ----------- ----------- ------------ Balances, March 31, 2001 $359,354 ($4,052,326) ($2,257,485) $120,110,327 ======== =========== =========== ============
6 MUTUALFIRST Financial, Inc. and Subsidiaries Notes to Unaudited Consolidated Condensed Financial Statements (Table Dollar Amounts in Thousands) NOTE 1: Basis of Presentation The consolidated financial statements include the accounts of MutualFirst Financial, Inc. (the "Company"), its wholly owned subsidiary, Mutual Federal Savings Bank, a federally chartered savings bank ("Mutual Federal"), and Mutual Federal's two wholly owned subsidiaries, First MFSB Corporation and Third MFSB Corporation. A summary of significant accounting policies is set forth in Note 1 of Notes to Consolidated Financial Statements included in the December 31, 2000 Annual Report to Shareholders. All significant inter-company accounts and transactions have been eliminated in consolidation. The interim consolidated financial statements have been prepared in accordance with instructions to Form 10-Q, and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles. The interim consolidated financial statements at March 31, 2001, and for the three months ended March 31, 2001 and 2000 have not been audited by independent accountants, but in the opinion of management, reflect all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for such periods. NOTE 2: Benefit Plans On December 1, 2000, the stockholders of the Company approved a Stock Option Plan and a Recognition and Retention Plan (RRP). These plans allow for the purchase in the open market or through the issuance of authorized and unissued shares of up to 581,961 shares of common stock for the Stock Option Plan and 232,784 shares of common stock for the RRP. Under the Stock Option Plan, stock options covering 581,961 shares of stock may be granted to officers, key employees and directors of the Company and its subsidiaries. Options for 507,000 of such shares were granted effective January 12, 2001. The options have an option price per share equal to the market value at date of grant and have 10-15-year terms. 212,000 of these options become exercisable at the rate of 33.3% per year and 295,000 become excisable at a rate of 20% per year. Under the RRP plan, stock awards covering 232,784 shares of common stock may be awarded to the directors and key employees of the Company and its subsidiaries. Grants of 209,000 of such shares have been awarded effective January 12, 2001. Beginning March 20, 2001, 131,500 of these shares vest at a rate of 20% per year and 77,500 vest at a rate of 33.3% per year. Expense under the RRP plan was $773,000 for the first quarter of 2001. 7 Note 3 -- Earnings per share Earnings per share were computed as follows: Quarter Ended March 31, 2001 Quarter Ended March 31, 2000 ------------------------------ ----------------------------- Weighted- Weighted- Average Per-Share Average Per-Share Income Shares Amount Income Shares Amount ------ --------- --------- ------ --------- --------- Basic Earnings Per Share Income available to common shareholders $1,739 7,721,715 $0.23 $1,508 5,368,312 $0.28 Effect of Dilutive securities Stock options and RRP grants 11,840 0 ------ --------- ----- ------ --------- ----- Diluted Earnings Per Share Income avilable to common stockholders and assumed conversions $1,739 7,733,555 $0.22 $1,508 5,368,312 $0.28 ====== ========= ===== ====== ========= =====
Note 4 -- Other Comprehensive Income Net Unrealized Gains (Losses) On Securities ------------------------------------------- Three Months Ended March 31, ------------------------------------------- 2001 2000 ------ ------ Before tax amount $ 506 ($112) Tax (expense) benefit (202) 40 ----- ------ Net-of-tax amount $ 304 ($72) ===== ====== ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations GENERAL MUTUALFIRST Financial, Inc., a Maryland Corporation (the "Company"), was organized in September 1999. On December 29, 1999, it acquired the common stock of Mutual Federal Savings Bank ("Mutual Federal") upon the conversion of Mutual Federal from a federal mutual savings bank to a federal stock savings bank. Mutual Federal was originally organized in 1889 and currently conducts its business from seventeen full service offices located in Delaware, Randolph, Grant, and Kosciusko Counties, Indiana, with its main office located in Muncie. Mutual Federal's principal business consists of attracting deposits from the general public and originating fixed rate and adjustable rate loans secured primarily by first mortgage liens on one-to-four family residential real estate as well as commercial real estate and consumer goods. Mutual Federal's deposit accounts are insured up to applicable limits by the SAIF of the FDIC. 8 Mutual Federal currently owns two subsidiaries, First MFSB Corporation and Third MFSB Corporation. The assets of First MFSB Corporation consist of an investment in Family Financial Life Insurance Company. Family Financial is an Indiana stock insurance company that primarily engages in retail sales of mortgage and credit life insurance products in connection with loans originated by its shareholder financial institutions. Third MFSB, which does business as Mutual Financial Services, offers tax-deferred annuities, long-term health and life insurance products. All securities related products and services made available through Mutual Financial Services are offered by a third party independent broker-dealer. The Company's results of operations depend primarily upon the level of net interest income, which is the difference between the interest income earned on interest earning assets, such as loans and investments, and costs incurred with respect to interest bearing liabilities, primarily deposits and borrowings. Results of operations also depend upon the level of the Company's non-interest income, including fee income and service charges, and the level of its non-interest expense, including general and administrative expenses. FORWARD LOOKING STATEMENTS This Quarterly Report on From 10-Q ("Form 10-Q") contains statements which constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may appear in a number of places in this Form 10-Q and include statements regarding the intent, belief, outlook, estimate or expectations of the Company, its directors or its officers primarily with respect to future events and the future financial performance of the Company. Readers of this Form 10-Q are cautioned that any such forward looking statements are not guarantees of future events or performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward looking statements as a result of various factors. The accompanying information contained in this Form 10-Q identifies important factors that could cause such differences. These factors include changes in interest rates; loss of deposits and loan demand to other financial institutions; substantial changes in financial markets; changes in real estate values and the real estate market; or regulatory changes. FINANCIAL CONDITION Assets totaled $769.6 million at March 31, 2001, a decrease from December 31, 2000 of $786,000. Loans, excluding loans held for sale, decreased slightly. Consumer loans increased $3.2 million and commercial loans increased $730,000 during the period. Mortgage loans held for sale increased $4.7 million and mortgage loans sold during the period totaled $6.7 million. Allowance for loan losses decreased $1.4 million from $6.5 million at December 31, 2000 to $5.1 million at March 31, 2001. This decrease was due to the write-down to fair value of two non-performing commercial loans. The amount of the write-down had been included in the allowance for loan loss at December 31, 2000. 9 Total deposits were $539.3 million at March 31, 2001 an increase of $24.6 million or 4.8% from December 31, 2000. Of this growth, $14.3 million was in short-term public funds and the rest in retail certificates of deposit. Total borrowings decreased $16.2 million to $100 million. Stockholders' equity decreased $9.8 million from $129.9 million at December 31, 2000 to $120.1 million at March 31, 2001. The decrease was due primarily to the repurchase of 837,709 shares of common stock for $12.2 million and dividends of $571,000. These decreases were partially offset by net income of $1.7 million, employee stock ownership plan (ESOP) shares earned of $115,000, RRP shares earned of $773,000 and proceeds from stock options exercised of $46,000. Also, unrealized gain on securities available for sale increased $304,000. COMPARISON OF THE OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000. Net income was $1.7 million or 23 cents for basic and 22 cents for diluted earnings per share for the quarter ended March 31, 2001. This compared to net income for the comparable period in 2000 of $1.5 million or 28 cents per share basic and diluted, respectively. The increase in earnings was primarily due to an increase in net interest income partially offset by increases in non-interest expenses. The annualized return on average assets was .91% and 1.12% for the three months ended March 31, 2001, and 2000. Interest income increased $4.5 million or 47.4% from $9.5 million for the three months ended March 31, 2000 to $14.1 million for the three months ended March 31, 2001. Interest expense increased $3 million or 63.3% from $4.7 million for the three months ended March 31, 2000 to $7.7 million for the three months ended March 31, 2001. As a result, net interest income for the three-month period ended March 31, 2001 increased $1.5 million or 31.7% compared to the same period in 2000. The increase in net interest income was due primarily to the loans receivable and deposits acquired through the merger with Marion Capital Holdings. The Company's provision for loan losses for the three-month ended March 31, 2001 was $189,000 compared to $171,000 for the same period in 2000. At March 31, 2001 and December 31, 2000, respectively, non-performing loans were $3.6 million and $3.4 million. The allowance for loan losses was $5.1 million or .79% of net loans and $6.5 million or approximately 1.00% of net loans at March 31, 2001, and December 31, 2000, respectively. Non-interest income increased $400,000 or 48% for the three months ended March 31, 2001 compared to the same period in 2000. This increase can be attributed to increased service fee income of $96,000, increased commission income of $54,000, and increased cash surrender value of life insurance of $167,000. All of these increases can be attributed to the Marion Capital merger. Also, for the three-month period ended March 31, 2001 long-term fixed-rate one-to-four family mortgage loans were sold with a resulting gain of $123,000 compared to no gain or loss for the same period in 2000. 10 Non-interest expense increased $1.9 million or 60.7% for the three months ended March 31, 2001 compared to the same period in 2000. Salaries and employee benefits were $3.2 million for the three month period ended March 31, 2001 compared to $1.8 million for the 2000 period, an increase of $1.4 million or 72.9%. The reasons for the increase in salaries and benefits included increases in salaries due to the merger with Marion Capital and a $773,000 expense recognized due to the new RRP stock grants. For this quarter there was $756,000 vested on March 20. The expense for the remaining RRP shares not vested will be spread over the next four years. For the remaining three-quarters of 2001, the expense will be $189,000 per quarter. Other expenses increased $580,000 or 43.7% for the three-month period ended March 31, 2001 compared to the same period in 2000. Increases in various other expenses resulted primarily from the Marion Capital merger. Income tax expense decreased $255,000 for the three months ended March 31, 2001 compared to the same period in 2000. The decrease resulted from increased tax-free income and increased low-income housing tax credits related to the Marion Capital merger. LIQUIDITY AND CAPITAL RESOURCES The standard measure of liquidity for savings associations is the ratio of cash and eligible investments to a certain percentage of net withdrawable savings accounts and borrowings due within one-year. As of March 31, 2001, Mutual Federal had liquid assets of $42.4 million and a liquidity ratio of 6.7%. ITEM 3. Quantitative and Quantitative Disclosures about Market Risk Presented below as of March 31, 2001 and 2000 is an analysis performed by the OTS (for March 31, 2000) and by Mutual Federal (for March 31, 2001) of Mutual Federal's interest rate risk as measured by changes in Mutual Federal's net portfolio value ("NPV") for instantaneous and sustained parallel shifts in the yield curve, in 100 basis point increments, up and down 300 basis points. 11 March 31, 2001 Net Portfolio Value NPV as % of PV of Assets Changes ------------------------------ In Rates $ Amount $ Change % Change NPV Ratio Change --------- -------- -------- -------- --------- ------- +300 bp 84,407 -30,101 -26% 11.65% -309 bp +200 bp 94,718 -19,791 -17% 12.77% -197 bp +100 bp 105,183 -9,325 -8% 13.86% -88 bp 0 bp 114,509 14.74% -100 bp 120,088 5,579 5% 15.17% +43 bp -200 bp 123,174 8,665 8% 15.30% +56 bp -300 bp 130,086 15,577 14% 15.83% +109 bp March 31, 2000 Net Portfolio Value NPV as % of PV of Assets Changes ----------------------------- In Rates $ Amount $ Change % Change NPV Ratio Change --------- -------- -------- -------- --------- ------- +300 bp 43,810 -30,071 -41% 8.81% -496 bp +200 bp 54,045 -19,837 -27% 10.59% -319 bp +100 bp 64,236 -9,646 -13% 12.27% -151 bp 0 bp 73,882 13.77% -100 bp 81,808 7,926 11% 14.94% +116 bp -200 bp 86,534 12,652 17% 15.57% +179 bp -300 bp 90,081 16,200 22% 16.00% +222 bp The analysis at March 31, 2001 indicates that there have been no material changes in market interest rates for Mutual Federal's interest rate sensitivity instruments which would cause a material change in the market risk exposures which affect the quantitative and qualitative risk disclosures as presented in item 7A of the Company's annual report on Form 10-K for the period ended December 31, 2000. 12 PART II - OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities and use of Proceeds None. Item. 3. Defaults Upon Senior Securities None. Item 4. Submission of matters to Vote to Security Holders None. Item 5. Other Information. None. Item 6. Exhibits and Reports on form 8-K. (a) No reports on form 8-K were filed during the quarter ended March 31, 2001. 13 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 thereunto duly authorized. MUTUALFIRST Financial, Inc. Date: MAY 14, 2001 By: /S/ R. DONN ROBERTS ------------------- -------------------------------------- R. Donn Roberts President and Chief Executive Officer Date: MAY 14, 2001 By: /S/ TIMOTHY J. MCARDLE ------------------- -------------------------------------- Timothy J. McArdle Senior Vice President and Treasurer 14