Page 1
UNITED STATES
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 quarter ended |
March 31, 2003 |
Or
___ Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
For the transition period for _______________ to _______________
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Commission File Number |
1-14588 |
Northeast Bancorp
__________________________________________________________________________________________
(Exact name of registrant as specified in its charter)
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Maine |
01-042506 |
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(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
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158 Court Street, Auburn, Maine |
04210 |
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(Address of Principal executive |
(Zip Code) |
(207) 777-6411
___________________________________________________________________________
Registrant's telephone number, including area code
Not Applicable
___________________________________________________________________________
Former name, former address and former fiscal year, if changed since last
report.
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 subjected to such filing requirements for the past 90 days. Yes X No ___
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes __ No X
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As
of May 12, 2003, the registrant had outstanding 2,646,827 shares of common stock, $1.00 par value per share.
Page 2
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Part I. |
Financial Information |
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Item 1. |
Consolidated Financial Statements (Unaudited) |
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Consolidated Balance Sheets |
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Consolidated Statements of Income |
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Consolidated Statements of Income |
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Consolidated Statements of Changes in Shareholders' Equity |
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Consolidated Statements of Cash Flows |
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Notes to Consolidated Financial Statements |
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Item 2. |
Management's Discussion and Analysis of Results of Operations
and Financial |
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Item 3. |
Quantitative and Qualitative Disclosure about Market Risk |
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Item 4. |
Controls and Procedures |
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Part II. |
Other Information |
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Item 1. |
Legal Proceedings |
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Item 2. |
Changes in Securities |
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Item 3. |
Defaults Upon Senior Securities |
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Item 4. |
Submission of Matters to a Vote of Security Holders |
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Item 5. |
Other Information |
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Item 6. |
Exhibits and Reports on Form 8-K |
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| Page 3 | |||
| PART 1 - FINANCIAL INFORMATION | |||
| Item 1. Financial Statements | |||
| NORTHEAST BANCORP AND SUBSIDIARIES | |||
| Consolidated Balance Sheets | |||
| (Unaudited) | |||
| March 31, | June 30, | ||
| 2003 | 2002 | ||
| ____________________ | ____________________ | ||
| Assets | |||
| Cash and due from banks | $ 12,983,159 | $ 14,343,009 | |
| Interest bearing deposits | 754,336 | 674,083 | |
| Federal Home Loan Bank overnight deposits | 17,100,000 | 3,732,000 | |
| Available for sale securities | 30,520,526 | 32,440,386 | |
| Loans held for sale | 1,918,529 | 611,210 | |
| Loans | 383,999,661 | 374,634,119 | |
| Less allowance for loan losses | 3,905,000 | 3,496,000 | |
| ____________________ | ____________________ | ||
| Net loans | 380,094,661 | 371,138,119 | |
| Premises and equipment, net | 4,178,144 | 4,150,197 | |
| Federal Home Loan Bank stock | 6,644,500 | 6,644,500 | |
| Aquired assets - net | 248,280 | 586,642 | |
| Goodwill | 407,897 | 407,897 | |
| Intangible assets, net of accumulated amortization of $1,554,414 at 03/31/03 | |||
| and $1,355,010 at 6/30/02 | 650,314 | 849,718 | |
| Bank Owned Life Insurance | 7,334,547 | - | |
| Other assets | 6,879,853 | 6,638,156 | |
| ____________________ | ____________________ | ||
| Total Assets | $ 469,714,746 | $ 442,215,917 | |
| ================== | ================== | ||
| Liabilities and Shareholders' Equity | |||
| Liabilities: | |||
| Deposits | $ 330,477,495 | $ 303,197,646 | |
| Securities Sold Under Repurchase Agreements | 6,621,494 | 8,871,642 | |
| Advances from the Federal Home Loan Bank | 86,204,454 | 85,956,608 | |
| Other Liabilities | 2,495,164 | 2,286,232 | |
| ____________________ | ____________________ | ||
| Total Liabilities | 425,798,607 | 400,312,128 | |
| Guaranteed Preferred Beneficial Interest in the | |||
| Company's Junior Subordinated Debentures | 7,172,998 | 7,172,998 | |
| Shareholders' Equity: | |||
| Preferred stock, cumulative, $1.00 par value, 1,000,000 shares authorized | |||
| and none issued and outstanding | - | - | |
| Common stock, $1.00 par value, 15,000,000 shares authorized; 2,786,095 | |||
| shares issued and 2,645,827 and 2,647,712 shares outstanding | |||
| at 03/31/03 and 06/30/02, respectively | 2,786,095 | 2,786,095 | |
| Additional paid in capital | 10,376,842 | 10,374,285 | |
| Retained earnings | 25,008,207 | 22,748,760 | |
| Accumulated other comprehensive income (loss) | (38,213) | 178,162 | |
| ____________________ | ____________________ | ||
| 38,132,931 | 36,087,302 | ||
| Treasury Stock at cost, 140,268 and 138,383 shares at 03/31/03 and | |||
| 6/30/02, respectively. | (1,389,790) | (1,356,511) | |
| ____________________ | ____________________ | ||
| Total Shareholders' Equity | 36,743,141 | 34,730,791 | |
| ____________________ | ____________________ | ||
| Total Liabilities and Shareholders' Equity | $ 469,714,746 | $ 442,215,917 | |
| ================== | ================== | ||
| Page 4 | |||
| NORTHEAST BANCORP AND SUBSIDIARIES | |||
| Consolidated Statements of Income | |||
| (Unaudited) | |||
| Three Months Ended | |||
| March 31, | |||
| 2003 | 2002 | ||
| ___________________ | ___________________ | ||
| Interest and Dividend Income: | |||
| Interest on FHLB overnight deposits | $ 13,111 | $ 40,658 | |
| Interest on Loans & Loans held for sale | 6,651,462 | 6,986,374 | |
| Interest on available for sale securities | 255,541 | 401,851 | |
| Dividends on Federal Home Loan Bank stock | 53,247 | 61,439 | |
| Other Interest Income | 2,045 | 2,696 | |
| ___________________ | ___________________ | ||
| Total Interest and Dividend Income | 6,975,406 | 7,493,018 | |
| Interest Expense: | |||
| Deposits | 1,960,417 | 2,538,863 | |
| Repurchase agreements | 16,881 | 21,141 | |
| Trust preferred securities | 176,520 | 176,520 | |
| Other borrowings | 1,182,718 | 1,198,453 | |
| ___________________ | ___________________ | ||
| Total Interest Expense | 3,336,536 | 3,934,977 | |
| ___________________ | ___________________ | ||
| Net Interest Income | 3,638,870 | 3,558,041 | |
| Provision for loan losses | 225,042 | 210,670 | |
| ___________________ | ___________________ | ||
| Net interest income after Provision for Loan Losses | 3,413,828 | 3,347,371 | |
| Other Income: | |||
| Service charges | 378,818 | 365,917 | |
| Net securities gains | 404,609 | 360,219 | |
| Net loss on trading activities | (3,118) | - | |
| Net gain on sale of loans | 232,055 | 146,920 | |
| Investment/Insurance commissions | 311,918 | 299,801 | |
| Boli cash surrender value | 103,236 | - | |
| Other | 96,433 | 77,598 | |
| ___________________ | ___________________ | ||
| Total Other Income | 1,523,951 | 1,250,455 | |
| Other Expenses: | |||
| Salaries and employee benefits | 1,876,701 | 1,721,747 | |
| Net occupancy expense | 322,346 | 255,162 | |
| Equipment expense | 222,270 | 229,153 | |
| Intangible assets amortization | 66,468 | 58,669 | |
| Other | 855,640 | 857,834 | |
| ___________________ | ___________________ | ||
| Total Other Expenses | 3,343,425 | 3,122,565 | |
| ___________________ | ___________________ | ||
| Income Before Income Taxes | 1,594,354 | 1,475,261 | |
| Income tax expense | 518,328 | 511,564 | |
| ___________________ | ___________________ | ||
| Net Income | $ 1,076,026 | $ 963,697 | |
| ================= | ================= | ||
| Earnings Per Common Share | |||
| Basic | $ 0.41 | $ 0.37 | |
| Diluted | $ 0.40 | $ 0.36 | |
| Net interest margin | 3.43% | 3.39% | |
| Net interest spread | 3.08% | 2.96% | |
| Return on average assets (annualized) | 0.90% | 0.89% | |
| Return on average equity (annualized) | 11.70% | 11.72% | |
| Efficiency ratio | 65% | 65% | |
| Page 5 | |||
| NORTHEAST BANCORP AND SUBSIDIARIES | |||
| Consolidated Statements of Income | |||
| (Unaudited) | |||
| Nine Months Ended | |||
| March 31, | |||
| 2003 | 2002 | ||
| ___________________ | ___________________ | ||
| Interest and Dividend Income: | |||
| Interest on FHLB overnight deposits | $ 45,261 | $ 174,191 | |
| Interest on loans & Loans held for sale | 20,639,055 | 22,649,198 | |
| Interest on available for sale securities | 868,287 | 1,038,083 | |
| Dividends on Federal Home Loan Bank stock | 174,668 | 230,591 | |
| Other Interest Income | 6,633 | 9,792 | |
| ___________________ | ___________________ | ||
| Total Interest and Dividend Income | 21,733,904 | 24,101,855 | |
| Interest Expense: | |||
| Deposits | 6,335,747 | 8,594,593 | |
| Repurchase agreements | 71,156 | 121,067 | |
| Trust preferred securities | 529,561 | 529,561 | |
| Other borrowings | 3,604,586 | 3,915,959 | |
| ___________________ | ___________________ | ||
| Total Interest Expense | 10,541,050 | 13,161,180 | |
| ___________________ | ___________________ | ||
| Net Interest Income | 11,192,854 | 10,940,675 | |
| Provision for loan losses | 915,599 | 631,686 | |
| ___________________ | ___________________ | ||
| Net interest income after Provision for Loan Losses | 10,277,255 | 10,308,989 | |
| Other Income: | |||
| Service charges | 1,078,597 | 1,103,553 | |
| Net securities gains | 837,512 | 406,301 | |
| Net loss on trading activities | (671) | - | |
| Net gain on sale of loans | 610,788 | 523,383 | |
| Investment/Insurance commissions | 1,007,905 | 946,688 | |
| Boli cash surrender value | 206,520 | - | |
| Other | 251,907 | 171,646 | |
| ___________________ | ___________________ | ||
| Total Other Income | 3,992,558 | 3,151,571 | |
| Other Expenses: | |||
| Salaries and employee benefits | 5,569,500 | 4,893,590 | |
| Net occupancy expense | 885,425 | 675,188 | |
| Equipment expense | 675,014 | 637,752 | |
| Intangible assets amortization | 199,404 | 144,811 | |
| Other | 2,624,462 | 2,625,901 | |
| ___________________ | ___________________ | ||
| Total Other Expenses | 9,953,805 | 8,977,242 | |
| ___________________ | ___________________ | ||
| Income Before Income Taxes | 4,316,008 | 4,483,318 | |
| Income tax expense | 1,421,061 | 1,558,896 | |
| ___________________ | ___________________ | ||
| Net Income | $ 2,894,947 | $ 2,924,422 | |
| ================= | ================= | ||
| Earnings Per Common Share | |||
| Basic | $ 1.09 | $ 1.13 | |
| Diluted | $ 1.08 | $ 1.10 | |
| Net interest margin | 3.55% | 3.49% | |
| Net interest spread | 3.16% | 2.98% | |
| Return on average assets (annualized) | 0.87% | 0.90% | |
| Return on average equity (annualized) | 10.69% | 12.07% | |
| Efficiency ratio | 66% | 64% | |
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Page 6 |
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NORTHEAST BANCORP AND SUBSIDIARIES Consolidated Statements of Changes in Shareholders' Equity Nine Months Ended March 31, 2003 and 2002 (Unaudited) |
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Accumulated |
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Balance at June 30, 2001 |
$ 2,786,095 |
$ 10,267,067 |
$ 19,544,871 |
$ (177,719) |
$ (1,975,297) |
$ 30,445,017 |
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Net income for the nine months ended 3/31/02 |
- |
- |
2,924,422 |
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2,924,422 |
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Adjustment of net unrealized loss/gain on securities available for sale |
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Total Comprehensive income |
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2,902,266 |
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Treasury stock purchased |
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- |
- |
(16,981) |
(16,981) |
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Dividends on common stock at $0.1875 per share |
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- |
(483,248) |
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- |
(483,248) |
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Treasury stock issued in connection with the acquisition of Kendall Insurance Company |
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Common stock issued in connection with employee benefit and stock option plans |
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Balance at March 31, 2002 |
$ 2,786,095 |
$ 10,374,285 |
$ 21,986,045 |
$ (199,875) |
$ (1,356,511) |
$ 33,590,039 |
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Balance at June 30, 2002 |
$ 2,786,095 |
$ 10,374,285 |
$ 22,748,760 |
$ 178,162 |
$ (1,356,511) |
$ 34,730,791 |
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Net income for the nine months ended 3/31/03 |
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- |
2,894,947 |
- |
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2,894,947 |
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Adjustment of net unrealized loss/gain on securities available for sale |
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Total Comprehensive income |
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2,678,572 |
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Dividends on common stock at $0.24 per share |
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(635,500) |
- |
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