-----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, HoUlYfAxWd5BDB6RPNcOSxhJxyWewMYc1jxYRWrFtvhQjPGt4XBfHpRyrL1EwQeT np5F4Eostm9ry9zC+upmWw== 0000743530-03-000038.txt : 20030501 0000743530-03-000038.hdr.sgml : 20030501 20030501163423 ACCESSION NUMBER: 0000743530-03-000038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030501 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030501 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: 03677231 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 qcr8k5103.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 1, 2003 (Date of earliest event reported) QCR 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) 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 1, 2003 Item 9. Regulation FD Disclosure The following information is being furnished under Item 12 of Form 8-K, "Results of Operations and Financial Condition," and is included under this Item 9 in accordance with SEC Release No. 33-8216 (March 27, 2003). On May 1, 2003, QCR Holdings, Inc. issued a press release announcing its earnings for the quarter ended March 31, 2003. The press release is attached hereto as Exhibit 99.1. 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. QCR HOLDINGS, INC. Dated: May 1, 2003 By: /s/ Todd A Gipple ------------------------ Todd A. Gipple Chief Financial Officer EX-99 3 qcr8kexhibit.txt PRESS RELEASE FOR IMMEDIATE RELEASE Contact: Todd A. Gipple May 1, 2003 Executive Vice President Chief Financial Officer (309)743-7745 QCR Holdings, Inc. Announces Earnings Results For the First Quarter Ended March 31, 2003 QCR Holdings, Inc. (NASDAQ SmallCap/ QCRH) today announced earnings for the first quarter ended March 31, 2003 of $827 thousand, or basic earnings per share of $0.30 and diluted earnings per share of $0.29. For the same quarter one year ago, the Company reported earnings of $614 thousand, or both basic and diluted earnings per share of $0.22. From the Company's formation in 1993 through June 30, 2002, its fiscal year end had been June 30th. In 2002, the Company changed it's fiscal year end to December 31st. To effect this change, the Company filed a Form 10-K with the Securities and Exchange Commission for the transition period July 1, 2002 through December 31, 2002. The quarter ended March 31, 2003 therefore represents the operating results for the Company's first quarter of 2003. Doug Hultquist, President and Chief Executive Officer noted, "Operating results for the period improved, as the Company demonstrated a significant increase in net interest income of $896 thousand over the same period in 2002. Gains on sales of residential real estate loans also contributed significantly to our earnings results for the period, as the Company realized an increase in these gains of $537 thousand over the previous year." He added, "We are disappointed that much of these improvements were offset by an increased provision for loan losses this quarter. Quad City Bank & Trust made a provision and subsequent charge-off of $758 thousand this quarter related to one large lending relationship." Michael Bauer, Chairman of the Company and President and Chief Executive Officer at Quad City Bank & Trust added, "The significant charge-off at Quad City Bank & Trust is related to the same lending relationship that required a charge-off of $1.2 million for the quarter ended December 31, 2002. The additional losses are a result of environmental issues associated with the collateral for the loan, which were identified during the quarter ended March 31, 2003. The Bank believes that these environmental issues have negatively impacted the value and salability of the business. The Bank has determined that it is appropriate to take a conservative approach and write-down the loan balance to reflect no value in the real estate and equipment collateral. Quad City Bank & Trust will proceed with efforts to liquidate all other collateral, and is pursuing a sale of the real estate and equipment, as well as all available legal remedies against the borrower." "While earnings were impacted by the large provision, diluted earnings per share for the quarter ended March 31, 2003 of $0.29 still represent a 32% improvement over the $0.22 in diluted earnings per share reported for the same period in 2002," noted Todd Gipple, Executive Vice President and Chief Financial Officer. He added, "During the past three months, Cedar Rapids Bank & Trust continued to make outstanding progress toward profitability. The new bank's after-tax operating losses were only $54 thousand for the three months ended March 31, 2003, as compared to after-tax losses of $268 thousand for the same quarter in 2002." "Cedar Rapids Bank & Trust continues to be a significant contributor to the Company's growth in assets, loans, and deposits since opening in September of 2001. We have experienced rapid growth in our first eighteen months of operations and surpassed the $100 million in total assets milestone in February, while reaching total assets of $111.3 million, net loans of $87.1 million, and deposits of $76.5 million as of March 31, 2003," noted Cedar Rapids Bank & Trust President and Chief Executive Officer, Larry Helling. He added, "The market's positive reaction to our strategy of providing personalized banking relationships with the highest levels of service has continued to provide us with new commercial and retail banking relationships at a steady pace." The Company's total assets increased 3% to $623.0 million at March 31, 2003 from $604.6 million at December 31, 2002. During the same period, net loans increased by $21.8 million or 5% to $464.7 million from $442.9 million at December 31, 2002. Non-performing assets increased to $5.6 million at March 31, 2003 from $5.0 million at December 31, 2002. Total deposits increased 3% to $447.6 million at March 31, 2003 from $434.7 million at December 31, 2002. Stockholders' equity rose to $37.5 million at March 31, 2003 as compared to $36.6 million at December 31, 2002. "Nonaccrual loans at March 31, 2003 were $4.7 million, of which $3.5 million, or 73%, resulted from three large commercial lending relationships at Quad City Bank & Trust," explained Chief Financial Officer Gipple. He added, "The bank is working closely with these customers. Like many other financial institutions, some of our customers are experiencing difficulty in the lagging economy, which could lead to further increases in nonperforming assets and the need for an increased allowance for loan losses. Given the continued soft economy, management is closely monitoring the Company's loan portfolio and the need for increased provisions for possible loan losses." He further added, "Accruing loans past due 90 days or more increased to $883 thousand at March 31, 2003, however, payments were received on a number of these loans just subsequent to quarter end and the balance of loans in this category had been reduced to less than $300 thousand by mid-April 2003." In October of 2002, the Company announced the sale of our Independent Sales Organization portion of our merchant credit card operations to iPayment, Inc. As part of the sales agreement, our subsidiary, Quad City Bancard, Inc., continues to temporarily process the ISO volumes for iPayment for a fixed monthly fee rather than a percentage of the volume. As a result, the Company's merchant credit card fees, net of processing costs, remained significant at $338 thousand, as compared to $414 thousand for the same period in 2002. The Company currently anticipates that the ISO processing will be moved to another provider in the second calendar quarter of 2003. At that time, the Company anticipates that merchant credit card fees, net of processing costs, will be in a range of $50 thousand to $90 thousand a month from the Company's local merchant, cardholder, and agent bank portfolios. As a result, Quad City Bancard's net income will likely be approximately break even for a period after the iPayment processing is moved to another provider. 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 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. As of --------------------------------------- March 31, December 31, March 31, 2003 2002 2002 --------------------------------------- (dollars in thousands, except share data) SELECTED BALANCE SHEET DATA Total assets ......................... $ 623,017 $ 604,600 $ 495,505 Securities ........................... 87,868 81,654 72,947 Total loans .......................... 472,139 449,736 360,155 Allowance for estimated loan losses .. 7,441 6,879 5,405 Total deposits ....................... 447,555 434,748 364,002 Total stockholders' equity ........... 37,531 36,586 30,724 Common shares outstanding ............ 2,773,212 2,762,915 2,744,896 Book value per common share .......... 13.53 13.24 11.19 Full time equivalent employees ....... 198 195 186 Tier 1 leverage capital ratio ........ 7.74% 7.79% 8.42% As of ----------------------------------- March 31, December 31, March 31, 2003 2002 2002 ----------------------------------- (dollars in thousands) ANALYSIS OF LOAN DATA Nonaccrual loans ........................... $ 4,740 $ 4,608 $ 1,608 Accruing loans past due 90 days or more .... 883 431 754 Other real estate owned .................... -- -- -- Total nonperforming assets ................. 5,623 5,039 2,362 Net charge-offs (For the quarter ended) .... $ 769 $ 1,150 $ 32 Loan mix: Commercial ............................... $375,724 $350,331 $282,008 Real estate .............................. 50,726 54,713 38,114 Installment and other consumer ........... 45,689 44,692 40,033 Total loans ................................ 472,139 449,736 360,155
For the Quarter Ended March 31, ----------------------- 2003 2002 ----------------------- (dollars in thousands, except per share data) SELECTED INCOME STATEMENT DATA Interest income .................................... $ 7,906 $ 7,082 Interest expense ................................... 3,058 3,130 Net interest income ................................ 4,848 3,952 Provision for loan losses .......................... 1,330 498 Noninterest income ................................. 2,489 1,829 Noninterest expense ................................ 4,784 4,395 Income tax expense ................................. 396 274 Net income ......................................... 827 614 Earnings per common share (basic) .................. $ 0.30 $ 0.22 Earnings per common share (diluted) ................ $ 0.29 $ 0.22 AVERAGE BALANCES Assets ............................................. $607,848 $480,634 Deposits ........................................... 432,435 351,498 Loans .............................................. 451,251 342,974 Stockholders' equity ............................... 37,100 30,757 KEY RATIOS Return on average assets (annualized) .............. 0.54% 0.51% Return on average common equity (annualized) ....... 8.92% 7.99% Net interest margin (TEY) .......................... 3.47% 3.66% Efficiency ratio ................................... 65.20% 76.00% For the Quarter Ended March 31, ----------------------- 2003 2002 ----------------------- (dollars in thousands, except share data) ANALYSIS OF NONINTEREST INCOME Merchant credit card fees, net of processing costs ... $ 338 $ 414 Trust department fees ................................ 561 594 Deposit service fees ................................. 331 256 Gain on sales of loans, net .......................... 955 418 Other ................................................ 304 147 Total noninterest income .......................... 2,489 1,829 ANALYSIS OF NONINTEREST EXPENSE Salaries and employee benefits ....................... $ 2,885 $ 2,538 Professional and data processing fees ................ 429 327 Advertising and marketing ............................ 149 148 Occupancy and equipment expense ...................... 652 606 Stationery and supplies .............................. 110 125 Postage and telephone ................................ 153 127 Other ................................................ 406 524 Total noninterest expenses ........................ 4,784 4,395 WEIGHTED AVERAGE SHARES Common shares outstanding (a) ........................ 2,767,013 2,743,668 Incremental shares from assumed conversion: Options .......................................... 60,714 61,241 Adjusted weighted average shares (b) ................. 2,827,727 2,804,909 (a) Denominator for Basic Earnings Per Share (b) Denominator for Diluted Earnings Per Share -----END PRIVACY-ENHANCED MESSAGE-----