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 quarterly period 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 from to |
Commission file number: 0-22528
QUAKER CITY BANCORP, INC.
(Exact name of registrant as specified in its charter)
| DELAWARE |
95-4444221 | |
| (State or other jurisdiction of |
(I.R.S. Employer |
| 7021 Greenleaf Avenue, Whittier, California |
90602 | |
| (Address of principal executive offices) |
(Zip Code) |
Registrants telephone number, including area code (562) 907-2200
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 ¨
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). YES x NO ¨
Number of shares outstanding of the registrants sole class of common stock at May 9, 2003: 6,377,265.
Quaker City Bancorp, Inc.
| PART I. |
FINANCIAL INFORMATION |
|||
| Item 1. |
||||
| Consolidated Statements of Financial Condition (unaudited) as of March 31, 2003 and June 30, 2002 |
3 | |||
| 4 | ||||
| 5 | ||||
| Consolidated Statements of Cash Flows (unaudited) for the Nine Months Ended March 31, 2003 and 2002 |
6 | |||
| 8 | ||||
| Item 2. |
Managements Discussion and Analysis of Financial Condition and Results of Operations |
11 | ||
| Item 3. |
24 | |||
| Item 4. |
24 | |||
| PART II. |
||||
| Item 5. |
25 | |||
| Item 6. |
26 | |||
| 33 | ||||
| 34 | ||||
PART I. FINANCIAL INFORMATION
Quaker City Bancorp, Inc.
Consolidated Statements of Financial Condition
Unaudited
(In thousands, except share data)
| March 31, |
June 30, |
|||||||
| Assets |
||||||||
| Cash and due from banks |
$ |
25,496 |
|
$ |
14,128 |
| ||
| Interest-bearing deposits |
|
443 |
|
|
762 |
| ||
| Federal funds sold and other short-term investments |
|
8,000 |
|
|
3,500 |
| ||
| Investment securities held-to-maturity |
|
17,209 |
|
|
14,273 |
| ||
| Investment securities available-for-sale |
|
30,123 |
|
|
79,234 |
| ||
| Loans receivable, net |
|
1,264,773 |
|
|
1,193,035 |
| ||
| Loans receivable held-for-sale |
|
1,660 |
|
|
3,436 |
| ||
| Mortgage-backed securities held-to-maturity |
|
96,982 |
|
|
117,827 |
| ||
| Mortgage-backed securities available-for-sale |
|
85,584 |
|
|
26,449 |
| ||
| Real estate held-for-sale |
|
|
|
|
18 |
| ||
| Federal Home Loan Bank stock, at cost |
|
19,578 |
|
|
16,685 |
| ||
| Office premises and equipment, net |
|
7,447 |
|
|
7,327 |
| ||
| Deferred tax asset |
|
806 |
|
|
324 |
| ||
| Accrued interest receivable and other assets |
|
10,314 |
|
|
10,436 |
| ||
| Total assets |
$ |
1,568,415 |
|
$ |
1,487,434 |
| ||
| Liabilities and Stockholders Equity |
||||||||
| Deposits |
$ |
1,064,424 |
|
$ |
1,009,725 |
| ||
| Federal Home Loan Bank advances |
|
354,500 |
|
|
330,700 |
| ||
| Accounts payable and accrued expenses |
|
7,790 |
|
|
8,605 |
| ||
| Other liabilities |
|
6,883 |
|
|
9,893 |
| ||
| Total liabilities |
|
1,433,597 |
|
|
1,358,923 |
| ||
| Stockholders Equity: |
||||||||
| Common stock, $.01 par value. Authorized 20,000,000 shares; issued and outstanding 6,359,682 shares and 6,610,017 at March 31, 2003 and June 30, 2002, respectively |
|
64 |
|
|
66 |
| ||
| Additional paid-in capital |
|
127,335 |
|
|
124,428 |
| ||
| Accumulated other comprehensive loss |
|
(471 |
) |
|
(244 |
) | ||
| Retained earnings, substantially restricted |
|
8,274 |
|
|
4,818 |
| ||
| Deferred compensation |
|
(384 |
) |
|
(557 |
) | ||
| Total stockholders equity |
|
134,818 |
|
|
128,511 |
| ||
| Total liabilities and stockholders equity |
$ |
1,568,415 |
|
$ |
1,487,434 |
| ||
See accompanying notes to consolidated financial statements.
3
Quaker City Bancorp, Inc.
Consolidated Statements of Operations
Unaudited
(In thousands, except share and per share data)
| Three Months Ended |
Nine Months Ended | ||||||||||||
| 2003 |
2002 |
2003 |
2002 | ||||||||||
| Interest income: |
|||||||||||||
| Loans receivable |
$ |
21,770 |
|
$ |
22,473 |
$ |
65,975 |
$ |
68,252 | ||||
| Mortgage-backed securities |
|
1,920 |
|
|
2,129 |
|
5,809 |
|
6,243 | ||||
| Investment securities |
|
527 |
|
|
640 |
|
1,854 |
|
1,745 | ||||
| Other |
|
256 |
|
|
417 |
|
761 |
|
957 | ||||
| Total interest income |
|
24,473 |
|
|
25,659 |
|
74,399 |
|
77,197 | ||||
| Interest expense: |
|||||||||||||
| Deposits |
|
5,964 |
|
|
7,386 |
|
19,012 |
|
25,717 | ||||
| Federal Home Loan Bank advances |
|
3,873 |
|
|
3,968 |
|
11,663 |
|
11,803 | ||||
| Total interest expense |
|
9,837 |
|
|
11,354 |
|
30,675 |
|
37,520 | ||||
| Net interest income before provision for loan losses |
|
14,636 |
|
|
14,305 |
|
43,724 |
|
39,677 | ||||
| Provision for loan losses |
|
114 |
|
|
|
|
514 |
|
200 | ||||
| Net interest income after provision for loan losses |
|
14,522 |
|
|
14,305 |
|
43,210 |
|
39,477 | ||||
| Other income: |
|||||||||||||
| Deposit fees |
|
1,315 |
|
|
851 |
|
3,707 |
|
2,526 | ||||
| Loan service charges and fees |
|
410 |
|
|
470 |
|
1,503 |
|
1,548 | ||||
| Gain on sale of loans held-for-sale |
|
844 |
|
|
256 |
|
1,445 |
|
530 | ||||
| Commissions |
|
125 |
|
|
167 |
|
484 |
|
649 | ||||
| Gain on sale of securities available-for-sale |
|
|
|
|
|
|
47 |
|
| ||||
| Other |
|
61 |
|
|
7 |
|
208 |
|
32 | ||||
| Total other income |
|
2,755 |
|
|
1,751 |
|
7,394 |
|
5,285 | ||||
| Other expense: |
|||||||||||||
| Compensation and employee benefits |
|
4,043 |
|
|
3,480 |
|
11,558 |
|
9,870 | ||||
| Occupancy, net |
|
805 |
|
|
723 |
|
2,450 |
|
2,169 | ||||
| Federal deposit insurance premiums |
|
110 |
|
|
104 |
|
326 |
|
304 | ||||
| Data processing |
|
400 |
|
|
299 |
|
1,166 |
|
906 | ||||
| Advertising and promotional |
|
364 |
|
|
252 |
|
1,046 |
|
945 | ||||
| Consulting fees |
|
202 |
|
|
136 |
|
641 |
|
491 | ||||
| Prepayment penalty Federal Home Loan Bank |
|
|
|
|
536 |
|
|
|
536 | ||||
| Other general and administrative expense |
|
1,099 |
|
|
|||||||||