-----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, SmII43oIuJRV/TlrYRTPheaGc7xByLJJHIHDi/J/ghlsTECyHnqPXpmTvhQdjl0O Z0E2Yt2vCYseH1YuuetWig== 0000743530-03-000079.txt : 20031024 0000743530-03-000079.hdr.sgml : 20031024 20031023211154 ACCESSION NUMBER: 0000743530-03-000079 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031023 ITEM INFORMATION: ITEM INFORMATION: Other events FILED AS OF DATE: 20031024 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: 03955159 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 qcrhold8k6.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, 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) 1 Item 5. Other Information and Regulation FD Disclosure On October 23, 2003, QCR Holdings, Inc. announced in a press release the declaration of a cash dividend of $0.06 payable on January 5, 2004 for each share of common stock held of record as of December 15, 2003. 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, 2003. Item 12. Results of Operations and Financial Condition On October 23, 2003, QCR Holdings, Inc. issued a press release announcing its earnings for the third quarter ended September 30, 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 here unto duly authorized. QCR HOLDINGS, INC. Dated: October 23, 2003 By: /s/ Todd A Gipple ------------------------ Todd A. Gipple Chief Financial Officer 2 EX-99 3 qcrholdpressrelease6.txt PRESS RELEASE FOR IMMEDIATE RELEASE Contact: October 23, 2003 Todd A. Gipple Executive Vice President Chief Financial Officer (309)743-7745 QCR Holdings, Inc. Announces Earnings Results For the Third Quarter Ended September 30, 2003 and a Cash Dividend QCR Holdings, Inc. (NASDAQ SmallCap/QCRH) today announced earnings for the third quarter ended September 30, 2003 of $1.8 million, or basic earnings per share of $0.65 and diluted earnings per share of $0.63. For the same quarter one year ago, the Company reported earnings of $1.2 million, or basic earnings per share of $0.42 and diluted earnings per share of $0.41. Earnings for the nine months ended September 30, 2003 were $4.4 million, or basic earnings per share of $1.57 and diluted earnings per share of $1.53. For the same nine months in 2002, the Company had earnings of $2.8 million, or basic earnings per share of $1.01 and diluted earnings per share of $0.99. In addition, the Company's board of directors has declared a cash dividend of $0.06 per share payable on January 5, 2004, to stockholders of record on December 15, 2003. "We are very pleased with earnings for the third quarter, which improved by $649 thousand, or 56%, from the same quarter one year ago. Results for the nine-month period demonstrated similar improvements, as net income increased by $1.6 million, or 57%, over the nine-month period ended September 30, 2002," noted Doug Hultquist, President and Chief Executive Officer. He continued, "Significant increases in net interest income and gains on the sale of residential real estate loans have fueled these improved earnings. As we look to 2004, it appears we will be presented with several earnings challenges as a result of the expected decrease in gains on residential real estate loans and the reduced volumes at Quad City Bancard. In addition, we will be making some large investments in technology and facilities at our subsidiary banks." Michael Bauer, Chairman of the Company and President and Chief Executive Officer at Quad City Bank & Trust added, "The Company continues to experience solid growth, and for calendar 2003 year-to-date total assets have increased at an annualized rate of 17%. We recently announced plans for a fifth Quad City Bank & Trust banking facility, to be located in west Davenport. This facility will likely be completed in mid to late 2004 and will aid in our efforts to continue expanding our market share in the Quad Cities. In addition, Quad City Bank & Trust has acquired the northern segment of its Brady Street facility in Davenport, which had previously been owned by the developer of the property. Currently, renovations are under way to develop this additional space for occupation by some of the Company's operational and administrative functions. Completion of this project is expected late in 2003." "While nine-month earnings results were impacted by a significant provision for loan losses at Quad City Bank & Trust in the first quarter, basic earnings per share of $1.57 still represent a 57% improvement over the $1.01 reported for the same period in 2002," noted Todd Gipple, Executive Vice President and Chief Financial Officer. He added, "Strong asset growth resulted in a significant increase in net interest income of $2.6 million for the nine-month period compared to a year ago. This growth offset a compressed net interest margin percentage created by the prolonged low rate environment. Increased gains on the sale of residential real estate loans were another significant contributor to the improved earnings, as these gains increased by $1.9 million for the nine-month period." He continued, "We are also very pleased with Cedar Rapids Bank & Trust's outstanding progress as the bank has been profitable for each of the last six months." "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 continued to experience rapid growth, as we reached total assets of $142.3 million, net loans of $102.2 million, and deposits of $101.0 million as of September 30, 2003. We have also achieved profitability on a monthly basis as the bank had after-tax net income of $147 thousand for the nine months ended September 30, 2003, as compared to after-tax losses of $649 thousand for the same period in 2002," 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." 1 The Company's total assets increased 13% to $683.5 million at September 30, 2003 from $604.6 million at December 31, 2002. During the same period, net loans increased by $44.7 million or 10% to $487.6 million from $442.9 million at December 31, 2002. Non-performing assets increased to $7.1 million at September 30, 2003 from $5.0 million at December 31, 2002. Total deposits increased 14% to $497.6 million at September 30, 2003 from $434.7 million at December 31, 2002. Stockholders' equity rose to $40.7 million at September 30, 2003 as compared to $36.6 million at December 31, 2002. "Nonaccrual loans at September 30, 2003 were $5.6 million, of which $3.6 million, or 64%, resulted from four large commercial lending relationships at Quad City Bank & Trust," explained Chief Financial Officer Gipple. He added, "Accruing loans past due 90 days or more were $1.3 million at September 30, 2003, of which $1.0 million, or 82%, were the result of another six lending relationships at Quad City Bank & Trust." He further added, "The bank is working closely with all of these customers. Of the six customers 90 days past due at quarter-end, two of them, representing $206 thousand in loan balances, are now current with their payments. Like many other financial institutions, some of our customers are experiencing difficulty in the lagging economy, which has led management to increase the allowance for estimated loan losses. Given the continued soft economy, management is closely monitoring the Company's loan portfolio and the level of our allowance for loan losses." 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., had continued through late September 2003 to 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, for the nine months ended September 30, 2003 remained significant at $1.8 million, which was equal to the comparable period in 2002. The ISO processing for iPayment was transferred to another provider on September 24, 2003. As a result of this transfer, the Company anticipates that going forward, quarterly merchant credit card fees, net of processing costs, will likely be in a range of $225 thousand to $275 thousand from the Company's local merchant, cardholder, and agent bank portfolios. In the future, Quad City Bancard's quarterly after tax net income will likely be approximately break even to $30 thousand initially, due to the iPayment processing having moved to another provider, as compared to after tax net income of $741 thousand for the first nine months of 2003. 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. 2 As of ------------------------------------------------------- September 30, June 30, December 31, September 30, 2003 2003 2002 2002 ------------------------------------------------------- (dollars in thousands, except share data) SELECTED BALANCE SHEET DATA Total assets ...................... $ 683,500 $ 664,943 $ 604,600 $ 568,839 Securities ........................ 104,205 94,034 81,654 80,162 Total loans ....................... 496,387 489,753 449,736 430,223 Allowance for estimated loan losses 8,795 7,908 6,879 6,482 Total deposits .................... 497,586 483,051 434,748 405,436 Total stockholders' equity ........ 40,699 39,543 36,586 34,476 Common shares outstanding ......... 2,789,385 2,779,206 2,762,915 2,749,672 Book value per common share ....... 14.59 14.23 13.24 12.54 Full time equivalent employees .... 207 203 195 194 Tier 1 leverage capital ratio ..... 7.44% 7.63% 7.79% 7.94%
3 September 30, June 30, December 31, September 30, 2003 2003 2002 2002 ------------------------------------------------------- (dollars in thousands) ANALYSIS OF LOAN DATA Nonaccrual loans ...................... $ 5,613 $ 5,198 $ 4,608 $ 4,216 Accruing loans past due 90 days or more 1,250 551 431 544 Other real estate owned ............... 209 209 -- -- Total nonperforming assets ............ 7,072 5,958 5,039 4,760 ------------------------------------------------- Net charge-offs (calendar year-to-date) $ 711 $ 659 $ 1,469 $ 319 ================================================= Loan mix: Commercial .......................... $401,791 $391,089 $350,331 $325,030 Real estate ......................... 45,892 52,389 54,713 60,414 Installment and other consumer ...... 48,704 46,275 44,692 44,779 Total loans ........................... 496,387 489,753 449,736 430,223 ANALYSIS OF DEPOSIT DATA Deposit mix: Noninterest-bearing ................. $117,313 $ 99,124 $ 89,676 $ 73,659 Interest-bearing .................... 380,273 373,927 345,072 331,777 Total deposits ........................ 497,586 473,051 434,748 405,436
4 For the Quarter Ended For the Nine Months Ended -------------------------------------------------------------------- September 30, June 30, September 30, September 30, September 30, 2003 2003 2002 2003 2002 -------------------------------------------------------------------- (dollars in thousands, except per share data) SELECTED INCOME STATEMENT DATA Interest income ............................ $ 8,622 $ 8,346 $ 7,876 $ 24,875 $ 22,550 Interest expense ........................... 2,889 3,227 3,189 9,175 9,425 Net interest income ........................ 5,733 5,119 4,687 15,700 13,125 Provision for loan losses .................. 939 358 637 2,627 1,862 Noninterest income ......................... 3,260 3,249 2,469 8,998 6,343 Noninterest expense ........................ 5,356 5,400 4,771 15,540 13,549 Income tax expense ......................... 890 883 589 2,169 1,273 Net income ................................. 1,808 1,727 1,159 4,362 2,784 Earnings per common share (basic) .......... $ 0.65 $ 0.62 $ 0.42 $ 1.57 $ 1.01 Earnings per common share (diluted) ........ $ 0.63 $ 0.61 $ 0.41 $ 1.53 $ 0.99 AVERAGE BALANCES Assets ..................................... $683,787 $641,507 $544,944 $644,381 $512,125 Deposits ................................... 493,042 447,766 384,786 460,502 368,746 Loans ...................................... 501,385 465,679 399,819 474,026 371,304 Stockholders' equity ....................... 39,988 38,548 33,548 38,545 31,975 KEY RATIOS Return on average assets (annualized) ...... 1.06% 1.08% 0.85% 0.90% 0.72% Return on average common equity (annualized) 18.09% 17.92% 13.82% 15.09% 11.61% Net interest margin (TEY) .................. 3.66% 3.57% 3.75% 3.54% 3.76% Efficiency ratio ........................... 59.56% 64.53% 66.60% 62.92% 69.55%
5 For the Quarter Ended For the Nine Months Ended ------------------------------------------------------------------------- September 30, June 30, September 30, September 30, September 30, 2003 2003 2002 2003 2002 ------------------------------------------------------------------------- (dollars in thousands, except share data) ANALYSIS OF NONINTEREST INCOME Merchant credit card fees, net of processing costs $ 784 $ 658 $ 688 $ 1,779 $ 1,762 Trust department fees ............................ 550 581 514 1,692 1,678 Deposit service fees ............................. 386 363 284 1,080 815 Gain on sales of loans, net ...................... 1,162 1,214 713 3,332 1,472 Securities gains (losses), net ................... 1 (1) -- -- 7 Other ............................................ 377 434 270 1,115 609 Total noninterest income ...................... 3,260 3,249 2,469 8,998 6,343 ANALYSIS OF NONINTEREST EXPENSE Salaries and employee benefits ................... $ 3,294 $ 3,201 $ 2,866 $ 9,380 $ 8,170 Professional and data processing fees ............ 506 530 396 1,466 1,022 Advertising and marketing ........................ 179 205 140 532 457 Occupancy and equipment expense .................. 656 657 702 1,964 1,897 Stationery and supplies .......................... 111 114 117 336 357 Postage and telephone ............................ 157 165 145 476 401 Other ............................................ 453 528 405 1,386 1,245 Total noninterest expenses .................... 5,356 5,400 4,771 15,540 13,549 WEIGHTED AVERAGE SHARES Common shares outstanding (a) .................... 2,786,889 2,777,252 2,749,562 2,777,051 2,746,506 Incremental shares from assumed conversion: Options and Employee Stock Purchase Plan ..... 80,963 66,454 64,624 69,377 64,828 Adjusted weighted average shares (b) ............. 2,867,852 2,843,706 2,814,186 2,846,428 2,811,334 (a) Denominator for Basic Earnings Per Share (b) Denominator for Diluted Earnings Per Share 6
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