-----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, HNHgGPlnFCew4VPMFghkHfsUgjow6bATYJw8RVAGc/ApCvHAb02Ju3h+eVXtKB9k Z/dfE+U/7Pv4SKrUeioBMw== 0000743530-02-000039.txt : 20020502 0000743530-02-000039.hdr.sgml : 20020501 ACCESSION NUMBER: 0000743530-02-000039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020502 ITEM INFORMATION: Other events FILED AS OF DATE: 20020502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QCR HOLDINGS INC CENTRAL INDEX KEY: 0000906465 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 421397595 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22208 FILM NUMBER: 02632237 BUSINESS ADDRESS: STREET 1: 3551 7TH STREET CITY: MOLINE STATE: IL ZIP: 61265 BUSINESS PHONE: 3097363580 MAIL ADDRESS: STREET 1: 3551 7TH STREET CITY: MOLINE STATE: IL ZIP: 61265 FORMER COMPANY: FORMER CONFORMED NAME: QUAD CITY HOLDINGS INC DATE OF NAME CHANGE: 19930805 8-K 1 qcr8k.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 Date of Report: May 2, 2002 (Date of earliest event reported) QCR Holdings, Inc. (f/k/a Quad City Holdings, Inc.) ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Delaware ---------------------------------------------- (State or other jurisdiction of incorporation) 0-22208 42-1397595 - ------------------------ --------------------------------------- (Commission File Number) (I.R.S. Employer Identification Number) 3551 Seventh Street, Suite 204, Moline, Illinois 61265 - ------------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) (309) 736-3580 ---------------------------------------------------- (Registrant's telephone number, including area code) 1 Item 5. Other Events On May 2, 2002, QCR Holdings, Inc. issued a press release related to its earnings for the 3rd quarter ended March 31, 2002. The press release is attached hereto as Exhibit 99.1. 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 May 2, 2002 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. QCR HOLDINGS, INC. Dated: May 2, 2002 By: /s/ Todd A Gipple ------------------------ Todd A. Gipple Chief Financial Officer 2 EX-99 3 qcrpressrelease.txt PRESS RELEASE Contact: Todd A. Gipple Executive Vice President Chief Financial Officer (309) 736-3580 FOR IMMEDIATE RELEASE May 2, 2002 QCR Holdings, Inc. Announces Third Quarter Earnings Results QCR Holdings, Inc. (Nasdaq/QCRH) today announced earnings for the third fiscal quarter ended March 31, 2002 of $614,000, or both basic and diluted earnings per share of $.22. For the same fiscal quarter in 2001, the Company reported earnings of $623,000, or basic earnings per share of $.28 and diluted earnings per share of $.27. Earnings for the nine months ended March 31, 2002 were $2.0 million, or basic and diluted earnings per share of $.73 and $.72, respectively, as compared to $1.6 million, or basic and diluted earnings per share of $.72 and $.70, respectively, for the same period in fiscal 2001. "We are pleased with the operating results for the quarter and nine months ended March 31, 2002," said Doug Hultquist, President and Chief Executive Officer. "The Company recognized significant increases in net interest income of $986,000 for the quarter and $2,398,000 for the nine months ended March 31, 2002. Gains on sales of residential real estate loans were again a significant contributor to our earnings results as the Company realized increased gains of $104,000 for the quarter and $1,039,000 for the nine months ended March 31, 2002." Michael Bauer, Chairman of the Company and President and Chief Executive Officer of Quad City Bank & Trust added, "We have worked hard to significantly improve our net interest margin during the recent period of unprecedented declines in interest rates. As a result, our net interest margin improved to 3.66% and 3.68% for the quarter and nine months ended March 31, 2002, respectively, as compared to one year ago when it was 3.29% for the quarter and 3.33% for the nine-month period." He continued, "The Company was also well positioned to take advantage of the significant residential real estate mortgage volume created by the record low mortgage rates in the last half of calendar 2001. While, as we anticipated, mortgage volumes have decreased in the first calendar quarter of 2002, we believe that we have continued to expand our share of the residential mortgage market both in the Quad Cities and in Cedar Rapids." The significant earnings improvements in net interest margin and gains on sales of real estate loans were partially offset by the anticipated start-up costs at the Company's newly chartered bank subsidiary, Cedar Rapids Bank & Trust, and increased loan loss provision expense primarily due to substantial loan growth at the Company's subsidiary banks during the period. Also impacting earnings for both the quarter and nine months ended March 31, 2002 were legal costs at the Company's subsidiary, Quad City Bancard, related to its arbitration proceedings to collect a large customer receivable and the subsequent settlement of the dispute in February 2002. As a result of the settlement, an amount was paid by the customer to Bancard, which resulted in the collection of the receivable, less an amount that approximated the costs of continued arbitration. The effect of the settlement was a reduction in third quarter after-tax earnings of approximately $175,000. While management believed that the claims were without merit, a determination was made that a settlement at that time was the most cost effective option for the Company. "The Bancard settlement costs reduced earnings for the quarter and nine months ended March 31, 2002 by approximately $.06 per share," noted Todd Gipple, Executive Vice President and Chief Financial Officer. He added, "Earnings per share before this one-time charge were $.28 for the quarter and $.79 for the nine months ended March 31, 2002. We are quite pleased that reported earnings per share for the fiscal year to date have remained at prior year levels, even with the current year impact of the start-up costs at our new charter, the Bancard settlement and related legal costs, and the increased loan loss provisions required due to the 25% growth in our loan portfolio. While after-tax start-up losses at Cedar Rapids Bank and Trust, including the pre-charter branch losses, are $900,000 this fiscal year to date, these losses have been less than anticipated, and the bank's growth has been more rapid than expected." 1 The Company's total assets increased 24% to $495.5 million at March 31, 2002 from $400.9 million at June 30, 2001. During the same period, net loans increased by $71.1 million or 25% to $354.7 million from $283.6 million at June 30, 2001. Total deposits increased 20% to $364.0 million at March 31, 2002 from $302.1 million at June 30, 2001. Stockholders' equity rose to $30.7 million at March 31, 2002 as compared to $23.8 million at June 30, 2001. Contributing to the increase in stockholders' equity, in addition to earnings for the period, was a $5.0 million private placement of common stock in September 2001 in conjunction with the opening of the new bank in Cedar Rapids. "Cedar Rapids Bank & Trust continues to be a significant contributor to the Company's growth in assets, loans, and deposits since our opening in mid-September of 2001. We have experienced rapid growth in our first six months of operations and our charter has reached total assets of $55.0 million, net loans of $36.9 million, and deposits of $36.4 million as of March 31, 2002," noted Cedar Rapids Bank & Trust President and Chief Executive Officer, Larry Helling. He added, "We continue to add new commercial and retail banking relationships each week, and we are pleased with the market's reaction to our strategy of providing the highest levels of service and a personalized banking relationship." QCR Holdings, Inc., headquartered in Moline, Illinois, is a multi-bank holding company, which serves the Quad City and Cedar Rapids communities via its wholly owned subsidiaries. Quad City Bank and Trust Company, which is based in Bettendorf, Iowa and commenced operations in 1994, and Cedar Rapids Bank and Trust Company, which is based in Cedar Rapids, Iowa and commenced operations in 2001, provide full-service commercial and consumer banking and trust and asset management services. The Company also engages in merchant credit card processing through its wholly owned subsidiary, Quad City Bancard, Inc., based in Moline, Illinois. Special Note Concerning Forward-Looking Statements This document (including information incorporated by reference) 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 document, 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) the economic impact of September 11th; (iii) changes in state and federal laws, regulations and governmental policies concerning the Company's general business; (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) changes in technology and the ability to develop and maintain secure and reliable electronic systems; (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. 2 QCR Holdings, Inc. Consolidated Financial Highlights (Unaudited) As of --------------------------------------- March 31, June 30, March 31, 2002 2001 2001 --------------------------------------- (dollars in thousands, except share data) SELECTED BALANCE SHEET DATA Total assets ......................... $ 495,505 $ 400,948 $ 406,711 Securities ........................... 72,947 56,710 54,761 Total loans .......................... 360,155 287,865 277,446 Allowance for estimated loan losses .. 5,405 4,248 4,084 Total deposits ....................... 364,002 302,155 309,064 Total stockholders' equity ........... 30,724 23,817 23,079 Common shares outstanding ............ 2,744,896 2,265,420 2,265,420 Book value per common share .......... 11.19 $ 10.51 $ 10.19 Full time equivalent employees ....... 186 167 166 Tier 1 leverage capital ratio ........ 8.42% 7.78% 7.54% 3 QCR Holdings, Inc. Consolidated Financial Highlights (Unaudited) As of -------------------------------------- March 31, June 30, March 31, 2002 2001 2001 -------------------------------------- (dollars in thousands) ANALYSIS OF LOAN DATA Nonaccrual loans ................................ $ 1,608 $ 1,232 $ 1,161 Accruing loans past due 90 days or more ......... 754 495 440 Other real estate owned ......................... -- 47 -- Total nonperforming assets ...................... 2,362 1,774 1,601 Net charge-offs (For the nine months ended/fiscal year ended) ...................... $ 381 $ 259 $ 201 Loan mix: Commercial .................................... $ 282,008 $ 209,889 $ 195,071 Real estate ................................... 38,114 40,587 45,146 Installment and other consumer ................ 40,033 37,389 37,229 Total loans ..................................... 360,155 287,865 277,446
4 QCR Holdings, Inc. Consolidated Financial Highlights (Unaudited) For the For the Quarter Ended Nine Months Ended March 31, March 31, -------------------------------------------- 2002 2001 2002 2001 -------------------------------------------- (dollars in thousands, except per share data) SELECTED INCOME STATEMENT DATA Interest income ............................ $ 7,082 $ 7,279 $ 20,927 $ 21,522 Interest expense ........................... 3,130 4,313 9,763 12,756 Net interest income ........................ 3,952 2,966 11,164 8,766 Provision for loan losses .................. 498 148 1,537 668 Noninterest income ......................... 1,829 1,632 5,869 4,420 Noninterest expense ........................ 4,395 3,471 12,640 10,015 Income tax expense ......................... 274 356 904 876 Net income ................................. 614 623 1,952 1,627 Earnings per common share (basic) .......... $ 0.22 $ 0.28 $ 0.73 $ 0.72 Earnings per common share (diluted) ........ $ 0.22 $ 0.27 $ 0.72 $ 0.70 AVERAGE BALANCES Assets ..................................... $480,634 $400,379 $444,601 $384,571 Deposits ................................... 351,498 309,251 326,919 299,233 Loans ...................................... 342,974 271,702 321,496 260,465 Stockholders' equity ....................... 30,757 22,444 28,661 21,433 KEY RATIOS Return on average assets (annualized) ...... 0.51% 0.62% 0.59% 0.56% Return on average common equity (annualized) 7.99% 11.10% 9.08% 10.12% Net interest margin ........................ 3.66% 3.29% 3.68% 3.33% Efficiency ratio ........................... 76.00% 75.47% 74.17% 75.80%
5 QCR Holdings, Inc. Consolidated Financial Highlights (Unaudited) For the Quarter Ended For the Nine Months Ended March 31, March 31, ------------------------------------------------------ 2002 2001 2002 2001 ------------------------------------------------------ (dollars in thousands, except share data) ANALYSIS OF NONINTEREST INCOME Merchant credit card fees, net of processing costs $ 414 $ 402 $ 1,437 $ 1,203 Trust department fees ............................ 594 566 1,591 1,583 Deposit service fees ............................. 256 218 719 565 Gain on sales of loans, net ...................... 418 314 1,651 612 Securities gains (losses), net ................... -- -- (1) (23) Other ............................................ 147 132 472 480 Total noninterest income ...................... 1,829 1,632 5,869 4,420 ANALYSIS OF NONINTEREST EXPENSE Salaries and employee benefits ................... $ 2,538 $ 2,105 $ 7,313 $ 5,841 Professional and data processing fees ............ 327 267 1,111 860 Advertising and marketing ........................ 148 113 435 393 Occupancy and equipment expense .................. 606 489 1,743 1,407 Stationery and supplies .......................... 125 83 361 253 Postage and telephone ............................ 127 98 356 292 Other ............................................ 524 316 1,321 969 Total noninterest expenses .................... 4,395 3,471 12,640 10,015 WEIGHTED AVERAGE SHARES Common shares outstanding (a) .................... 2,743,668 2,265,420 2,665,972 2,269,476 Incremental shares from assumed conversion: Options ...................................... 61,241 45,692 52,702 47,335 Adjusted weighted average shares (b) ............. 2,804,909 2,311,112 2,718,674 2,316,811 (a) Denominator for Basic Earnings Per Share (b) Denominator for Diluted Earnings Per Share
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