-----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, HD/xls+cpO6Rr/GWL4L/4l02ROlrLfCO83oc3V1Hfg/SDvPmkpnWeYdS6C7gj/+F ljimDekTZ2Xqx7JNGuCKog== 0000743530-02-000069.txt : 20021023 0000743530-02-000069.hdr.sgml : 20021023 20021023084629 ACCESSION NUMBER: 0000743530-02-000069 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021023 ITEM INFORMATION: Other events FILED AS OF DATE: 20021023 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: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22208 FILM NUMBER: 02795548 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 qcr8kshell1023.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: October 23, 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 October 23, 2002, QCR Holdings, Inc. issued a press release related to the Company's declaration of a dividend payable January 3, 2003 and its earnings for the quarter ended September 30, 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 October 23, 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: October 23, 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 October 23, 2002 QCR Holdings, Inc. Announces Cash Dividend and First Fiscal Quarter Earnings Results QCR Holdings, Inc. (NASDAQ / QCRH) today announced that the Board of Directors has declared a cash dividend of $.05 per share payable on January 3, 2003, to stockholders of record on December 16, 2002. "We are very pleased to announce the Company's first cash dividend to stockholders," said Michael Bauer, Chairman of the Company and President of Quad City Bank & Trust. He added, "It is the Company's intention to consider the payment of dividends on a semi-annual basis. While we anticipate an ongoing need to retain much of the Company's operating income to help provide the capital for continued rapid growth, we believe that operating results have reached a level where we can sustain dividends to our stockholders as well." The Company also announced earnings for the first quarter ended September 30, 2002 of slightly less than $1.2 million, or basic earnings per share of $0.42 and diluted earnings per share of $0.41. For the same quarter in 2001, the Company reported earnings of $648 thousand, or both basic and diluted earnings per share of $0.26. "We are pleased with the strong performance for the first quarter," said Doug Hultquist, President and Chief Executive Officer. "The Company recognized a significant increase in net interest income of $1.3 million for this quarter over the same period in 2001. Gains on sales of residential real estate loans were also a significant contributor to our earnings results for the quarter as the Company realized an increase in these gains of $251 thousand over the previous year. In addition, the Company experienced tremendous growth this quarter of more than $50 million, to end the quarter at $568.8 million in total assets. "Continued strong operating results at Quad City Bank & Trust and Quad City Bancard, Inc. helped fuel these solid first quarter earnings," noted Todd Gipple, Executive Vice President and Chief Financial Officer. "In addition, Cedar Rapids Bank & Trust continues to make outstanding progress toward profitability as it reached its first anniversary as a charter in September 2002. The new charter's after-tax operating losses were only $172 thousand for the quarter, which continue to run slightly better than anticipated, while asset growth continues to exceed expectations." "Cedar Rapids Bank & Trust continues to be a significant contributor to the Company's growth in assets, loans, and deposits since our opening in September of 2001. We have experienced rapid growth in our first twelve months of operations and our charter has reached total assets of $78.2 million, net loans of $62.6 million, and deposits of $51.8 million as of September 30, 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 at a steady pace, and we are pleased with the market's reaction to our strategy of providing the highest levels of service and a personalized banking relationship." The Company's total assets increased 10% to $568.8 million at September 30, 2002 from $518.8 million at June 30, 2002. During the same period, net loans increased by $39.2 million or 10% to $423.7 million from $384.5 million at June 30, 2002. Non-performing assets increased to $4.8 million at September 30, 2002 from $3.2 million at September 30, 2001. At September 30, 2002 non-performing assets were 1.10% of gross loans in comparison to 1.04% of gross loans at September 30, 2001. Total deposits increased 8% to $405.4 million at September 30, 2002 from $376.3 million at June 30, 2002. Stockholders' equity rose to $34.5 million at September 30, 2002 as compared to $32.6 million at June 30, 2002. "The $2,656,000 increase in nonaccrual loans from June 30, 2002 to September 30, 2002 was primarily due to one commercial lending relationship at Quad City Bank & Trust," explained Chief Financial Officer Gipple. He added, "The bank is working closely with this customer in an attempt to remedy the situation. Like many other financial institutions, some of our customers are experiencing difficulty in the lagging economy, which could lead to increased loan loss reserves. Given the continued soft economy, management is closely monitoring and providing reserves for the Company's loan portfolio." 1 On October 22, 2002, the Company issued a press release announcing a gain of approximately $1.2 million, or $.44 per share, from the sale of a major portion of the Company's merchant credit card business. This gain will be recognized by the Company in the second fiscal quarter and does not impact first quarter earnings results. Since the Company's formation in February 1993, its fiscal year end has been June 30th. On August 21, 2002, the Company's Board of Directors approved a change in the fiscal year end to December 31st. The Company will file a Form 10-K with the Securities and Exchange Commission for the transition period July 1, 2002 through December 31, 2002. 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 subsidiary banks. 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," "predict," "suggest," "appear," "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 As of ---------------------------------------- September 30, June 30, September 30, 2002 2002 2001 ---------------------------------------- (dollars in thousands, except share data) SELECTED BALANCE SHEET DATA Total assets ......................... $ 568,839 $ 518,828 $ 425,694 Securities ........................... 80,162 76,231 60,800 Total loans .......................... 430,223 390,594 310,266 Allowance for estimated loan losses .. 6,482 6,111 4,630 Total deposits ....................... 405,436 376,317 315,544 Total stockholders' equity ........... 34,476 32,578 30,116 Common shares outstanding ............ 2,749,672 2,749,447 2,740,844 Book value per common share .......... 12.54 11.85 10.99 Full time equivalent employees ....... 194 190 172 Tier 1 leverage capital ratio ........ 7.94% 8.25% 9.39% 3 As of --------------------------------------- September 30, June 30, September 30, 2002 2002 2001 --------------------------------------- (dollars in thousands) ANALYSIS OF LOAN DATA Nonaccrual loans ............................... $ 4,216 $ 1,560 $ 2,172 Accruing loans past due 90 days or more ........ 544 708 1,017 Other real estate owned ........................ -- -- 47 Total nonperforming assets ..................... 4,760 2,268 3,236 Net charge-offs ................................ $ 266 $ 402 $ 27 (For the quarter ended / fiscal year ended) Loan mix: Commercial ................................... $325,030 $305,043 $228,204 Real estate .................................. 60,414 45,418 43,649 Installment and other consumer ............... 44,779 40,133 38,413 Total loans .................................... 430,223 390,594 310,266
4 For the Quarter Ended September 30, ----------------------- 2002 2001 ----------------------- (dollars in thousands, except per share data) SELECTED INCOME STATEMENT DATA Interest income .................................... $ 7,876 $ 6,950 Interest expense ................................... 3,189 3,520 Net interest income ................................ 4,687 3,430 Provision for loan losses .......................... 637 409 Noninterest income ................................. 2,469 1,848 Noninterest expense ................................ 4,771 3,926 Income tax expense ................................. 589 295 Net income ......................................... 1,159 648 Earnings per common share (basic) .................. $ 0.42 $ 0.26 Earnings per common share (diluted) ................ $ 0.41 $ 0.26 AVERAGE BALANCES Assets ............................................. $544,944 $414,526 Deposits ........................................... 384,786 309,240 Loans .............................................. 399,819 299,879 Stockholders' equity ............................... 33,548 25,618 KEY RATIOS Return on average assets (annualized) .............. 0.85% 0.63% Return on average common equity (annualized) ....... 13.82% 10.12% Net interest margin (TEY) .......................... 3.75% 3.64% Efficiency ratio ................................... 66.60% 74.35% 5 For the Quarter Ended September 30, ----------------------- 2002 2001 ----------------------- (dollars in thousands, except share data) ANALYSIS OF NONINTEREST INCOME Merchant credit card fees, net of processing costs ... $ 688 $ 520 Trust department fees ................................ 514 477 Deposit service fees ................................. 284 238 Gain on sales of loans, net .......................... 713 462 Other ................................................ 270 151 Total noninterest income .......................... 2,469 1,848 ANALYSIS OF NONINTEREST EXPENSE Salaries and employee benefits ....................... $ 2,866 $ 2,290 Professional and data processing fees ................ 396 373 Advertising and marketing ............................ 140 112 Occupancy and equipment expense ...................... 702 530 Stationery and supplies .............................. 117 105 Postage and telephone ................................ 145 109 Other ................................................ 405 407 Total noninterest expenses ........................ 4,771 3,926 WEIGHTED AVERAGE SHARES Common shares outstanding (a) ........................ 2,749,562 2,454,757 Incremental shares from assumed conversion: Options .......................................... 64,624 46,408 Adjusted weighted average shares (b) ................. 2,814,186 2,501,165 (a) Denominator for Basic Earnings Per Share (b) Denominator for Diluted Earnings Per Share 6 -----END PRIVACY-ENHANCED MESSAGE-----