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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 March 31, 2003

 

 

[   ]

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: 1-9202

ChoiceOne Financial Services, Inc.
(Exact Name of Registrant as Specified in its Charter)

Michigan
(State or Other Jurisdiction of
Incorporation or Organization)

 

38-2659066
(I.R.S. Employer Identification No.)

 

 

 

109 East Division
Sparta, Michigan

(Address of Principal Executive Offices)

 


49345
(Zip Code)

 

 

 

(616) 887-7366
(Registrant's Telephone Number, including Area Code)

Indicate by checkmark 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        

Indicate by checkmark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes                   No     X   

As of April 30, 2003, the Registrant had outstanding 1,554,856 shares of common stock.














1


CHOICEONE FINANCIAL SERVICES, INC.
INDEX TO FORM 10-Q

 

 

 

Page
Number

PART I. FINANCIAL INFORMATION

 

 

 

 

 

 

Item 1.

Financial Statements:

 

 

 

    Consolidated Balance Sheets at March 31, 2003 and December 31, 2002

3

 

 

    Consolidated Statements of Income for the three months ended
        March 31, 2003 and 2002


4

 

 

    Consolidated Statements of Changes in Shareholders' Equity for the three
        months ended March 31, 2003 and 2002


5

 

 

    Consolidated Statements of Cash Flows for the three months ended
        March 31, 2003 and 2002


6

 

 

Notes to Interim Consolidated Financial Statements

7-9

 

 

 

 

 

Item 2.

Management's Discussion and Analysis of Financial

 

 

 

Condition and Results of Operations

9-15

 

 

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

15-16

 

 

 

 

 

Item 4.

Controls and Procedures

16

 

 

 

 

 

 

 

 

PART II. OTHER INFORMATION

 

 

 

 

 

 

Item 1.

Legal Proceedings

17

 

 

 

 

 

Item 2.

Changes in Securities and Use of Proceeds

17

 

 

 

 

 

Item 3.

Defaults Upon Senior Securities

17

 

 

 

 

 

Item 4.

Submission of Matters to a Vote of Security Holders

17

 

 

 

 

 

Item 5.

Other Information

17

 

 

 

 

 

Item 6.

Exhibits and Reports on Form 8-K

17

 

 

 

 

 

 

 

 

SIGNATURES AND CERTIFICATIONS

18











2


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

ChoiceOne Financial Services, Inc.

CONSOLIDATED BALANCE SHEETS

 

 

March 31,
2003


 

December 31,
2002


 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

   Cash and due from banks

$

4,709,000

$

5,621,000

 

   Federal funds sold

 

0


 

850,000


 

      Cash and cash equivalents

 

4,709,000

 

6,471,000

 

 

 

 

 

 

 

   Short-term investments

 

100,000

 

100,000

 

   Securities available for sale

 

25,134,000

 

21,491,000

 

   Loans, net

 

161,580,000

 

171,636,000

 

   Loans held for sale

 

3,251,000

 

1,214,000

 

   Premises and equipment, net

 

4,316,000

 

4,449,000

 

   Other real estate owned, net

 

1,960,000

 

1,867,000

 

   Federal Home Loan Bank and Federal Reserve Bank stock

 

2,620,000

 

2,620,000

 

   Loan servicing rights, net

 

353,000

 

363,000

 

   Intangible assets, net

 

37,000

 

226,000

 

   Other assets

 

2,111,000


 

1,887,000


 

      Total assets

$

206,171,000


$

212,324,000


 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

   Deposits - noninterest bearing

$

16,446,000

$

17,391,000

 

   Deposits - interest bearing

 

131,431,000


 

135,388,000


 

      Total deposits

 

147,877,000

 

152,779,000

 

 

 

 

 

 

 

   Repurchase agreements

 

5,692,000

 

5,876,000

 

   Federal funds purchased

 

2,050,000

 

0

 

   Advances from Federal Home Loan Bank

 

29,277,000

 

32,791,000

 

   Other liabilities

 

1,580,000


 

1,519,000


 

      Total liabilities

 

186,476,000

 

192,965,000

 

 

 

 

 

 

 

Shareholders' Equity

 

 

 

 

 

   Preferred stock; shares authorized: 100,000;
      shares outstanding: none

 

0

 

0

 

   Common stock; shares authorized: 4,000,000;
      shares outstanding: 1,554,784 at March 31, 2003
      and 1,551,228 at December 31, 2002

 

15,695,000

 

15,645,000

 

   Unallocated shares held by Employee Stock Ownership Plan

 

(45,000

)

(45,000

)

   Retained earnings

 

3,464,000

 

3,222,000

 

   Accumulated other comprehensive income

 

581,000


 

537,000


 

      Total shareholders' equity

 

19,695,000


 

19,359,000


 

      Total liabilities and shareholders' equity

$

206,171,000


$

212,324,000


 


See accompanying notes to consolidated financial statements.






3


ChoiceOne Financial Services, Inc.

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

 

Three Months Ended
March 31,


 

 

2003


 

2002


 

Interest income

 

 

 

 

 

   Loans, including fees

$

2,965,000

$

3,319,000

 

   Securities:

 

 

 

 

 

      Taxable

 

164,000

 

142,000

 

      Tax exempt

 

109,000

 

110,000

 

   Other

 

1,000


 

1,000


 

         Total interest income

 

3,239,000


 

3,572,000


 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

   Deposits

 

881,000

 

1,088,000

 

   Advances from Federal Home Loan Bank

 

355,000

 

517,000

 

   Other

 

23,000


 

47,000


 

         Total interest expense

 

1,259,000


 

1,652,000


 

 

 

 

 

 

 

Net interest income

 

1,980,000

 

1,920,000

 

Provision for loan losses

 

170,000


 

160,000


 

 

 

 

 

 

 

Net interest income after

 

 

 

 

 

   provision for loan losses

 

1,810,000

 

1,760,000

 

 

 

 

 

 

 

Noninterest income

 

 

 

 

 

   Customer service fees

 

241,000

 

244,000

 

   Insurance and brokerage commissions

 

299,000

 

313,000

 

   Gain on sales of loans

 

169,000

 

94,000

 

   Gain on sales of securities

 

0

 

54,000

 

   Loan servicing fees, net

 

14,000

 

55,000

 

   Other income

 

97,000


 

16,000


 

         Total noninterest income

 

820,000

 

776,000

 

 

 

 

 

 

 

Noninterest expense

 

 

 

 

 

   Salaries and benefits

 

1,012,000

 

1,030,000

 

   Occupancy

 

323,000

 

380,000

 

   Professional services

 

128,000

 

102,000

 

   Printing, postage and supplies

 

67,000

 

67,000

 

   Data processing

 

68,000

 

68,000

 

   Advertising and promotional

 

28,000

 

32,000

 

   Other expense

 

294,000


 

261,000


 

         Total noninterest expense

 

1,920,000


 

1,940,000


 

 

 

 

 

 

 

Income before income tax

 

710,000

 

596,000

 

Income tax expense

 

204,000


 

165,000


 

 

 

 

 

 

 

Net income

$

506,000


$

431,000


 

 

 

 

 

 

 

Comprehensive income

$

550,000


$

353,000


 

 

 

 

 

 

 

Basic and diluted earnings per share

$

0.33


$

0.28


 


See accompanying notes to consolidated financial statements.







4


ChoiceOne Financial Services, Inc.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)


 

Number of
Shares


 

Common
Stock and
Paid in
Capital


 



Unallocated
Shares


 

 



Retained
Earnings


 

Accumulated
Other
Comprehensive
Income (Loss)


 

 




Total


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2002

1,541,091

$

14,475,000

$

(64,000

)

$

3,680,000

$

182,000

 

$

18,273,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   Net income

 

 

 

 

 

 

 

431,000

 

 

 

 

431,000

 

   Net change in unrealized gain

 

 

 

 

 

 

 

 

 

(78,000

)

 

(78,000


)

     Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

353,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares issued

2,438

 

33,000

 

 

 

 

 

 

 

 

 

33,000

 

Cash dividends

 


 

 


 

 


 

 

(249,000


)

 


 

 

(249,000


)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2002

1,543,529


$

14,508,000


$

(64,000


)

$

3,862,000


$

104,000


 

$

18,410,000


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2003

1,551,228

$

15,645,000

$

(45,000

)

$

3,222,000

$

537,000

 

$

19,359,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   Net income

 

 

 

 

 

 

 

506,000

 

 

 

 

506,000

 

   Net change in unrealized gain

 

 

 

 

 

 

 

 

 

44,000

 

 

44,000


 

     Total comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

550,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares issued

3,868

 

55,000

 

 

 

 

 

 

 

 

 

55,000

 

Shares repurchased

(312

)

(5,000

)

 

 

 

 

 

 

 

 

(5,000

)

Cash dividends

 


 

 


 

 


 

 

(264,000


)

 


 

 

(264,000


)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2003

1,544,784


$

15,695,000


$

(45,000


)

$

3,464,000


$

581,000


 

$

19,695,000


 


See accompanying notes to consolidated financial statements.











5


ChoiceOne Financial Services, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

 

 

Three Months Ended
March 31,


 

 

 

2003


 

 

2002


 

Cash flows from operating activities:

 

 

 

 

 

 

   Net income

$

506,000

 

$

431,000

 

   Adjustments to reconcile net income to net cash from
      operating activities:

 

 

 

 

 

 

      Depreciation

 

151,000

 

 

207,000

 

      Amortization

 

118,000

 

 

69,000

 

      Provision for loan losses

 

170,000

 

 

160,000

 

      Gain on sales of securities

 

0

 

 

(54,000

)

      Gain on sales of loans

 

(169,000

)

 

(93,000

)

      Loans originated for sale

 

(7,477,000

)

 

(7,627,000

)

      Proceeds from loan sales

 

5,545,000

 

 

7,720,000

 

      Net changes in:

 

 

 

 

 

 

         Accrued interest receivable and other assets

 

246,000

 

 

196,000

 

         Accrued interest payable and other liabilities

 

38,000


 

 

98,000


 

            Net cash provided by/(used in) operating activities

 

(872,000

)

 

1,107,000

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

   Purchases of securities available for sale

 

(4,347,000

)

 

(1,293,000

)

   Proceeds from sales of securities available for sale

 

0

 

 

1,830,000

 

   Principal payments on securities available for sale

 

712,000

 

 

452,000

 

   Loan originations, net of repayments

 

9,341,000

 

 

(6,631,000

)

   Premises and equipment expenditures, net

 

(18,000

)

 

(45,000

)

   Sale of insurance agency book of business

 

186,000


 

 

0


 

            Net cash provided by/(used in) investing activities

 

5,874,000

 

 

(5,687,000

)

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

   Net change in deposits

 

(4,902,000

)

 

708,000

 

   Net change in repurchase agreements

 

(184,000

)

 

1,877,000

 

   Net change in federal funds purchased

 

2,050,000

 

 

1,350,000

 

   Proceeds from Federal Home Loan Bank advances

 

4,500,000

 

 

6,000,000

 

   Payments on Federal Home Loan Bank advances

 

(8,014,000

)

 

(5,513,000

)

   Issuance of common stock

 

55,000

 

 

33,000

 

   Repurchase of common stock

 

(5,000

)

 

0

 

   Cash dividends and fractional shares from stock dividends

 

(264,000


)

 

(249,000


)

            Net cash provided by/(used in) financing activities

 

(6,764,000


)

 

4,206,000


 

 

 

 

 

 

 

 

Net change in cash and cash equivalents

 

(1,762,000

)

 

(374,000

)

Beginning cash and cash equivalents

 

6,471,000


 

 

4,931,000


 

 

 

 

 

 

 

 

Ending cash and cash equivalents

$

4,709,000


 

$

4,557,000


 

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

   Cash paid for interest

$

1,236,000

 

$

1,624,000

 

   Cash paid for income taxes

$

0

 

$

0

 

   Loans transferred to other real estate

$

545,000

 

$

703,000

 



See accompanying notes to consolidated financial statements.







6


ChoiceOne Financial Services, Inc.

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation
The consolidated financial statements include ChoiceOne Financial Services, Inc. (the "Registrant") and its direct and indirect wholly owned subsidiaries, ChoiceOne Bank (the "Bank"), ChoiceOne Insurance Agencies, Inc. (the "Insurance Agency"), and ChoiceOne Mortgage Company of Michigan (the "Mortgage Company"). Intercompany transactions and balances have been eliminated in consolidation.

The consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information, prevailing practices within the banking industry and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

The accompanying consolidated financial statements reflect all adjustments ordinary in nature which are, in the opinion of management, necessary for a fair presentation of the Consolidated Balance Sheets as of March 31, 2003 and December 31, 2002, and the Consolidated Statements of Income, Consolidated Statements of Changes in Shareholders' Equity, and Consolidated Statements of Cash Flows for the three-month periods ended March 31, 2003 and March 31, 2002. Operating results for the three months ended March 31, 2003 are not necessarily indicative of the results that may be expected for the year ending December 31, 2003.

The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Registrant's Annual Report on Form 10-K for the year ended December 31, 2002.

Stock Based Compensation
Employee compensation expense under the Registrant's stock option plan is reported if options are granted below market price at the grant date. Pro forma disclosures of net income and earnings per share are shown using the fair value method to measure expense for options granted using an option pricing model to estimate the fair value.

The following pro forma information presents net income and earnings per share for the three months ended March 31, 2003 and 2002 had the fair value method been used to measure compensation cost for stock option plans. No compensation cost was recognized for stock options in 2003 and 2002.

   

Three Months Ended
March 31,


 
   

2003


   

2002


 

Net income as reported

$

506,000

 

$

431,000

 

Deduct: Stock-based compensation expense determined under
     fair value based method

 


6,000


 

 


3,000


 

Pro forma net income

 

500,000

 

 

428,000

 

 

 

 

 

 

 

 

Basic earnings per common share and diluted earnings per common share
     as reported

 


0.33

 

 


0.28

 

Pro forma basic earnings per common share and diluted earnings per
     common share

 


0.32

 

 


0.28

 






7


The pro forma effects are computed using an option pricing model and the following weighted average assumptions as of grant date:

 

 

 

2003


 


 


2002


 


 

Risk-free interest rate

 

4.01

%

 

4.71

%

 

Expected option life (in years)

 

7

 

 

7

 

 

Expected stock price volatility

 

20.90

%

 

20.90

%

 

Dividend yield

 

4.67

%

 

4.80

%


In future periods, the pro forma effect of not applying the fair value method may increase if additional options are granted.

Stock Transactions
A total of 1,191 shares of common stock were issued to the Registrant's Board of Directors for a cash price of $17,000 under the terms of the Directors' Stock Purchase Plan in the first quarter of 2003. A total of 1,931 shares of common stock were issued to shareholders for a cash price of $28,000 under the Dividend Reinvestment and Supplemental Purchase Plan in the quarter ended March 31, 2003. A total of 746 shares were issued to employees for a cash price of $10,000 under the Employee Stock Purchase Plan for the quarter ended March 31, 2003. A total of 312 shares were repurchased from shareholders at a cash price of $5,000 in the first quarter of 2003.

Reclassifications
Certain amounts presented in prior periods have been reclassified to conform to the current presentation.


NOTE 2 - ALLOWANCE FOR LOAN LOSSES

An analysis of changes in the allowance for loan losses follows:

 

 

Three Months ended
March 31,


 

 

 

2003


 

 

2002


 

Balance, beginning of period

$

2,211,000

 

$

2,013,000

 

Provision charged to expense

 

170,000

 

 

160,000

 

Recoveries credited to the allowance

 

97,000

 

 

48,000

 

Loans charged off

 

(384,000


)

 

(139,000


)

     Balance, end of period

$

2,094,000


 

$

2,082,000


 


Information regarding impaired loans follows:

 

 

March 31,
2003


 

December 31,
2002


 

Loans with no allowance allocated

$

2,087,000

$

1,041,000

 

Loans with allowance allocated

 

758,000

 

1,128,000

 

Amount of allowance for loan losses allocated

 

408,000

 

697,000

 


 

 

Three Months ended
March 31,


 

 

 

2003


 

2002


 

Average balance during the period

$

2,507,000

$

1,290,000

 

Interest income recognized thereon

 

12,000

 

18,000

 

Cash basis interest income recognized

 

46,000

 

33,000

 





8


NOTE 3 - EARNINGS PER SHARE

Earnings per share are based on the weighted average number of shares outstanding during the period. The weighted average number of shares outstanding has been adjusted for the 5% stock dividend paid in 2002. A computation of basic earnings per share and diluted earnings per share follows:

 

 

Three Months Ended
March 31,


 

 

 

2003


 

2002


 

Basic Earnings Per Share:

 

 

 

 

 

   Net income available to common

 

 

 

 

 

     Shareholders

$

506,000


$

431,000


 

 

 

 

 

 

 

   Weighted average common

 

 

 

 

 

     shares outstanding for basic

 

 

 

 

 

     earnings per share

 

1,549,314


 

1,529,522


 

 

 

 

 

 

 

   Basic earnings per share

$

0.33


$

0.28


 

 

 

 

 

 

 

Diluted Earnings Per Share:

 

 

 

 

 

   Net income available to common

 

 

 

 

 

     shareholders

$

506,000


$

431,000


 

 

 

 

 

 

 

   Weighted average common

 

 

 

 

 

     shares outstanding for basic

 

 

 

 

 

     earnings per share

 

1,549,314

 

1,529,522

 

   Plus dilutive effect of assumed

 

 

 

 

 

     exercise of stock options

 

520


 

46


 

 

 

 

 

 

 

   Weighted average common and

 

 

 

 

 

     potentially dilutive common

 

 

 

 

 

     shares outstanding

 

1,549,834


 

1,529,568


 

 

 

 

 

 

 

   Diluted earnings per share

$

0.33


$

0.28


 


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion is designed to provide a review of the consolidated financial condition and results of operations of ChoiceOne Financial Services, Inc. (the "Registrant") and its direct and indirect wholly owned subsidiaries, ChoiceOne Bank (the "Bank"), ChoiceOne Insurance Agencies, Inc. (the "Insurance Agency"), and ChoiceOne Mortgage Company of Michigan (the "Mortgage Company").









9


FORWARD-LOOKING STATEMENTS

This discussion and other sections of this report contain forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates, and projections about the financial services industry, the economy, and about the Registrant itself. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "intends," "is likely," "plans," "predicts," "projects," and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions ("risk factors") that are difficult to predict with regard to timing, extent, likelihood, and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed, implied or forecasted in such forward-looking statements. Furthermore, the Registrant undertakes no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

Risk factors include, but are not limited to, changes in interest rates and interest rate relationships; demand for products and services; the degree of competition by traditional and non-traditional competitors; changes in banking regulations; changes in tax laws; changes in prices, levies, and assessments; the impact of technological advances; governmental and regulatory policy changes; the outcomes of pending and future litigation and contingencies; trends in customer behavior as well as their ability to repay loans; and changes in the national and local economies. In addition, events relating to the ongoing war on terrorism, other potential terrorist acts, and military actions including the war in Iraq have created significant global economic and political uncertainties that may have material and adverse effects on financial markets, the economy, and demand for financial services and products. These are representative of the risk factors that could cause a difference between an ultimate actual outcome and a preceding forward-looking statement.

RESULTS OF OPERATIONS

Summary
Net income increased $75,000 or 17% in the first quarter of 2003 compared to the same period in 2002. The increase in net income was due to increased net interest income, increased noninterest income, and decreased noninterest expenses, offset by a slightly higher provision for loan losses.

The increase in net interest income was primarily due to a change in the Bank's mix of interest bearing deposits for 2003 compared to the same period a year ago. Also, the rates paid on deposits and other funding sources fell faster than the yields earned on loans and securities. Gains from the sale of loans and additional profit-sharing income at the Insurance Agency fueled the growth in noninterest income. The higher provision for loan losses was primarily due to a higher level of nonperforming and substandard loans as of March 31, 2003. Noninterest expense decreased slightly due to the sale of the Grand Rapids division of the Insurance Agency and the closure of the Bank's Plainfield office. Lower occupancy expenses were offset by higher professional fees in 2003 over the prior year.

The return on average assets was 0.97% for the first three months of 2003, compared to 0.86% for the period a year ago. The return on average shareholders' equity was 10.37% for the first quarter of 2003, compared to 9.41% for the first quarter of 2002.

Dividends
Cash dividends of $264,000, or $0.17 per common share were declared in the first quarter of 2003, which is $0.01 higher than the per share amount in first quarter of 2002. The cash dividend payout percentage was 52% for the first three months of 2003, compared to 58% in the same period a year ago.

The Registrant paid a 5% stock dividend on May 31, 2002. Earnings per share data for all periods presented have been adjusted for this dividend.





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Interest Income and Expense
Tables 1 and 2 on the following pages provide information regarding interest income and expense for the three-month periods ended March 31, 2003 and 2002, respectively. Table 1 documents average balances and interest income and expense, as well as the average rates earned or paid on assets and liabilities. Table 2 documents the effect on interest income and expense of changes in volume (average balance) and