-----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, BV7wMlRhW2bdycTl7+yamgZXYhDJx/w4Pk2T5ssR5PrvkTo+UJ5yaii3t9lXOnX+ IgF+gLT82AdGFUW0X1K4Lw== 0001275287-06-000547.txt : 20060201 0001275287-06-000547.hdr.sgml : 20060201 20060201134726 ACCESSION NUMBER: 0001275287-06-000547 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060201 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060201 DATE AS OF CHANGE: 20060201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHARTER FINANCIAL CORP/GA CENTRAL INDEX KEY: 0001136796 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-33071 FILM NUMBER: 06568934 BUSINESS ADDRESS: STREET 1: 600 THIRD AVENUE CITY: WEST POINT STATE: GA ZIP: 31833 BUSINESS PHONE: 7066451391 MAIL ADDRESS: STREET 1: 600 THIRD AVENUE CITY: WEST POINT STATE: GA ZIP: 31833 8-K 1 cf4674.txt FORM 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): February 1, 2006 CHARTER FINANCIAL CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) United States 000-33071 58-2659667 ------------------------------ ------------ ------------------- (State or other (Commission (IRS Employer jurisdiction of incorporation) File Number) Identification No.) 1233 O. G. Skinner Drive, West Point, Georgia 31833 --------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (706) 645-1391 Not Applicable -------------------------------------------------------------- (Former name or former address, if changed since last report.) 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 (see General Instruction A.2. below): [ ] 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 On February 1, 2006, Charter Financial Corporation (the "Company") announced its annual and first quarter earnings for the 2006 fiscal year. A copy of the press release dated February 1, 2006, describing its first quarter earnings is attached as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) The following exhibit is furnished with this Report: Exhibit No. Description ----------- ------------------------------------------------------------ 99.1 Press release issued by Charter Financial Corporation (the "Company") on February 1, 2006 furnished in accordance with Item 2.02 of this Current Report on Form 8-K. 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. Dated: February 1, 2006 CHARTER FINANCIAL CORPORATION By: \s\Robert L. Johnson ---------------------------- Name: Robert L. Johnson Title: President and Chief Executive Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------------------------------------------------------------- 99.1 Press release issued by the Company on February 1, 2006. EX-99.1 2 cf4674ex991.txt EXHIBIT 99.1 Exhibit 99.1 CHARTER FINANCIAL REPORTS 1ST QUARTER EARNINGS -- Net Interest Income increases 14% over September -- Loan Balances Increase by $19.8 Million To $376.6 Million -- Net income increases to $5.3 million WEST POINT, Ga., Feb. 1 /PRNewswire-FirstCall/ -- Charter Financial Corporation (Nasdaq: CHFN) today reported 1st quarter fiscal 2006 net income of $5.3 million, or $0.27 per share, compared to $2.9 million, or $0.15 per share, for same quarter of the prior year for an increase of eighty-three percent. The increase in net income for the quarter was attributed to a $3.1 million improvement in noninterest income and a $840,000 increase in net interest income. The increase in noninterest income resulted from a gain on the sale of Freddie Mac stock. The improvement in net interest income was from growth in the loan portfolio and increases in dividends received from Freddie Mac. These increases to net income were partially offset by increases of $439,000 in noninterest expense and $660,000 in tax expense. "We made significant progress in building our retail franchise and improving the resulting earnings," said Robert L. Johnson, president and chief executive officer. "We increased our net loans receivable to $376.6 million, which is up $19.8 million from the balance at September 30, 2005. The loan growth rewarded the bank for having strengthened its commercial real estate loan officer staff. Deposit fees also increased by approximately 12 percent to $833,000 for the quarter from $745,000 for the prior quarter indicating continued marketing success of our suite of checking products." Johnson pointed out that Charter Financial continued to manage its capital by declaring a special dividend of $0.35 in addition to its regular quarterly dividend of $0.35. During the quarter, the company recognized $4.8 million in income from sales of Freddie Mac common stock compared with $1.6 million in the prior quarter. The sales resulted from exercises of covered calls written by the Company. These sales are a positive development because they not only allow the company to realize the value of the asset at a measured pace but are also an indication that the value of our Freddie Mac holdings are appreciating. Charter Financial Corporation is a savings and loan holding company and the parent company of CharterBank, a full-service community bank and a federal savings institution. Charter Financial Corporation and its subsidiary, CharterBank, are in a mutual holding company structure. Charter Financial owns 4.4 million shares of Freddie Mac common stock with a market value of $290.0 million. CharterBank is headquartered in West Point, Georgia, and operates nine full-service branches on the I-85 corridor from LaGrange, Georgia to Auburn, Alabama. CharterBank's deposits are insured by the Federal Deposit Insurance Corporation. Forward-Looking Statements This release may contain "forward-looking statements" that may be identified by use of such words as "believe," "expect," "anticipate," "should," "planned," "estimated," and "potential." Examples of forward-looking statements include, but are not limited to, estimates with respect to our financial condition and results of operation and business that are subject to various factors that could cause actual results to differ materially from these estimates. These factors include but are not limited to general and local economic conditions; changes in interest rates, deposit flows, demand for mortgages and other loans, real estate values, and competition; changes in accounting principles, policies, or guidelines; changes in legislation or regulation; and other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products, and services. Any or all forward-looking statements in this release and in any other public statements we make may turn out to be wrong. They can be affected by inaccurate assumptions we might make or known or unknown risks and uncertainties. Consequently, no forward-looking statements can be guaranteed. The Company disclaims any obligation to subsequently revise or update any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. Selected Financial Data (in thousands except share and per share data):
December 31, ----------------------------- September 30, 2005 2004 2005 ------------- ------------- ------------- Unaudited Total Assets $ 1,094,812 $ 1,127,228 $ 1,050,570 Loans Receivable, Net 376,647 317,250 356,808 Mortgage Securities Available for Sale 348,000 405,835 358,461 Freddie Mac Common Stock 289,991 336,625 254,776 Other Investment Securities 17,227 13,903 17,712 Retail Deposits 254,239 238,206 250,391 Core Deposits 128,859 122,500 131,361 Total Deposits 354,977 270,241 320,129 Deferred Income Taxes 106,360 125,844 93,271 Borrowings 351,036 422,598 382,336 Realized Stockholders' Equity* 96,735 87,213 93,825 Accumulated Other Comprehensive Income** 170,225 203,013 149,405 Total Equity 266,960 290,226 243,230 Book Value per Share $ 13.51 $ 14.69 $ 12.31 Tangible Book Value per Share 13.22 14.39 12.02 Minority Shares Outstanding 3,904,492 3,895,542 3,904,492 Total Shares Outstanding - at Quarter End 19,762,416 19,753,466 19,762,416 Weighted Average Total Shares Outstanding - Basic 19,533,722 19,506,259 19,529,848 Weighted Average Total Shares Outstanding - Fully Diluted 19,575,347 19,578,844 19,566,135
* Includes Total Stockholders' Equity less Accumulated Other Comprehensive Income. ** Includes unrealized gains and losses on Freddie Mac common stock and other investment securities adjusted for income taxes at a tax rate of 38.6% Selected Operating Data (in thousands except share and per share data):
Three months ended --------------------------------------------- December 31, ----------------------------- September 30, 2005 2004 2005 ------------- ------------- ------------- Unaudited Total Interest Income $ 12,787 $ 10,679 $ 11,530 Total Interest Expense 6,307 5,039 5,831 Net Interest Income 6,480 5,640 5,699 Provision for Loan Losses - - 75 Net Interest Income after Provision for Loan Losses 6,480 5,640 5,624 Noninterest Income 5,961 3,292 2,871 Noninterest Expense 5,040 4,601 4,603 Income before Income Taxes 7,401 4,331 3,892 Income Tax Expense 2,067 1,407 1,075 Net Income $ 5,334 $ 2,924 $ 2,817 Earnings per Share $ 0.27 $ 0.15 $ 0.14 Earnings per Share - Fully Diluted 0.27 0.15 0.14 Cash Dividends per Share*** 0.70 2.25 0.35 Net Charge-offs 19 213 269 Deposit Fees 833 670 745 Gain on Sale of Loans 163 233 254 Gain on Sale of Freddie Mac Common Stock 4,769 2,577 1,603 Gain (Loss) on Covered Calls Related to Freddie Mac Common Stock 13 (366) 76
*** First Charter, MHC has waived its portion of these dividends, resulting in payment only to the minority stockholders.
Three months ended --------------------------------------------- December 31, ----------------------------- September 30, 2005 2004 2005 ------------- ------------- ------------- Unaudited Return on Equity 8.43% 4.18% 4.28% Return on Assets 2.00 1.07 1.06 Net Interest Margin 2.50 2.12 2.21 Loan Loss Reserve as a % of Total Loans 1.60 1.98 1.69 Loan Loss Reserve as a % of Nonperforming Assets 128.27 106.08 118.56 Nonperforming Assets as a % of Total Loans and REO 1.24 1.86 1.42 Net Chargeoffs as a % of Average Loans 0.01 0.07 0.08 Nonperforming Assets to Total Assets 0.44 0.54 0.49 Bank Core Capital Ratio 8.84 9.38 9.86 Dividend Payout Ratio 46.49 270.43 43.70 Effective Tax Rate Expense 27.93 32.48 27.61
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