-----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, Pf5mvFhfrQMmXBo3+HLQRniSiF0WaiUjRE3+W0zzvJ7Nn7fm68m3CbkRrpcCaGCp MZQhhnlvqAFSjt7fWCeLtA== 0001104659-04-022717.txt : 20040805 0001104659-04-022717.hdr.sgml : 20040805 20040805170641 ACCESSION NUMBER: 0001104659-04-022717 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANDMARK BANCORP INC CENTRAL INDEX KEY: 0001141688 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 431930755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-33203 FILM NUMBER: 04955380 BUSINESS ADDRESS: STREET 1: 800 POYNTZ AVENUE CITY: MANHATTAN STATE: KS ZIP: 66502 BUSINESS PHONE: 7855652000 MAIL ADDRESS: STREET 1: 800 POYNTZ AVENUE CITY: MANHATTAN STATE: KS ZIP: 66502 FORMER COMPANY: FORMER CONFORMED NAME: LANDMARK MERGER CO DATE OF NAME CHANGE: 20010530 8-K 1 a04-8933_18k.htm 8-K

 

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

 

August 5, 2004

(Date of earliest event reported)

 

August 5, 2004

 

Landmark Bancorp, Inc.

(Exact name of Registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

 

 

0-20878

 

43-1930755

(Commission File Number)

 

(I.R.S. Employer Identification Number)

 

 

 

800 Poyntz Avenue, Manhattan, Kansas

 

66502

(Address of principal executive offices)

 

(Zip Code)

 

 

 

(785) 565-2000

(Registrant’s telephone number, including area code)

 

 



 

Item 7.                Financial Statements, Pro Forma Financial Information and Exhibits

 

(a)           Financial Statements of Business Acquired.

 

None.

 

(b)           Pro Forma Financial Information.

 

None.

 

(c)           Exhibits.

 

99.1         Press Release dated August 5, 2004

 

Item 12.         Results of Operations and Financial Condition

 

On August 5, 2004, Landmark Bancorp, Inc. issued a press release announcing its earnings for the quarter and six months ended June 30, 2004.  The press release is attached hereto as Exhibit 99.1.

 

1



 

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.

 

 

 

LANDMARK BANCORP, INC.

 

 

 

 

Dated: August 5, 2004

By:

/s/ Mark A. Herpich

 

 

 

  Mark A. Herpich

 

 

  Vice President, Secretary, Treasurer
and Chief Financial Officer

 

2


EX-99.1 2 a04-8933_1ex99d1.htm EX-99.1

Exhibit 99.1

 

PRESS RELEASE

 

Contacts:

Patrick L. Alexander

President and Chief Executive Officer

Mark A. Herpich

Chief Financial Officer

(785) 565-2000

 

FOR IMMEDIATE RELEASE

August 5, 2004

 

 

Landmark Bancorp, Inc. Announces Results for the Six Months and the Quarter Ended June 30, 2004 and Approves a Cash Dividend

 

(Manhattan, KS, August 5, 2004) Landmark Bancorp, Inc. (Nasdaq: LARK), a bank holding company based in Manhattan, Kansas, reported diluted earnings per share for the six months ended June 30, 2004 of $0.96 versus $1.19 for the six months ended June 30, 2003, according to Patrick L. Alexander, President and Chief Executive Officer.  Net earnings for the six months ended June 30, 2004 were $2.0 million compared to net earnings of $2.5 million for the six months ended June 30, 2003.  Diluted earnings per share for the quarter ended June 30, 2004 were $0.51 versus $0.57 for the quarter ended June 30, 2003.  Net earnings for the quarter ended June 30, 2004 were $1.1 million, a decrease of $141,000 compared to the quarter ended June 30, 2003. Additionally, the Board of Directors declared a cash dividend of 17 cents per share to shareholders of record as of August 4, 2004, payable August 16, 2004.

 

Alexander commented, “Although our 2004 net earnings are down from the record levels in 2003, we continue to be very optimistic about our opportunities as we look forward to the remainder of 2004.  Recent positive economic news and evidence of sustained growth has already begun laying the groundwork for increased demand for commercial loans and an increase in interest rates.  Mortgage prepayments have slowed which, combined with the increased commercial loan activity we are witnessing, should allow us to experience loan portfolio growth in the upcoming months.  Additionally, our acquisition of First Kansas Financial Corporation, which closed on April 1, 2004, introduces us to new markets and opportunities for additional revenue enhancements and cost savings.  We completed the assimilation of our data processing systems during late June, which enables us to offer additional services to our new markets along with achieving operational efficiencies.  We are particularly excited about our commercial lending prospects in these markets.  We have hired two seasoned loan officers from the area which should allow us to begin experiencing significant loan growth in those

 



 

markets in the very near future.  All of these factors will help combat the interest margin pressures we are experiencing due to the extremely low-interest rate environment that the industry has been facing for an extended period of time.  We believe we are well positioned to take advantage of an increase in interest rates that should occur in a prolonged economic recovery.”

 

The decrease in net earnings for the second quarter of 2004 resulted primarily from reduced gains on sale of loans and increased non-interest expense in comparison to the prior year.  Net interest income for the second quarter of 2004 increased $573,000 to $3.4 million compared to the second quarter of 2003, an increase of 20.1%.  This increase was due primarily to the higher level of earning assets obtained in the acquisition of First Kansas Financial Corporation, in spite of a reduction in the net interest margin to 3.08% for the second quarter of 2004 from 3.84% for the second quarter of 2003.  Refinancings and paydowns in the residential mortgage portfolio have exceeded commercial loan growth over the past year, resulting in the excess liquidity being invested into lower yielding investment securities.  Total non-interest income increased approximately $49,000, or 4.0%, for the quarter ended June 30, 2004, as compared to the quarter ended June 30, 2003.  The decrease of $269,000 in gains on sale of loans was offset by an increase of $261,000 in fees and service charges.  Total non-interest expense for the second quarter of 2004 increased approximately $711,000 compared to the second quarter of 2003, resulting primarily from increases associated with the acquisition of First Kansas in compensation and benefits, occupancy and equipment, and data processing.

 

The decrease in net earnings for the six months ended June 30, 2004 resulted primarily from reduced gains on sale of loans and increased non-interest income in comparison to the prior year.  Net interest income for the first six months of 2004 increased $252,000 compared to the first six months of 2003, an increase of 4.2%.  This increase was due primarily to the acquisition of First Kansas Financial Corporation, in spite of a reduction in the net interest margin to 3.26% for the first six months of 2004 from 3.70% for the first six months of 2003.  Total non-interest income decreased approximately $345,000, or 13.4%, compared to the six months ended June 30, 2003.  This decrease was due to a $669,000 decrease in gains on sale of loans, which was partially offset by increased fees and service charges of $182,000 and an increase of $104,000 in gains on sale of holding company equity investments.  Total non-interest expense for the first six months of 2004 increased approximately $615,000 compared to the first six months of 2003, resulting primarily from increases in compensation and benefits, occupancy and equipment and data processing.  These increased expenses were primarily associated with the acquisition of First Kansas.

 

Landmark Bancorp’s total assets increased to $447.8 million at June 30, 2004, compared to $334.0 million at December 31, 2003.  Net loans receivable were $289.3 million at June 30, 2004, compared to $215.0 million at December 31, 2003.  The increase in net loans is related to the acquisition of First Kansas as internal growth

 



 

experienced in commercial loans was offset by a similar decline in mortgage loans attributable to refinance activity.  At June 30, 2004, the allowance for loan losses was $2.8 million, or 1.0% of net loans, compared to $2.3 million, or 1.1% of net loans at December 31, 2003.  As of June 30, 2004, $1.7 million in loans were on non-accrual status, or 0.59% of net loans, compared to a balance of $1.2 million in loans on non-accrual status, or 0.56% of net loans, as of December 31, 2003.  Additionally, non-performing assets as a percentage of total assets increased from 0.45% as of December 31, 2003 to 0.58% as of June 30, 2004.  Residential home loans comprised 86.5% of the $1.7 million non-accrual balance at June 30, 2004.  In the event of foreclosure, the Company has historically incurred minimal losses on these residential home loans based upon collateral values.

 

Landmark Bancorp consummated the acquisition of First Kansas Financial Corporation on April 1, 2004 and accordingly, the operating results presented for the six months ended June 30, 2004 include First Kansas Financial Corporation beginning April 1, 2004.  Landmark Bancorp, Inc. is the holding company for Landmark National Bank.  Landmark National Bank has branches in Manhattan (2), Auburn, Beloit, Dodge City (2), Fort Scott, Garden City, Great Bend, Hoisington, LaCrosse, Louisburg, Osage City, Osawatomie, Paola, Phillipsburg, Topeka and Wamego, Kansas.

 

Special Note Concerning Forward-Looking Statements

 

This press release contains, and future oral and written statements of the Company and its management may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company.  Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “should” or other similar expressions.  Additionally, all statements in this press release, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.

 

A number of factors, many of which are beyond the ability of the Company to control or predict, could cause actual results to differ materially from those in its forward-looking statements.  These factors include, among others, the following: (i) the strength of the local and national economy; (ii) changes in state and federal laws, regulations and governmental policies concerning the Company’s general business; (iii) changes in technology and the ability to develop and maintain secure and reliable electronic systems; (iv) changes in interest rates and prepayment rates of the Company’s assets; (v) increased competition in the financial services sector and the inability to attract new customers; (vi)  the economic impact of armed conflict or terrorist acts involving the United States; (vii) the loss of key executives or employees; (viii) changes in consumer spending; (ix) unexpected results of acquisitions; (x) unexpected outcomes of existing or new litigation involving the Company; and (xi) changes in accounting policies and practices.  These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  Additional information concerning the Company and its business, including additional factors that could materially affect the Company’s financial results, is included in the Company’s filings with the Securities and Exchange Commission.

 



 

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited):

 

 

 

At June 30,
2004

 

At December 31,
2003

 

ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

13,936,660

 

$

7,708,115

 

Investment securities available for sale

 

151,213,921

 

99,746,365

 

Loans receivable, net (1)

 

289,337,959

 

215,030,396

 

Premises and equipment, net

 

5,353,241

 

3,631,102

 

Goodwill

 

8,118,166

 

1,971,178

 

Other intangible assets, net

 

1,576,168

 

959,532

 

Other assets

 

8,245,335

 

4,999,601

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

477,781,450

 

$

334,046,289

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

$

337,453,225

 

$

253,108,220

 

Other borrowings

 

94,587,382

 

33,755,104

 

Other liabilities

 

3,356,836

 

4,610,862

 

 

 

 

 

 

 

Total liabilities

 

435,397,443

 

291,474,186

 

 

 

 

 

 

 

Stockholders’ equity

 

42,384,007

 

42,572,103

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

477,781,450

 

$

334,046,289

 

 


(1)   Loans receivable are presented after adjustments for undisbursed loan funds, unearned fees and discounts and the allowance for loan losses.  The allowance for loan losses was $2,830,002 and $2,315,870 at June 30, 2004 and December 31, 2003, respectively.

 

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (unaudited):

 

 

 

Six months ended June 30,

 

Three months ended June 30,

 

 

 

2004

 

2003

 

2004

 

2003

 

Interest income:

 

 

 

 

 

 

 

 

 

Loans

 

$

7,358,144

 

$

7,475,065

 

$

4,130,635

 

$

3,655,231

 

Investment securities

 

2,016,263

 

1,448,463

 

1,204,938

 

642,076

 

Other

 

19,101

 

23,235

 

10,769

 

14,291

 

Total interest income

 

9,393,508

 

8,946,763

 

5,346,342

 

4,311,598

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

Deposits

 

1,968,569

 

2,407,925

 

1,035,768

 

1,159,028

 

Borrowed funds

 

1,229,669

 

595,543

 

880,225

 

295,022

 

Total interest expense

 

3,198,238

 

3,003,468

 

1,915,993

 

1,454,050

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

6,195,270

 

5,943,295

 

3,430,349

 

2,857,548

 

Provision for loan losses

 

180,000

 

120,000

 

120,000

 

60,000

 

Net interest income after provision for loan losses

 

6,015,270

 

5,823,295

 

3,310,349

 

2,797,548

 

 

 

 

 

 

 

 

 

 

 

Non-interest income:

 

 

 

 

 

 

 

 

 

Fees and service charges

 

1,464,157

 

1,282,652

 

931,422

 

670,655

 

Gains on sale of loans

 

458,030

 

1,126,797

 

223,145

 

492,290

 

Gains on sale of investments

 

129,790

 

25,682

 

32,103

 

 

Other

 

189,016

 

151,153

 

107,515

 

82,111

 

Total non-interest income

 

2,240,993

 

2,586,284

 

1,294,185

 

1,245,056

 

 

 

 

 

 

 

 

 

 

 

Non-interest expense:

 

 

 

 

 

 

 

 

 

Compensation and benefits

 

2,732,878

 

2,422,941

 

1,515,074

 

1,209,841

 

Occupancy and equipment

 

743,668

 

624,924

 

424,622

 

312,547

 

Amortization

 

183,366

 

223,110

 

108,219

 

111,791

 

Professional fees

 

160,916

 

188,283

 

82,222

 

65,504

 

Data processing

 

209,365

 

163,248

 

130,500

 

83,169

 

Other

 

1,227,888

 

1,020,684

 

740,123

 

507,148

 

Total non-interest expense

 

5,258,081

 

4,643,190

 

3,000,760

 

2,290,000

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

974,634

 

1,227,450

 

528,987

 

537,198

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

2,023,548

 

$

2,538,939

 

$

1,074,787

 

$

1,215,406

 

 

 

 

 

 

 

 

 

 

 

Net earnings per share (2)

 

 

 

 

 

 

 

 

 

Basic

 

$

0.97

 

$

1.21

 

$

0.52

 

$

0.58

 

Diluted

 

0.96

 

1.19

 

0.51

 

0.57

 

 

 

 

 

 

 

 

 

 

 

Book value per share (2)

 

$

20.40

 

$

20.08

 

$

20.40

 

$

20.08

 

 

 

 

 

 

 

 

 

 

 

Shares outstanding at end of period

 

2,077,754

 

2,095,221

 

2,077,754

 

2,095,221

 

 

 

 

 

 

 

 

 

 

 

Weighted average diluted common and common equivalent shares outstanding

 

2,100,976

 

2,125,365

 

2,093,713

 

2,114,108

 

 


(2)   Net earnings per share and book value per share at or for the period ended June 30, 2003 have been adjusted to give effect to the 5% stock dividend paid during December 2003.

 

OTHER DATA (unaudited):

 

 

 

Six months ended June 30,

 

Three months ended June 30,

 

 

 

2004

 

2003

 

2004

 

2003

 

 

 

 

 

 

 

 

 

 

 

Return on average assets (3)

 

1.00

%

1.55

%

0.90

%

1.49

%

Return on average equity (3)

 

9.55

%

12.26

%

10.11

%

11.62

%

Equity to total assets

 

8.87

%

12.84

%

8.87

%

12.84

%

 


(3)   Information for the three months ended is annualized.

 


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