-----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, GN5i2rbZjPeOJPZ3RljkV9aR0h5Q67CXNSHBAC43HpJ8N7wy1Fd2VbLLbo0HTyqp 7t4muczQ0xKnh/S/oUBBHA== 0000916480-98-000013.txt : 19980515 0000916480-98-000013.hdr.sgml : 19980515 ACCESSION NUMBER: 0000916480-98-000013 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980514 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PSB HOLDINGS INC /WI/ CENTRAL INDEX KEY: 0000948368 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 391804877 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-26480 FILM NUMBER: 98621370 BUSINESS ADDRESS: STREET 1: 1905 WEST STEWART AVE CITY: WAUSAU STATE: WI ZIP: 54401 BUSINESS PHONE: 7158422191 MAIL ADDRESS: STREET 1: 1905 WEST STEWART AVE CITY: WAUSAU STATE: WI ZIP: 54401 FORMER COMPANY: FORMER CONFORMED NAME: PSB HOLDINGS INC /WI/ DATE OF NAME CHANGE: 19950721 FORMER COMPANY: FORMER CONFORMED NAME: PEOPLES STATE BANK /WI/ DATE OF NAME CHANGE: 19950721 10-Q 1 10-Q FOR 3/31/98 FOR PSB HOLDINGS, INC. FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended MARCH 31, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number: PSB HOLDINGS, INC. (Exact name of registrant as specified in charter) WISCONSIN 39-1804877 (State of incorporation) (I.R.S Employer Identification Number) 1905 WEST STEWART AVENUE WAUSAU, WISCONSIN 54401 (Address of principal executive office) Registrant's telephone number, including area code: 715-842-2191 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 report), and (2) has been subject to such filing requirements for the past 90 days. Yes X No The number of common shares outstanding at March 31, 1998 was 883,235. PSB HOLDINGS, INC. FORM 10-Q QUARTER ENDED MARCH 31, 1998 PAGE NO. PART I. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Statements of Income, Three Months Ended March 31, 1998 (unaudited) and March 31, 1997 (unaudited) 1 Condensed Consolidated Balance Sheets March 31, 1998 (unaudited) and December 31, 1997 (derived from audited financial statements) 2 Condensed Consolidated Statements of Cash Flows Three Months Ended March 31, 1998 (unaudited) and March 31, 1997 (unaudited) 3 Notes to Condensed Consolidated Financial Statements 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 5 PART II. OTHER INFORMATION Item 1. Legal Proceedings 10 Item 2. Changes in Securities 10 Item 3. Defaults Upon Senior Securities 10 Item 4. Submission of Matters to Vote of Securities Holders 10 Item 5. Other Information 10 Item 6. Exhibits and Reports on form 8-K 11 -i- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS PSB HOLDINGS, INC. CONSOLIDATED STATEMENTS OF INCOME
($ thousands except share data -unaudited) Three Months Ended March 31, 1998 1997 Interest Income Interest and fees on loans $3,372 $2,994 Interest on investment securities Taxable 583 611 Tax-exempt 148 142 Other interest income 43 10 Total interest income 4,146 3,757 Interest Expenses: Deposits 2,036 1,901 Short-term borrowings 128 77 Total interest expense 2,164 1,978 Net interest income 1,982 1,779 Provisions for losses on loans 75 45 Net Interest Income After Provision for Loan Losses 1,907 1,734 Other income: Service fees 131 117 Insurance commissions 8 26 Net security gains 36 -0- Net gain on other real estate -0- -0- Other operating income 89 45 Total other income 264 188 Other Expenses Salaries and related benefits 1,046 590 Net occupancy expense 194 188 FDIC insurance 6 5 Computer operations 24 8 Other operating expense 354 268 Total other expenses 1,624 1,059 Income before income taxes 547 863 Provision for income taxes 157 282 Net income $ 390 $ 581 Income per share Basis: Weighted Average of 883,235 shares in 1998 Weighted Average of 895,425 shares in 1997 Net income per share $ .44 $ .65
-1- PSB HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS
($ thousands) March 31, December 31, 1998* 1997* ASSETS Cash and cash equivalents $ 9,121 $ 10,623 Interest bearing deposits with banks 581 153 Federal Funds Sold 3,705 -0- Investment Securities - Held to Maturity (Market Value $12,852 & $12,704 12,695 12,549 at 1998 & 1997 respectively) Available for sale (at fair market value, cost $34,874 & $37,422 35,025 37,579 at 1998 & 1997 respectively) Total Loans 151,208 149,317 Allowance for Loan Losses (1,906) (1,845) Net Loans 149,302 147,472 Bank premises and equipment 3,929 3,746 Other Assets 2,691 2,897 TOTAL ASSETS $217,049 $215,019 LIABILITIES Noninterest-bearing Deposits $ 25,630 $ 27,564 Interest-bearing Deposits 160,712 159,038 Total Deposits 186,342 186,602 Short-term borrowings 3,631 3,960 Long-term borrowings 6,000 3,000 Other Liabilities 1,472 2,239 Total liabilities 197,445 195,801 STOCKHOLDERS' EQUITY Common stock - no-par value, with a stated value of $2 per share - 1,000,000 shares authorized - 902,425 shares issued 1,805 1,805 Additional paid-in capital 7,159 7,159 Retained earnings 11,346 10,956 Net unrealized gain (loss) on securities available for sale, net of tax 97 101 Treasury stock, at cost - 19,190 shares in 1997 7,000 shares in 1996 (803) (803) Total stockholders' equity 19,604 19,218 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $217,049 $215,019 *The consolidated balance sheet at March 31, 1998 is unaudited. The December 31, 1997 consolidated balance sheet is derived from audited financial statements.
-2- PSB HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOW
Three Months Ended March 31, ($ thousands - unaudited) 1998 1997 Cash flows from operating activities: Net income $ 390 $ 581 Provision for depreciation, and net amortization 96 113 Provisions for loan losses 75 45 Changes in operating assets and liabilities: Gain on sale of securities available for sale (36) 0 Other assets 206 (145) Other liabitities (767) (739) Net cash used in operating activities (36) (145) Cash flows from investing activities: Proceeds from sale and maturities of: Held to maturity securities 265 200 Available for sale securities 8,010 2,977 Payment for purchase of: Held to maturity securities (415) (1,066) Available for sale securities (5,399) (495) Net change in loans (1,905) (221) Net (increase) decrease in interest-bearing deposits with banks (428) -0- Net increase in federal funds sold (3,705) -0- Proceeds from sale of other real estate -0- -0- Capital expenditures (300) (79) Net cash provided by (used in) investing activities (3,877) 1,316 Cash flows from financing activities: Net increase (decrease) in deposits (260) (126) Net increase (decrease) in short-term borrowings (329) 463 Net increase (decrease) in long-term borrowings 3,000 (598) Proceeds from exercise of stock options -0- -0- Dividends paid -0- -0- Net cash used in financing activities 2,411 (261) Net increase (decrease) in cash and cash equivalents (1,502) 910 Cash and cash equivalents at beginning of year 10,623 10,152 Cash and cash equivalents at end of quarter $ 9,121 $11,062 Supplemental Cash Flow Information: Cash paid during the period for : Interest 2,164 1,978 Income taxes -0- 46
-3- PSB HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. The accompanying financial statements in the opinion of management reflect all adjustments which are normal and recurring in nature and which are necessary for a fair statement of the results for the periods presented. In all regards, the financial statements have been presented in accordance with generally accepted accounting principles. 2. Earnings per share of common stock is based on the weighted average number of common shares outstanding. 3. Refer to notes to the financial statements which appear in the 1997 annual report for the company's accounting policies which are pertinent to these statements. -4- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (All $ amounts are in thousands, except per share amounts) RESULTS OF OPERATIONS TOTAL ASSETS Total assets have increased by $2,030 from December 31, 1997 to March 31, 1998. This is an increase of.94%. In 1997, first quarter assets decreased $628 or .31%. LOANS Net loans have increased by $1,830 from December 31, 1997 to March 31, 1998. This is an increase of 1.24%. Home Equity Loan growth has contributed mostly to this increase. In 1997, first quarter loans increased $177 or .13%. CASH AND INVESTMENTS Cash decreased by $1,502 as of March 31, 1998 compared to December 31, 1997. Efforts have been made at decreasing this non-earning asset. Investments also decreased by $2,408. A $1,500 security was sold and not replaced during the first quarter of 1998. A gain of $36 was realized on the sale. DEPOSITS Deposits decreased slightly by $260 from December 31, 1997 to March 31, 1998. In 1997, first quarter deposits decreased by $127. SHORT TERM BORROWINGS There were no Fed funds purchased as of March 31, 1998. Repurchase agreements decreased by $329 from December 31, 1997 to March 31, 1998. LONG TERM BORROWINGS An additional advance of $3,000 was taken out at the FHLB Chicago in the first quarter of 1998. EQUITY Equity grew by $386 or 2.01% due to the following: Net income for the first three months of $390 and a decrease in the "Net unrealized gain on securities available for sale" of $4. The decrease in the unrealized gain is a result of the market prices of the investment portfolio dropping as of March 31, 1998. In the first quarter of 1997 equity grew by $373 or 2.04%. -5- OPERATING DATA SUMMARY GENERAL Net interest income for the first quarter of 1998 is $203 or 11.41% greater than it was for the same period in 1997. In 1997 Net interest income for the first quarter was $54 greater than the first quarter of 1996. NON-INTEREST INCOME Non-interest income increased by $76 or 40.43% from the period ending March 31, 1998 compared to the period ending March 31, 1997. This increase is attributable to the implementation of a profit improvement project which in many areas increased our service charges and fees for services. NON-INTEREST EXPENSE Non-interest expenses increased 53.35% or $565 for the period ending March 31, 1998 when compared to the period ending March 31, 1997. An additional Pension Plan expense of $403 from the termination of our DB Pension Plan and expenses related to the opening of a supermarket branch in March of 1998 contributed to this increase. NET INCOME Net income for three months of 1998 is 32.87% lower than the same period in 1997 and earnings per share decreased from $.65 to $.44, or 32.31%. Again, the additional expenses outlined above attributed to the lower first quarter results of operations. -6- KEY OPERATING RATIOS (unaudited) Ended March 31, 1998
THREE MONTH PERIOD 1998 1997 Return on assets (net income divided by average assets) (1) .73% 1.15% Return on Average Equity (net income divided by average equity) (1) 8.10% 12.65% Average Equity to Average Assets 8.96% 9.12% Interest Rate Spread (difference between average yield on interest earning assets and average cost of interest bearing liabilities) (1) 3.15% 3.01% Net Interest Margin (net interest income as a percentage of average interest earning assets (1) 3.96% 3.78% Non-interest Expense to average assets (1) 2.58% 2.10% Allowance for loan losses to total loans at end of period 1.24% 1.37% (1) Annualized
-7- SUMMARY OF LOAN LOSS EXPERIENCE The following table summarizes loan balances at the end of each period, changes in the allowance for loan losses arising from loans charged off and recoveries on loans previously charged off, by loan category and additions to the allowance which have been charged to expense.
Three Months Ended Year Ended MARCH 31, 1998 DECEMBER 31, 1997 Allowance for loan losses at beginning of period $1,845,064 $1,924,686 Loans charged off Commercial & Industrial -0- (155,650) Agricultural -0- -0- Real Estate - Mortgage -0- (136,011) Installment & Other Consumer Loans (14,254) (58,581) Total Charge Offs (14,254) (350,242) Recoveries on loans previously charged off Commercial & Industrial 105 17,538 Agricultural -0- -0- Real Estate - Mortgage -0- 18,582 Installment & Other Consumer Loans 331 4,500 Total Recoveries 436 40,620 Net loans charged off (13,818) (309,622) Additions charged to operations 75,000 230,000 Allowance for loan losses at end of period $1,906,246 $1,845,064
-8- AGGREGATE AMOUNT OF NON-PERFORMING LOANS
March 31, December 31, 1998 1997 Loans on a non-accrual basis Real estate - mortgage $ 350,133 $332,655 Installment loans 106,083 54,665 Credit cards & related plans -0- -0- Commercial & all other loans 681,218 447,554 Total non-accrual $1,137,434 $834,874 Loans contractually past due thirty through eighty-nine days and still accruing Real estate - mortgage $ 913,197 $153,578 Installment loans 337,382 162,243 Credit cards & related plans -0- -0- Commercial & all other loans 1,601,294 57,268 Total 30 - 89 days $2,851,873 $373,089 Loans contractually past due ninety days or more as to interest or principal payments Real estate - mortgage $ -0- $ 7,117 Installment loans -0- -0- Credit cards & related plans -0- -0- Commercial & all other loans -0- -0- Total over 90 days $ -0- $ 7,117
-9- PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS Not Applicable ITEM 2. CHANGES IN SECURITIES Not Applicable ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not Applicable ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITIES HOLDERS Not Applicable ITEM 5. OTHER INFORMATION Not Applicable -10- ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K: (a) Exhibits required by Item 601 of Regulation S-K. EXHIBIT (3) - ARTICLES OF INCORPORATION AND BYLAWS PAGE OR INCORPORATED EXHIBIT (i) Restated Articles of Incorporation, as amended.... 4(a)(1) (ii) Bylaws ........................................... 4(b)(1) EXHIBIT (4) - INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS (a) Articles of Incorporation and Bylaws (see Exhibits 3(a) and (b)) EXHIBIT (10) - MATERIAL CONTRACTS (a) Bonus Plan of Directors of the Bank* ............ 10(a)(2) (b) Bonus Plan of Officers and Employees of the Bank* 10(b)(2) (c) Non-Qualified Retirement Plan for Directors of the Bank* ....................................... 10(c)(2) EXHIBIT (21) - SUBSIDIARIES OF THE REGISTRANT......... 22(2) EXHIBIT (27) - FINANCIAL DATA SCHEDULE *Denotes Executive Compensation Plans and Arrangements. Where exhibit has been previously filed and is incorporated herein by reference, exhibit numbers set forth herein correspond to the exhibit number where such exhibit can be found in the following reports of the registrant (Commission File No. 0-26480) filed with the Securities and Exchange Commission: (1) Registrant's current report on Form 8-K dated May 30, 1995 (2) Registrant's annual report on Form 10-K for the fiscal year ended December 31, 1995 -11- (b) Reports on Form 8-K: None. -12- 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. PSB HOLDINGS, INC. May 12, 1998 TODD R. TOPPEN Todd R. Toppen Secretary and Controller (On behalf of the Registrant and as Principal Financial Officer) -13- EXHIBIT INDEX TO FORM 10-Q OF PSB HOLDINGS, INC. FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998 Pursuant to Section 102(d) of Regulation S-T (17 C.F.R.
232.102(d)) EXHIBIT 27 - FINANCIAL DATA SCHEDULE Exhibits required by Item 601 of Regulation S-K which have been previously filed and are incorporated by reference are set forth in Part IV, Item 14(c) of the Form 10-Q to which this Exhibit Index relates. EX-27 2 ART. 9 FDS FOR 3-MONTHS 10-Q ENDED MARCH 31, 1998
9 1,000 3-MOS DEC-31-1998 MAR-31-1998 9,121 581 3,705 0 35,025 12,695 12,852 151,208 1,906 217,049 186,342 3,631 1,472 6,000 0 0 1,805 17,799 217,049 3,372 731 43 4,146 2,036 2,164 1,982 75 36 1,624 547 547 0 0 390 .44 .44 3.96 1,137 0 0 2,852 1,845 14 0 1,906 1,906 0 0
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