-----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, VzSOV5zQkT6uQozyNRf3DEjOgG8XYQ9GOjXDNrs/nmvHiqVZsQ7u+FdgYjel2pVQ vjxl1v91Qv+6l5CxrX909g== /in/edgar/work/0000790183-00-000025/0000790183-00-000025.txt : 20001026 0000790183-00-000025.hdr.sgml : 20001026 ACCESSION NUMBER: 0000790183-00-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001019 ITEM INFORMATION: FILED AS OF DATE: 20001025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROGRESS FINANCIAL CORP CENTRAL INDEX KEY: 0000790183 STANDARD INDUSTRIAL CLASSIFICATION: [6022 ] IRS NUMBER: 232413363 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-72543 FILM NUMBER: 745387 BUSINESS ADDRESS: STREET 1: 4 SENTRY PARKWAY SUITE 200 CITY: BLUE BELL STATE: PA ZIP: 19422-0764 BUSINESS PHONE: 6108258800 MAIL ADDRESS: STREET 1: 4 SENTRY PARKWAY STREET 2: SUITE 200 CITY: BLUE BELL STATE: PA ZIP: 19422-0764 8-K 1 0001.txt 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 October 18, 2000 - -------------------------------------------------------------------------------- (Date of earliest event reported) Progress Financial Corporation - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-14815 25-2413363 - -------------------------------------------------------------------------------- (State of other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identified No.) 4 Sentry Parkway, Suite 200, Blue Bell, Pennsylvania 19422-0764 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (610)-825-8800 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - -------------------------------------------------------------------------------- (Former name,former address and former fiscal year,if changed since last report) - -------------------------------------------------------------------------------- Exhibit Index appears on page 4 Item 5. Other Events On October 18, 2000, Progress Financial Corporation reported third quarter net income of $1.8 million or diluted earnings per share of $.29 compared with net income of $2.3 million or diluted earnings per share of $.37 for the third quarter of 1999. For further information see the press release attached as Exhibit 99(a) and incorporated herein by reference. 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. PROGRESS FINANCIAL CORPORATION Dated: October 18, 2000 By: /s/ Michael B. High -------------------------------- Michael B. High Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99(a) Press Release on Third Quarter 2000 earnings issued on October 18, 2000 EX-99 2 0002.txt Exhibit 99(a) 99(a) Press Release on Third Quarter 2000 earnings issued on October 18, 2000 Exhibit 99(a) NEWS RELEASE Contact: Michael B. High, CFO/Executive Vice President (610) 941-4804 Dorothy Jaworski, Director of Investor Relations (484) 322-4822 For immediate release: Progress Financial Corporation Announces Third Quarter Earnings of $1.8 Million Blue Bell, PA, October 18, 2000 - Progress Financial Corporation (the "Company" - Nasdaq: PFNC) today reported third quarter 2000 net income of $1.8 million, or diluted earnings per share of $.29, compared to net income of $2.3 million, or diluted earnings per share of $.37, for the third quarter of 1999. Results for the third quarter of 1999 included $2.8 million of client warrant income, compared to a loss of $103,000 from client warrant income during the current quarter. Net income from continuing operations remained virtually unchanged at $1.7 million, or diluted earnings per share of $.29, compared to $1.8 million or diluted earnings per share of $.30 for same period of 1999. Net income for the nine months ended September 30, 2000 totaled $5.9 million, or diluted earnings per share of $.97, compared to net income of $4.7 million, or diluted earnings per share of $.77, for the nine months ended September 30, 1999. Commenting on the third quarter results, W. Kirk Wycoff, President and CEO, stated, "Despite some compression of our net interest margin, we are pleased with the increase during the quarter in financial services fee income, which grew 47% to $3.7 million from $2.5 million for the comparable quarter of 1999. I am especially pleased with the growth in fee income primarily due to a $526,000 increase in management fees generated by the Company's subsidiary Progress Capital Management, Inc. which manages the mezzanine debt and venture capital funds, a $343,000 increase in mutual fund annuity and insurance commissions and $193,000 in consulting fees generated by the Company's subsidiary KMR Management, Inc. which provides financial and operational management consulting services for commercial clients." Average earning assets for the third quarter of 2000 were $777.1 million compared to $637.2 million for the same period in 1999. The growth in assets relates to higher loan and lease production funded by significant deposit growth. Average loans and leases increased $76.7 million, or 17%, compared to the same quarter of 1999. Consequently, tax-equivalent interest income for the third quarter of 2000 increased $4.0 million, or 31%, over the same period in 1999. Net interest income increased $1.3 million, or 19.5%, compared to the third quarter of 1999. The net interest margin was 4.18% compared to 4.24% for the same period in 1999. Loans and leases outstanding totaled $562.1 million at September 30, 2000 compared to $503.7 million at December 31, 1999. This increase was primarily due to a $41.8 million increase in commercial business loans. The Company reported non-performing assets of $7.9 million at September 30, 2000 compared to $5.8 million at December 31, 1999. The increase in non-performing assets was primarily related to residential real estate development projects amounting to $3.5 million, classified as other real estate owned, acquired by the Company through deeds in lieu of foreclosure. The Company has recorded these projects at management's estimate of net realizable value and expects to dispose of these during the next two quarters. The Company's non-performing assets to total assets ratio at September 30, 2000 was .90% compared to .75% at December 31, 1999. The non-performing loans to assets ratio was .50% at September 30, 2000 compared to .74% at December 31, 1999. During the quarter ended September 30, 2000, the Company recorded a $517,000 provision for loan and lease losses due to loans and lease growth and the level of non-performing loans and leases. This resulted in a slight decrease in the provision for loan and lease losses from the comparable period in 1999. The ratio of the allowance for loan and lease losses to total loans and leases was 1.16% at September 30, 2000 compared to 1.11% at September 30, 1999. Non-interest income for the quarter ended September 30, 2000 amounted to $4.2 million, compared to $5.7 million for the same period in 1999. During the quarter, the Company recognized a $103,000 loss in client warrant income primarily due to a decrease in the market value of warrants held to acquire common stock compared to a gain of $2.8 million in the same period of 1999 primarily the result of the expiration of restrictions on the sale of warrants to acquire the common stock. Fee income increased $1.2 million primarily due to a $526,000 increase in management fees generated by the Company's subsidiary Progress Capital Management, Inc., which manages the mezzanine debt and venture capital funds, a $343,000 increase in mutual fund annuity and insurance commissions, and $193,000 in consulting fees generated by the Company's subsidiary KMR Management, Inc., which provides financial and operational management consulting services for commercial clients. Total non-interest expense was $9.2 million for the quarter ended September 30, 2000 compared to $9.1 million for the quarter ended September 30, 1999. Excluding non-recurring expenses of $1.1 million in the third quarter of 1999, non-interest expense increased $1.2 million. This increase was primarily due to increases in salaries and employee benefits of $512,000 as a result of additional employees to staff three new bank branches, the acquisition of KMR Management, Inc., the staffing of Progress Capital Management, Inc., and from other new positions established within the Company. Occupancy and furniture, fixtures and equipment expenses increased $303,000 mainly due to a new operations center, bringing data processing in-house, and new branch openings. Capital securities expense increased $138,000 due to the issuance of $6.0 million of 11.445% capital securities in July 2000. Total assets increased to $878.3 million at September 30, 2000 from $768.9 million at December 31, 1999. Total deposits increased to $589.6 million at September 30, 2000 from $521.4 million at December 31, 1999. Deposit growth of 13.1% was primarily the result of new commercial business customer relationships and retail branch expansion. Progress Financial Corporation is a unitary thrift holding company headquartered in Blue Bell, Pennsylvania. The business of the Company consists primarily of the operation of Progress Bank, which serves businesses and consumers through seventeen full service offices. The Company also offers a diversified array of financial services including equipment leasing through Progress Leasing Company, with offices in Blue Bell, Pennsylvania and Timonium, Maryland, and financial planning services and investments through Progress Financial Resources, Inc., headquartered in Philadelphia, Pennsylvania; and asset based lending through Progress Business Credit. In addition, the Company also conducts commercial mortgage banking and brokerage services through Progress Realty Advisors, Inc. with locations in Blue Bell, Pennsylvania; Richmond and Chesapeake, Virginia; Woodbridge, New Jersey; and Raleigh, North Carolina. The Company also receives fees for the construction and development of assisted living communities through Progress Development Corporation; venture capital activities managed by Progress Capital Management, Inc.; and financial and operational management consulting services for commercial clients through KMR Management, Inc. located in Willow Grove, Pennsylvania. The Company's common stock is traded on the Nasdaq Stock Market, National Market under the Symbol "PFNC". FINANCIAL DATA ATTACHED Progress Financial Corporation Consolidated Statements of Financial Condition (Dollars in Thousands)
September 30, December 31, 2000 1999 --------------- ------------- Assets: (Unaudited) (Audited) Cash and due from banks: Non-interest bearing $18,076 $15,648 Interest bearing 16,380 24,278 Trading securities -- 3,267 Investments and mortgage-backed securities Available for sale at fair value (amortized cost: $208,461 and $147,529) 203,518 149,518 Held to maturity at amortized cost (fair value: $32,031 and $32,914) 35,382 34,309 Loans and leases, net (net of reserve: $6,513 and $5,927) 555,630 497,738 Premises and equipment 17,986 15,600 Other assets 31,322 27,395 Net assets of discontinued operations --- 1,188 --------- -------- Total assets $878,294 $768,941 ========= ======== Liabilities and Stockholders' Equity Liabilities: Deposits $589,645 $521,439 Short-term borrowings 93,689 50,767 Other liabilities 27,912 22,475 Long-term Debt: Federal Home Loan Bank advances 85,500 85,000 Other debt 10,000 24,000 Subordinated Debt 3,000 3,000 -------- -------- Total liabilities 809,746 706,681 -------- -------- Corporation-obligated mandatorily redeemable capital securities of subsidiary trust holding solely junior subordinated debentures of the 20,225 14,451 Corporation Commitments and contingencies -- -- Shareholders' equity: Serial preferred - 1,000,000 shares authorized but unissued -- -- Junior participating preferred stock - $.01 par value - 1,010 shares -- -- authorized but unissued Common stock, $1 par value; 12,000,000 shares authorized; 5,822,000 and 5,680,000 shares issued; including treasury shares of 48,000 and 152,000; and unallocated shares held by the Employee Stock Ownership Plan of 0 and 5,822 5,680 14,000 Other shareholders' equity, net 45,831 40,895 Net accumulated other comprehensive income (loss) (3,330) 1,234 --------- -------- Total shareholders' equity 48,323 47,809 --------- -------- Total liabilities, Corporation-obligated mandatorily redeemable capital securities of subsidiary trust holding and shareholders' equity $878,294 $768,941 ========= ========
Progress Financial Corporation Consolidated Statements of Operations (Dollars in Thousands, except per share data)
Three Months Ended Nine Months Ended September 30, September 30, 2000 1999 2000 1999 ----------------------------------------------------------- (Unaudited) (Unaudited) (Unaudited) (Unaudited) Interest income: Loans and leases, including fees $13,037 $10,464 $37,488 $30,092 Mortgage-backed securities 2,810 1,859 7,336 5,953 Investment securities 1,015 560 2,994 1,508 Other 308 285 894 645 ------- ------- ------- ------- Total interest income 17,170 13,168 48,712 38,198 Interest expense: Deposits 6,318 4,303 17,159 11,951 Short-term borrowings 1,165 527 3,135 1,767 Long-term borrowings 1,608 1,576 4,812 4,904 ------- ------- ------- ------- Total interest expense 9,091 6,406 25,106 18,622 Net interest income 8,079 6,762 23,606 19,576 Provision for loan and lease losses 517 658 2,750 2,323 ------- ------- ------- ------- Net interest income after provision for loan and 7,562 6,104 20,856 17,253 lease losses Non-interest income: Service charges on deposits 493 572 1,722 1,513 Lease financing fees 372 256 1,036 925 Mutual fund, annuity and insurance commissions 1,056 713 2,895 1,767 Loan brokerage and advisory fees 591 522 1,653 1,697 Gain (loss) from sale of securities 373 (66) 263 (222) Client warrant income (loss) (103) 2,775 3,482 3,257 Equity (loss) in unconsolidated entities 8 511 (1,989) 615 Fees and other 1,403 456 3,935 1,966 ------- ------- ------- ------- Total noninterest income 4,193 5,739 12,997 11,518 ------- ------- ------- ------- Non-interest expense: Salaries and employee benefits 4,903 4,391 14,774 11,550 Occupancy 576 440 1,684 1,047 Data processing 239 338 875 818 Furniture, fixtures and equipment 556 389 1,584 1,042 Professional services 500 539 1,639 1,302 Capital securities expense 537 399 1,335 1,196 Other 1,866 2,620 5,622 5,634 ------- ------- ------- ------- Total non-interest expense 9,177 9,116 27,513 22,589 ------- ------- ------- ------- Income from continuing operations before income taxes 2,578 2,727 6,340 6,182 Income tax expense 841 905 2,109 2,107 ------- ------- ------- ------- Income from continuing operations 1,737 1,822 4,231 4,075 Gain on sale of discontinued operations, net of tax 6 --- 1,519 --- Income from discontinued operations, net of tax 9 435 123 635 ------- ------- ------- ------- Net income $1,752 $ 2,257 $ 5,873 $ 4,710 ======= ======= ======= ======= Basic income from continuing operations per common share $.30 $.31 $.73 $.71 ==== ==== ==== ==== Diluted income from continuing operations per common share $.29 $.30 $.70 $.67 ==== ==== ==== ==== Basic net income per common share $.30 $.39 $1.01 $.82 ==== ==== ===== ==== Diluted net income per common share $.29 $.37 $.97 $.77 ==== ==== ==== ==== Dividends per common share $.06 $.04 $.15 $.12 ==== ==== ==== ==== Basic average common shares outstanding 5,801,653 5,905,692 5,814,405 5,753,309 ========= ========= ========= ========= Diluted average common shares outstanding 6,018,424 6,148,394 6,027,094 6,105,728 ========= ========= ========= =========
Progress Financial Corporation Supplemental Data
Three Months Ended Nine Months Ended September 30, September 30, 2000 1999 2000 1999 ------------------------------------------------------------------- (Dollars in Thousands, except per share data) Profitability Measures: Return on average assets .83% 1.31% .97% .94% Return on average equity 14.33 20.73 16.48 14.80 Net interest spread (FTE) 3.52 3.63 3.58 3.62 Net interest margin (FTE) 4.18 4.24 4.24 4.22 Efficiency ratio 69.86 60.70 70.33 64.97 Diluted net income per common share (1) $ .29 $ .37 $ .97 $ .77 Selected Loan Data: Non-performing assets $7,884 $3,760 $7,884 $3,760 Ratio of non-performing assets to total assets .90% .53% .90% .53% Ratio of allowance for loan and lease losses to total loan and leases receivable 1.16 1.11 1.16 1.11 Ratio of allowance for loan and lease losses to non-performing loan and leases receivable 149.79 137.87 149.79 137.87 Loan delinquency ratio .78 3.56 .78 3.56 Ratio of loans and leases to deposits 95.34 94.96 95.34 94.96 Selected Equity Data: Book value per share (1) $8.37 $7.18 $8.37 $7.18 Tangible book value per share (1) 7.44 6.32 7.44 6.32 Dividends per common share (1) .06 .04 .15 .12 Average equity to average assets 5.79% 6.30% 5.86% 6.37% Tier 1 risk-based capital ratio (Bank) 9.23 9.10 9.23 9.10 Total risk-based capital ratio (Bank) 10.32 10.15 10.32 10.15 Tier 1 leverage ratio (Bank) 6.42 6.44 6.42 6.44 Selected Average Balances: Loans, gross $539,727 $463,056 $532,904 $446,458 Earning assets 777,115 637,235 752,626 624,540 Total assets 840,487 685,773 812,830 667,747 Deposits 567,608 460,227 547,161 427,595 Equity 48,649 43,190 47,614 42,540 (1) Per share amounts have been restated to reflect the 5% stock dividend distributed to shareholders on August 31, 2000.
Progress Financial Corporation Supplemental Balances
Period-End Balances At : September 30, 2000 December 31, 1999 % Change ----------------------------------------------------------------- Loans and Leases, Net: Commercial business $161,613 $119,807 34.9% Commercial real estate 173,064 162,588 6.4 Construction, net of loans in process 54,508 58,813 (7.3) Single family residential real estate 37,010 40,554 (8.7) Consumer 38,659 34,918 10.7 Leases receivable 97,289 86,985 11.8 ------------------------------------------------------------------ Total loans and leases 562,143 503,665 11.6 Allowance for loan and lease losses (6,513) (5,927) 9.9 ------------------------------------------------------------------ Loans and leases, net $555,630 $497,738 11.6% ================================================================== Deposits: Non-interest-bearing demand deposits $ 77,558 $ 65,305 18.8% NOW and SuperNow 91,046 80,086 13.7 Money Market 38,306 35,015 9.4 Passbook and Statement Savings 28,403 31,517 (9.9) Time deposits 354,332 309,516 14.5 ------------------------------------------------------------------ Total Deposits $589,645 $521,439 13.1% ==================================================================
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