-----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, Un0eSydPkCVgrRg2Hhkvib66tMY7HpR84sXkGYXvDuZjsOdB6W6vXs98vZr7k4Iu IgtMQJnGnDnZYEhWpin1xg== 0000914317-97-000051.txt : 19970222 0000914317-97-000051.hdr.sgml : 19970222 ACCESSION NUMBER: 0000914317-97-000051 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970212 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERMANENT BANCORP INC CENTRAL INDEX KEY: 0000916604 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 351908797 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-23370 FILM NUMBER: 97526531 BUSINESS ADDRESS: STREET 1: 101 SOUTHEAST THIRD ST CITY: EVANSVILLE STATE: IN ZIP: 47708 BUSINESS PHONE: 8124286825 MAIL ADDRESS: STREET 1: 101 SOUTHEAST THIRD STREET CITY: EVANSVILLE STATE: IN ZIP: 47708 10-Q 1 PERMANENT BANCORP, INC. -- 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 1996 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-23370 PERMANENT BANCORP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 35-1908797 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Incorporation or Origination) Identification No.) 101 Southeast Third Street, Evansville Indiana 47708 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code: (812) 428-6800 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [ X ] NO [ ] As of February 6, 1997, there were 2,141,719 shares of the Registrant's Common Stock outstanding. PERMANENT BANCORP, INC. AND SUBSIDIARY FORM 10-Q INDEX PART I. FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) Consolidated Statements of Financial Condition Consolidated Statements of Income Consolidated Statements of Cash Flows Notes to Consolidated Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Supplemental Data Regulatory Developments PART II. OTHER INFORMATION Signatures
PERMANENT BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) DECEMBER 31, 1996 MARCH 31, 1996 ------------- ------------- ASSETS: Cash .................................................................... $ 3,839,707 $ 4,900,671 Interest-bearing deposits ............................................... 1,432,508 15,750 ------------- ------------- Total cash and cash equivalents ......................................... 5,272,215 4,916,421 Securities available for sale - at fair value (amortized cost $87,000,489 and $73,408,686) ..................................................... 85,937,968 73,170,635 Mortgage-backed securities available for sale at fair value (amortized cost $65,179,938 and $61,888,585) .................................... 65,010,185 61,953,242 Securities held to maturity (fair value $25,000 and $25,000) ............ 25,000 25,000 Mortgage-backed securities held to maturity (fair value $28,357,752 and $32,319,409) ..................................................... 28,192,253 32,153,595 Other Investments ....................................................... 633,302 633,302 Loans (net of allowance for loan losses of $2,072,383 and $2,237,804) ... 209,889,216 206,909,621 Interest receivable, net ................................................ 2,928,345 2,874,362 Office properties and equipment, net .................................... 7,046,831 7,256,587 Real estate owned, net .................................................. 13,935 21,881 Deferred income tax ..................................................... 747,755 281,495 Federal Home Loan Bank stock ............................................ 5,192,600 3,503,600 Cash surrender value of life insurance .................................. 1,016,428 953,199 Goodwill (net of accumulated amortization of $1,670,715 and $1,523,364) . 397,450 544,801 Other ................................................................... 663,503 705,051 ------------- ------------- TOTAL ASSETS ................................................................ $ 412,966,986 $ 395,902,792 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY: LIABILITIES: Deposits ................................................................ $ 271,299,234 $ 280,008,062 Federal Home Loan Bank advances ......................................... 96,932,971 68,303,217 Advance payments by borrowers for taxes and insurance ................... 530,978 1,022,263 Other borrowed funds .................................................... 1,365,197 2,681,753 Interest payable ........................................................ 2,003,527 1,922,635 Other ................................................................... 770,585 471,231 ------------- ------------- TOTAL LIABILITIES ........................................................... $ 372,902,492 $ 354,409,161 ------------- ------------- PERMANENT BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) (CONTINUED) DECEMBER 31, 1996 MARCH 31, 1996 ------------- ------------- STOCKHOLDERS' EQUITY Serial Preferred Stock ($.01 par value) Authorized and unissued - 1,000,000 shares Common Stock ($.01 par value) Authorized - 9,000,000 shares; Issued - 2,458,982 and 2,460,196 shares; Outstanding - 2,082,858 and 2,134,515 shares ......................... $ 24,590 $ 24,602 Additional paid-in capital .............................................. 23,968,992 23,849,500 Treasury Stock - 280,894 and 211,803 shares ............................. (4,727,226) (3,361,279) Retained Earnings - substantially restricted ............................ 22,931,158 22,727,602 Unrealized loss on securities available for sale, net of deferred tax of $(484,769) and $(64,521) ............................................. (739,087) (98,371) ESOP Borrowing .......................................................... (1,011,713) (1,190,250) Unearned compensation - restricted stock awards ......................... (382,220) (458,173) ------------- ------------- TOTAL STOCKHOLDERS' EQUITY .................................................. $ 40,064,494 $ 41,493,631 ------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .................................. $ 412,966,986 $ 395,902,792 ============= ============= See notes to consolidated financial statements
PERMANENT BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) THREE MONTHS ENDED NINE MONTHS ENDED DECEMBER 31, DECEMBER 31, ------------------------------ ----------------------------- 1996 1995 1996 1995 ------------ ------------ ------------ ------------ INTEREST INCOME: Loans ................................... $ 4,283,531 $ 4,145,659 $ 12,597,851 $ 12,113,815 Mortgage-backed securities .............. 1,509,932 1,561,939 4,471,764 4,189,163 Investment securities ................... 1,616,162 883,556 4,767,284 2,383,349 Deposits ................................ 20,298 45,948 74,682 147,337 Dividends on Federal Home Loan Bank stock 102,467 53,481 283,166 155,012 ------------ ------------ ------------ ------------ 7,532,390 6,690,583 22,194,747 18,988,676 ------------ ------------ ------------ ------------ INTEREST EXPENSE: Deposits ................................ 3,329,365 3,460,556 10,025,728 10,068,108 Federal Home Loan Bank advances ......... 1,403,942 803,525 3,943,744 1,950,233 Short-term borrowings ................... 19,022 19,341 65,434 51,920 ------------ ------------ ------------ ------------ 4,752,329 4,283,422 14,034,906 12,070,261 ------------ ------------ ------------ ------------ NET INTEREST INCOME .......................... 2,780,061 2,407,161 8,159,841 6,918,415 PROVISION FOR LOAN LOSSES .................... (132,040) 48,902 16,446 151,326 ------------ ------------ ------------ ------------ NET INTEREST INCOME AFTER LOAN LOSS PROVISION ............................... 2,912,101 2,358,259 8,143,395 6,767,089 ------------ ------------ ------------ ------------ OTHER INCOME: Service charges ......................... 215,979 161,027 635,150 451,868 Gain on sale of loans ................... 6,149 4,353 11,011 11,299 Net gain (loss) on real estate owned .... 2,566 (147) 4,757 (783) Commissions ............................. 164,499 115,749 422,400 395,320 Gain (loss) on sale of investment and mortgage-backed securities ........... 27,176 (803) 29,542 (13,338) Other ................................... 97,424 86,302 209,504 205,423 ------------ ------------ ------------ ------------ 513,793 366,481 1,312,364 1,049,789 ------------ ------------ ------------ ------------ PERMANENT BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (CONTINUED) THREE MONTHS ENDED NINE MONTHS ENDED DECEMBER 31, DECEMBER 31, ------------------------------ ----------------------------- 1996 1995 1996 1995 ------------ ------------ ------------ ------------ OTHER EXPENSE: Salaries and employee benefits .......... 1,088,592 1,091,881 3,201,132 3,234,752 Deposit insurance assessments ........... 147,481 175,122 2,281,587 530,944 Occupancy ............................... 191,856 196,958 608,255 621,767 Equipment ............................... 133,037 144,547 430,490 439,160 Computer service ........................ 113,636 120,165 362,659 353,181 Advertising ............................. 81,332 79,874 234,479 226,825 Postage and office supplies ............. 70,297 94,200 198,162 245,600 Other ................................... 309,489 355,837 773,934 875,083 ------------ ------------ ------------ ------------ 2,135,720 2,258,584 8,090,698 6,527,312 ------------ ------------ ------------ ------------ INCOME BEFORE INCOME TAXES ................... 1,290,174 466,156 1,365,061 1,289,566 INCOME TAX PROVISION ......................... 573,492 138,657 704,470 343,396 ------------ ------------ ------------ ------------ NET INCOME ................................... $ 716,682 $ 327,499 $ 660,591 $ 946,170 ============ ============ ============ ============ EARNINGS PER SHARE OF COMMON STOCK Primary ................................. $ 0.32 $ 0.14 $ 0.30 $ 0.41 Fully Diluted ........................... $ 0.32 $ 0.14 $ 0.30 $ 0.41 WEIGHTED AVERAGE SHARES OUTSTANDING Primary ................................. 2,209,134 2,291,255 2,215,163 2,306,664 Fully diluted ........................... 2,232,190 2,297,067 2,238,219 2,312,476 See notes to consolidated financial statements
PERMANENT BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) NINE MONTHS ENDED DECEMBER 31, ------------------------------ 1996 1995 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ............................................ $ 660,591 $ 946,170 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation ......................................... 368,960 353,535 Amortization and accretion .......................... 76,171 (72,058) Vesting of restricted stock awards ................... 63,813 Provisions for loan and real estate owned losses ..... (165,421) 241,159 (Gain) loss on sale of office properties and equipment 59,068 (200) Gain on sale of real estate owned .................... (24,522) (Gain) loss on sale of securities .................... (44,495) 8,818 (Gain) on sale of mortgage-backed securities ......... (95) (1,886) (Gain) on sale of loans .............................. (11,012) (11,299) ESOP shares earned ................................... 131,620 91,221 Changes in assets and liabilities: Proceeds from the sales of loans ......................... 829,997 2,165,559 Origination of loans for resale .......................... (818,985) (1,888,278) Interest receivable ...................................... (53,983) (605,414) Deferred income tax ...................................... (46,012) (94,845) Other assets ............................................. 41,548 441,628 Interest payable ......................................... 80,892 362,221 Other liabilities ........................................ 299,354 41,205 ------------ ------------ Net cash provided by operating activities .................... 1,472,011 1,953,014 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Loans originated ............................................. (47,786,343) (47,054,703) Loan principal repayments .................................... 58,640,041 41,102,013 Proceeds from: Maturities of: Securities held to maturity .......................... 13,638,705 Securities available for sale ........................ 16,974,688 4,000,000 Sales of: Securities held to maturity .......................... 7,976,526 Securities available for sale ........................ 19,379,854 Mortgage-backed securities held to maturity .......... 741,183 Mortgage-backed securities available for sale ........ 11,158,884 Land, buildings & improvements ....................... 42,239 7,450 Real estate owned .................................... 72,748 Purchases of: Securities available for sale ........................ (49,920,625) (11,983,125) Securities held to maturity .......................... (24,394,086) Mortgage-backed securities held to maturity .......... (17,709,959) Mortgage-backed securities available for sale ........ (22,389,606) (7,661,940) Loans ................................................ (13,773,496) (2,489,328) FHLB Stock ........................................... (1,689,000) (157,300) Office properties and equipment ...................... (260,511) (364,234) Payments on mortgage-backed securities ....................... 12,094,301 8,507,993 Continued to next page PERMANENT BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) NINE MONTHS ENDED DECEMBER 31, ------------------------------ 1996 1995 ------------ ------------ Increase in cash surrender value of life insurance ........... (63,229) (82,359) Payments on real estate owned ................................ 7,946 26,084 ------------ ------------ Net cash used in investing activities ........................ (17,584,857) (35,824,332) CASH FLOWS FROM FINANCING ACTIVITIES: Dividends paid ............................................... $ (448,482) $ (234,176) Net change in deposits ....................................... (8,708,828) 8,910,885 Receipts from FHLB advances .................................. 116,450,000 48,000,000 Payments on FHLB advances .................................... (87,820,246) (20,117,384) Principal repayment of ESOP borrowing ........................ 178,538 178,537 Advance payments by borrowers for taxes and insurance......... (491,285) (541,714) Net change in other borrowed funds ........................... (1,316,556) (40,362) Purchase of treasury stock ................................... (1,389,091) (2,603,242) Sale of common stock ........................................ 14,590 35,690 ------------- ------------- Net cash provided by financing activities .................... 16,468,640 33,588,234 ------------- ------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ...................................................... 355,794 (283,084) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ................. 4,916,421 5,573,343 ------------- ------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD ....................... 5,272,215 5,290,259 ============= ============= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest ................................................. $ 10,015,622 $ 9,843,924 Income taxes ............................................. 730,000 227,508 Noncash transactions: Transfers from loans to real estate owned ................ -- 100,777 See notes to consolidated financial statements.
PERMANENT BANCORP, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements 1. BASIS OF PRESENTATION - The consolidated financial statements include the accounts of Permanent Bancorp, Inc. (the "Company"), its wholly owned subsidiary, Permanent Federal Savings Bank, its wholly owned subsidiary, Perma-Service Corp, and its wholly owned subsidiary, Permanent Insurance Agency, Inc. (collectively the "Bank"). All significant intercompany accounts and transactions have been eliminated. These consolidated interim financial statements at December 31, 1996 and for the three and nine month periods ended December 31, 1996, and 1995, have not been examined by independent auditors, but reflect, in the opinion of the Company's management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position and results of operations for such periods. The preparation of financial statements in conformity with generally accepted accounting principals requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates most susceptible to change in the near term include the allowance for loan losses and the fair value of securities. These statements should be read in conjunction with the consolidated financial statements and related notes which are incorporated by reference in the Company's Annual Report on Form 10-K for the year ended March 31, 1996. 2. CHANGES IN PRESENTATION - Certain amounts and items appearing in the financial statements for the quarter and nine months ended December 31,1995 have been reclassified to conform with the presentation presented for the period ended December 31, 1996. 3. SAVINGS ASSOCIATION INSURANCE FUND (SAIF) SPECIAL ASSESSMENT - The deposits of savings associations, such as Permanent Federal Savings Bank, are presently insured by the SAIF, which together with the Bank Insurance Fund (BIF), are the two insurance funds administered by the Federal Deposit Insurance Corporation (FDIC). Financial institutions which are members of the BIF have been experiencing substantially lower deposit insurance premiums because the BIF has achieved its required level of reserves while the SAIF has not yet achieved its required reserves. In order to help eliminate this disparity and any competitive disadvantage due to disparate deposit insurance premium schedules, legislation to recapitalize the SAIF was enacted in September 1996. The legislation required a special one-time assessment of approximately 65.7 cents per $100 of SAIF insured deposits held by the bank at March 31, 1995. The one-time special assessment resulted in a tax affected charge to earnings of approximately $1,067,000 during the quarter ended September 30, 1996. The legislation is intended to fully recapitalize the SAIF fund so that commercial bank and thrift deposits will be charged the same FDIC premiums beginning October 1, 1996. As of such date deposit insurance premiums for highly rated institutions, such as the Bank, have been eliminated. The Bank, however, will continue to be subject to an assessment to fund repayment of the Financing Corporation (FICO) obligations. The FICO assessment for SAIF insured institutions was 18 cents per annum per $100 of deposits for the quarter ended December 31, 1996. Beginning January 1, 1997 financial institutions insured by BIF will begin sharing in the FICO obligation and SAIF insured institutions will pay an assessment of 6.48 cents per $100 of deposits while BIF insured Institutions will pay 1.296 cents per $100 of deposits until the year 2000 when the assessment will be imposed at the same rate on all FDIC insured institutions. Accordingly, as a result of the reduction of the SAIF assessment and the resulting FICO assessment, the annual after tax decrease in deposit insurance costs is expected to be approximately $272,000 based upon the September 30, 1996 assessment base. 4. NEW ACCOUNTING PRONOUNCEMENTS FINANCIAL ACCOUNTING STANDARDS NO. 122 (FAS 122) " ACCOUNTING FOR MORTGAGE SERVICING RIGHTS" - FAS 122 was adopted by the Company effective April 1, 1996. This statement specifies conditions under which mortgage servicing rights should be accounted for separately from the underlying mortgage loans. Generally the statement applies to mortgages sold with servicing rights retained. An allocation of the loan's book value is made to the servicing rights retained. The value of the servicing rights are capitalized and written off as servicing income is received. The effect is to increase profits recognized when loans are sold, but to reduce net income recognized on servicing, as loans are repaid. The application of FAS 122 had a nominal effect on the Company's financial statements for the three and nine months ended December 31, 1996, but could have a more material impact if loan sales are increased. FINANCIAL ACCOUNTING STANDARDS NO. 123 (FAS 123) "ACCOUNTING FOR STOCK BASED COMPENSATION" - Effective April 1, 1996, the Company adopted FAS 123 by continuing to account for stock compensation in accordance with Accounting Principals Board Opinion No. 25 "Accounting for Stock Issued to Employees." However, the fair value disclosures are not included as the fair values are not deemed to have a significant impact on the financial position or results of operations of the Company. FINANCIAL ACCOUNTING STANDARDS NO. 125 (FAS 125) "ACCOUNTING FOR TRANSFERS AND SERVICING OF FINANCIAL ASSETS AND EXTINGUISHMENTS OF LIABILITIES" - FAS 125 was issued in June 1996 and provides accounting and reporting standards for transfers and servicing of financial assets and extinquishments of liabilities. FAS 125 applies to transactions occurring after December 31, 1996. Management has not yet quantified the effect of this new standard on the Consolidated Financial Statements. 5. SUBSEQUENT EVENTS - During January 1997, the Company completed its previously announced stock repurchase of 112,419 share during the fiscal year. The weighted average cost of the shares purchased was $20.34 for a total cost of $2,286,926. On February 5, 1997, the Company signed a definitive agreement to assume the deposit liabilities and to acquire certain assets associated with the branch of NBD Bank, N.A. in Newburgh, Indiana. At October 31, 1996, the branch had deposit liabilities of approximately $6.3 million. The acquisition is expected to be completed during the second calendar quarter of 1997. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Permanent Bancorp, Inc. (the "Company") is a Savings & Loan holding company which owns 100% of the capital stock of Permanent Federal Savings Bank (the "Bank") and has no other subsidiaries. Material changes in the consolidated statements of Financial Condition and Results of Operations of the Company, except where noted, are attributed to the operations of the Bank; therefore the following analysis is centered on the activities of the Bank. QUARTER ENDED DECEMBER 31, 1996 COMPARED TO DECEMBER 31, 1995 NET INTEREST INCOME - Net interest income before provision for loan losses increased by $373,000 or 15.5% for the quarter ended December 31, 1996 compared to the quarter ended December 31, 1995. This increase was primarily attributable to an increase in interest earning assets and an improvement in the interest rate spread (the difference between the rate earned on interest earning assets and the rate paid on interest bearing liabilities). Net interest income after provision for loan losses increased by $554,000, or 23.5% for the quarter ended December 31, 1996 compared to the quarter ended December 31, 1995. The loan loss provision was a benefit of $132,000 during the quarter ended December 31, 1996, compared to a provision of $49,000 during the comparable period in 1995. During the quarter ended December 31, 1996 the Bank reduced the loan loss provision by $232,000 relating to the reversal of specific reserves on a previously impaired loan. This decrease in the provision was partially offset by increases of $100,000 reflecting actual and anticipated loan growth. INTEREST INCOME - Total interest income for the three months ended December 31, 1996 increased $842,000, or 12.6%, from the three month period ended December 31, 1995. This increase was attributable to an increase of 18 basis points in the average rate earned on total interest earning assets and an increase of $39.8 million in average balances for the comparable periods. INTEREST EXPENSE - Total interest expense increased by $469,000, or 10.9%, during the three months ended December 31, 1996 compared to the three months ended December 31, 1995. Average interest bearing liabilities increased by $42.1 million, primarily representing an increase in FHLB Advances, but the cost of such liabilities decreased by 4 basis points, compared to the quarter ended December 31, 1995. OTHER INCOME - Total other income increased by $147,000 during the quarter ended December 31, 1996 compared to the quarter ended December 31, 1995. Service charge increases resulted in an increase of $55,000 and improved sales, primarily of investment and annuity products by the Bank's Subsidiary Service Corporation, resulted in increased commissions of $49,000 during the quarter ended December 31, 1996 compared to the comparable quarter in 1995. During the quarter ended December 31, 1996 the Company earned gains on sales of loans of $6,000 compared to $4,000 during the quarter ended December 31, 1995 and recognized gains of $27,000 on sales of investment and mortgage-backed securities compared to losses of $1,000 during the quarter ended December 31, 1995. The remaining other income accounts were up by $11,000 during the current year quarter, primarily because Perma Service Corp. received a higher return on its equity investment in Family Financial Life Insurance Company. OTHER EXPENSE - Other expense decreased a total of $123,000 during the quarter ended December 31, 1996 compared to the quarter ended December 31, 1995. The FDIC assessment decreased by $28,000 (see Note 3 of "Notes to Consolidated Financial Statements"). Salaries and employee benefits decreased by $3,000 during the quarter ended December 31, 1996 compared to the same period in 1995. Occupancy expenses decreased by $5,000 and equipment and computer expenses decreased by $18,000 during the comparable periods. Advertising expenditures were $1,000 higher than during the quarter ended December 31, 1995. Postage and office supplies were $24,000 lower during the quarter ended December 31, 1996. The remaining other expense accounts were down a net $46,000 during the quarter ended December 31, 1996. Reductions of $63,000 in consultant and management fees and of $47,000 in ATM and debit card issuance cost were partially offset by a loss of $59,000 on the sale of bank premises and equipment. INCOME TAXES - Provisions for income taxes amounted to $573,000, or 44.5% of income before taxes during the quarter ended December 31, 1996, compared to $139,000, or 29.7% of income before taxes during the quarter ended December 31, 1995. The low rate of income taxes during the quarter ended December 31, 1995 was primarily the result of loan growth enabling the Bank to claim greater loan loss provisions for tax purposes than for book purposes. NINE MONTHS ENDED DECEMBER 31, 1996 COMPARED TO NINE MONTHS ENDED DECEMBER 31, 1995 NET INTEREST INCOME - Net interest income before provision for loan losses increased by $1,964,000 or 29.7% for the nine months ended December 31, 1996 compared to the nine months ended December 31, 1995. This increase was primarily attributable to an increase in interest earning assets and an improvement in the interest rate spread (the difference between the rate earned on interest earning assets and the rate paid on interest bearing liabilities). Net interest income after provision for loan losses increased by $1,376,000, or 19.9% for the nine months ended December 31, 1996 compared to the nine months ended December 31, 1995. The loan loss provision decreased by $135,000 during the period ended December 31, 1996 compared to the comparable period in 1995. During the period ended December 31, 1996 the Bank reduced the loan loss provision by $232,000 relating to the reversal of specific reserves on a previously impaired loan. This decrease in the provision was offset by increases of $248,000 reflecting actual and anticipated loan growth. INTEREST INCOME - Total interest income for the nine months ended December 31, 1996 increased $3,206,000, or 16.9%, from the nine month period ended December 31, 1995. This increase was attributable to an increase of 15 basis points in the average rate earned on total interest earning assets and an increase of $45.1 million in average balances for the comparable periods. INTEREST EXPENSE - Total interest expense increased by $1,965,000, or 16.3%, during the nine months ended December 31, 1996 compared to the nine months ended December 31, 1995. Average interest bearing liabilities increased by $46.7 million, primarily reflecting increased FHLB Advances, but the cost of such liabilities decreased by 2 basis points, compared to the nine months ended December 31, 1995. OTHER INCOME - Total other income increased by $263,000 during the nine months ended December 31, 1996 compared to the nine months ended December 31, 1995. Service charges were $183,000 more, primarily as a result of fee increases and commissions, principally earned by the Bank's subsidiary service corporation were $27,000 more during the nine months ended December 31, 1996 than during the comparable period in 1995. During the nine months ended December 31, 1996 the Company recognized gains of $30,000 on sales of investment and mortgage-backed securities compared to losses of $13,000 during the nine months ended December 31, 1995. The remaining other income accounts were up by $4,000 during the current year period. OTHER EXPENSE - Other expense increased a total of $1,563,000 during the nine months ended December 31, 1996 compared to the nine months ended December 31, 1995, primarily because of the one time FDIC assessment in the amount of $1,766,000 (see Note 3 of "Notes to Consolidated Financial Statements"). Salaries and employee benefits decreased by $34,000 during the nine months ended December 31, 1996 compared to the same period in 1995. Occupancy expenses decreased by $14,000 and equipment and computer expenses decreased by $1,000 during the comparable periods. Deposit insurance assessments, exclusive of the one time assessment, were $15,000 lower during the nine months ended December 31, 1996, and advertising expenditures were $8,000 higher than during the nine months ended December 31, 1995. Postage and office supplies were $47,000 lower during the nine months ended December 31, 1996. The remaining other expense categories were reduced by $101,000 during the nine months ended December 31, 1996 compared to the comparable period in 1995. Reductions of $58,000 in consultant and management fees, and of $47,000 in ATM card issuance cost and $21,000 in goodwill amortization were partially offset by a loss of $59,000 on the sale of bank premises and equipment. INCOME TAXES - Provisions for income taxes amounted to $704,000, or 51.6% of income before taxes during the nine months ended December 31, 1996, compared to $343,000, or 26.6% of income before taxes during the nine months ended December 31, 1995. The 1996 taxes in excess of statutory rates was the result of the Bank's inability to claim loan loss provisions for tax purposes as high as the expense recognized for book purposes during the nine months ended December 31, 1996 and because of other differences in income per books and taxable income. The low rate of income taxes during the nine months ended December 31, 1995 was primarily the result of loan growth enabling the Bank to claim greater loan loss provisions for tax purposes than for book purposes. FINANCIAL CONDITION DECEMBER 31, 1996 COMPARED TO MARCH 31, 1996 The Company's total assets at December 31, 1996 were $412.9 million representing an increase of $17.1 million, or 4.3%, from March 31, 1996. Investment and mortgage-backed securities, including those classified as available for sale, increased by $11.9 million to $179.2 million at December 31, 1996 from $167.3 million at March 31, 1996. Net loans increased by $3.0 million to $209.9 million at December 31, 1996 compared to $206.9 million at March 31, 1996. The loan growth, primarily in single family mortgage loans and in automobile loans, is indicative of the strength of the local economy. By policy, the Bank retains all adjustable rate loans and all fixed rate loans with terms of 20 years or less in its portfolio, and sells all fixed rate loans of terms exceeding 20 years. During the nine months ended December 31, 1996, customers showed a marked preference for the Bank's mortgage loan program offering loans at an interest rate which is fixed for ten years, then adjustable annually. In July, 1996 the bank received a payoff on a (Cardinal Industries) multi-family housing loan. The loan, with a principal balance of $1,439,858 was carried as a criticized asset in the "other assets especially mentioned" category. The Bank received its full principal balance on the loan. During November 1996, the Bank received a negotiated settlement on two additional Cardinal Industries' impaired loans with principal balances of $3.1 million and carrying values of $2.6 million. The bank received slightly more than the carrying value of the loans and received the full amount of interest due. The Bank holds an additional three Cardinal Industries' loans with aggregate principal balances of $3.6 million; one of the three remaining loans with a principal balance of approximately $1.1 million is carried as an impaired loan and one with a principal balance of nearly $2.0 million is a troubled debt restructuring. The remaining loan is a 50% participation purchased and has performed according to the note terms. Non-performing assets were at $4.4 million at December 31, 1996, compared to $6.9 million at March 31, 1996 and $8.3 million at December 31, 1995. As of December 31, 1996, the Bank's loan loss allowance was $2,072,383. Although no assurance can be provided, management believes this amount to be sufficient based upon historical averages and current trends. Based on management's analysis of classified assets, loss histories and future projections, the allowance for loan losses (presented below in tabular form) was deemed by management to be adequate at December 31, 1996. Figures presented for April 1, 1995 have been restated to reflect the reclassification of impaired loans from in-substance foreclosure back to loan categories pursuant to the provisions of Statement of Financial Accounting Standards No. 114 (FAS 114), which was adopted during the quarter ended June 30, 1995.
1996 1995 ---------- ---------- Balance, April 1 $2,237,804 $2,093,491 Provision for loan losses 16,446 151,326 Net charge offs (181,867) (36,029) ---------- ---------- Balance, December 31 $2,072,383 $2,171,571
The loan growth and the increase in investment and mortgage-backed securities was funded through Federal Home Loan Bank advances which increased by $28.6 million to $97.0 million at December 31, 1996 compared to $68.3 million at March 31, 1996. Deposits decreased by $8.7 million to $271.3 million at December 31, 1996 compared to $280.0 million at March 31, 1996. Total stockholders' equity decreased by $1.4 million to $40.1 million at December 31, 1996 from $41.5 million at March 31, 1996. The decrease was attributable to an increase of $641,000 in unrealized losses on securities available for sale, dividends paid of $448,000 and purchase of treasury stock at a cost of $1,389,000 during the nine months ended December 31, 1996. Increases resulted from the retention of earnings, reduction of employee stock ownership liability, vesting of restricted stock awards, and through the exercise of stock options resulting in the sale of 1,459 shares of treasury stock at $10 per share. LIQUIDITY AND CAPITAL RESOURCES - The standard measure of liquidity for the thrift industry is the ratio of cash and eligible investments to a certain percentage of borrowings due within one year and net withdrawable deposit accounts. The minimum required level is currently set by OTS regulation at 5%. At December 31, 1996, the Bank's liquidity ratio was 9.22%. Historically, the Bank has maintained its liquid assets which qualify for purposes of the OTS liquidity regulations above the minimum requirements imposed by such regulations and at a level believed adequate to meet requirements of normal daily activities, repayment of maturing debt, and potential deposit outflows. Cash flow projections are regularly reviewed and updated to assure that adequate liquidity is maintained. Cash for these purposes is generated through the maturity of investment securities and loan sales and repayments, and may be generated through increases in deposits. Loan payments are a relatively stable source of funds while deposit flows are influenced significantly by the level of interest rates and general money market conditions. Borrowings may be used to compensate for reductions in other sources of funds such as deposits. As a member of the FHLB system, the Bank may borrow from the FHLB of Indianapolis. At December 31, 1996, the Bank had $96,933,000 in such borrowings. As of that date, the Bank had commitments to fund loan origination's of approximately $1.5 million and commitments to purchase mortgage-backed securities in the amount of $8.4 million. The Company had no commitments to sell either loans or securities. In the opinion of management, the Bank has sufficient cash flow and borrowing capacity to meet current and anticipated funding commitments. The following table sets forth the Bank's compliance with its capital requirements at December 31, 1996.
Amount Percent (*) ----------- ----- Tangible Capital: Capital level $33,860,419 8.30% Requirement 6,122,421 1.50% ----------- ----- Excess $27,737,998 6.80% ----------- ----- Core Capital: Capital level $33,860,419 8.30% Requirement 12,244,843 3.00% ----------- ----- Excess $21,615,576 5.30% ----------- ----- Risk-Based Capital: Capital level $35,621,282 20.84% Requirement 13,673,751 8.00% ----------- ----- Excess $21,947,531 12.84% ----------- ------ (*) Tangible and core capital are computed as a percentage of adjusted total assets of $408,161,430. Risk-based capital is computed as a percentage of risk-weighted assets of $170,921,891.
SUPPLEMENTAL DATA THREE MONTHS ENDED NINE MONTHS ENDED DECEMBER 31, DECEMBER 31, ------------------ ----------------- 1996 1995 1996 1995 ---- ---- ---- ---- Weighted average interest rate earned on total interest-earning assets .............. 7.62% 7.44% 7.48% 7.33% Weighted average cost of total interest-bearing liabilities ............... 5.16% 5.20% 5.08% 5.10% Interest rate spread during period ........... 2.46% 2.24% 2.40% 2.23% Net yield on interest-earning assets (net interest income divided by average interest-earning assets on annualized basis) 2.78% 2.68% 2.79% 2.67% Total interest income divided by average total assets (on annualized basis) ......... 7.22% 7.14% 7.32% 7.03% Total interest expense divided by average total assets (on annualized basis) . 4.56% 4.57% 4.63% 4.47% Net interest income divided by average total assets (on annualized basis) ......... 2.66% 2.57% 2.69% 2.56% Return on assets (net income divided by average total assets on annualized basis) .. 0.69% 0.35% 0.22% 0.35% Return on equity (net income divided by average total equity on annualized basis) .. 7.17% 3.11% 2.16% 2.95% Interest rate spread at end of period ........ 2.36% 2.29% 2.36% 2.29%
Data as of December 31, March 31, 1996 1996 ------ ------ (IN THOUSANDS) NONPERFORMING ASSETS: Loans: Non-accrual .............................. $2,255 $4,705 Restructured ............................ 2,137 2,165 ------ ------ Total nonperforming loans ........................ $4,392 $6,870 Real estate owned, net ........................... 14 22 Other repossessed assets, net .................... 64 29 ------ ------ Total Nonperforming Assets ......................... $4,470 $6,921 Nonperforming assets divided by total assets ....... 1.08% 1.75% Nonperforming loans divided by total loans ......... 2.09% 3.22% Balance in Allowance for Loan Losses ............... $2,072 $2,238
REGULATORY DEVELOPMENTS Pending Legislation Regarding Bad Debt Reserves - Under Section 593 of the Internal Revenue Code of 1986, as amended (the "Code"), thrift institutions such as the Bank, which meet certain definitional tests primarily relating to their assets and the nature of their business, are permitted to establish a tax reserve for bad debts and to make annual additions thereto, which additions may, within specified limitations, be deducted in arriving at their taxable income. The Company's deduction with respect to "qualifying loans", which are generally loans secured by certain interests in real property, may currently be computed using an amount based on the Company's loss experience (the "experience method"), or a percentage equal to 8.0% of the Company's taxable income (the "percentage of taxable income method"), computed without regard to this deduction and with additional modifications and reduced by the amount of any permitted addition to the non-qualifying reserve. Under recently passed legislation, Section 593 of the Internal Revenue Code of 1986 has been repealed and the Bank will be permitted to use only the experience method of computing additions to its bad debt reserve. In addition, the Bank will be unable to make additions to its tax bad debt reserve, and will be permitted to deduct bad debts only as they occur. The legislation will not affect the Company's tax calculation during the current fiscal year. Management can not now predict the impact of the legislation on the results of operations in future fiscal years. PART II. OTHER INFORMATION ITEM 1. Legal Proceedings None. ITEM 2. Changes in Securities None. ITEM 3. Defaults Upon Senior Securities None. ITEM 4. Submission of Matters to a Vote of Security Holders None. ITEM 5. Other Information None ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits None. (b) Reports on Form 8-K None 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. PERMANENT BANCORP, INC. DATE: February 12, 1997 By /s/Donald P. Weinzapfel ----------------------- Donald P. Weinzapfel, Chairman of the Board President and Chief Executive Officer (Principal Executive Officer) DATE: February 12, 1997 By /s/Joseph M. Schnapf -------------------- Joseph M. Schnapf Chief Financial Officer (Principal Financial Accounting Officer) EX-27 2
9 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE QUARTERLY REPORT ON FORM 10-Q FOR THE FISCAL QUARTER ENDED SEPTEMBER 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 9-MOS MAR-31-1997 DEC-31-1996 3,839,707 1,432,508 0 0 150,948,153 28,217,253 28,382,752 211,961,599 2,072,383 412,966,986 271,299,234 60,505,622 3,305,090 37,792,546 0 0 24,590 40,039,904 412,966,986 12,597,851 9,239,048 357,848 22,194,747 10,025,728 14,034,906 8,159,841 16,466 29,542 8,090,698 1,365,061 660,591 0 0 660,591 0.30 0.30 7.48 2,255,000 0 2,137,000 325,923 2,237,804 218,246 36,379 2,072,383 311,520 0 1,760,863
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