Back to GetFilings.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(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, 2004
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 0-25983
First Manitowoc Bancorp, Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Wisconsin 39-1435359
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation (IRS employer
or organization) identification no.)
402 North Eighth Street, Manitowoc, Wisconsin 54220
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(920)684-6611
- --------------------------------------------------------------------------------
Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(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 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[ ]
The number of shares outstanding of registrant's common stock, par value $1.00
per share, at April 30, 2004, was 6,937,268 shares.
FIRST MANITOWOC BANCORP, INC.
TABLE OF CONTENTS
PAGE NO.
-------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited):
Consolidated Statements of Financial Condition -
March 31, 2004 and December 31, 2003 1
Consolidated Statements of Income -
Three Months Ended March 31, 2004 and 2003 2
Consolidated Statements of Changes in
Shareholders' Equity
Three Months Ended March 31, 2004 and 2003 3
Consolidated Statements of Cash Flows -
Three Months Ended March 31, 2004 and 2003 4
Notes to Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Item 3. Quantitative and Qualitative Disclosures About Market Risk 17
Item 4. Controls and Procedures 17
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 18
Item 5. Other Information 18
Item 6. Exhibits and Reports on Form 8-K 19
Signatures
Certification
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS:
FIRST MANITOWOC BANCORP, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(UNAUDITED)
March 31, December 31,
2004 2003
----------- -----------
(In Thousands, Except Share Data)
ASSETS
Cash and due from banks $ 13,323 $ 16,355
Interest-bearing deposits 1,467 7,979
Federal funds sold 11,686 11,433
----------- -----------
Cash and cash equivalents 26,476 35,767
Securities available for sale, at fair value 148,585 138,275
Other investments (at cost) 5,127 5,052
Loans, net 368,794 367,126
Premises and equipment 8,719 8,608
Goodwill 8,968 8,968
Intangible assets 2,291 2,117
Cash surrender value of life insurance 11,356 11,244
Other assets 4,595 4,796
----------- -----------
Total Assets $ 584,911 $ 581,953
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits $ 422,078 $ 428,284
Securities sold under repurchase agreements 51,768 55,359
Borrowed funds 41,221 31,910
Other liabilities 6,973 6,177
----------- -----------
Total liabilities 522,040 521,730
=========== ===========
Shareholders' equity:
Common stock -- $1.00 par value; authorized -- 10,000,000 shares;
issued -- 7,583,628 shares 7,584 7,584
Retained earnings 52,326 50,560
Accumulated other comprehensive income 3,661 2,779
Treasury stock at cost--646,360 shares (700) (700)
----------- -----------
Total shareholders' equity 62,871 60,223
----------- -----------
Total Liabilities and Shareholders' Equity $ 584,911 $ 581,953
=========== ===========
(See accompanying notes to Unaudited Consolidated Financial Statements.)
1
ITEM 1. FINANCIAL STATEMENTS CONTINUED:
FIRST MANITOWOC BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
Three months ended
March 31
-----------------------
2004 2003
--------- --------
Interest income:
Loans, including fees $ 5,177 $ 5,596
Federal funds sold 44 104
Securities:
Taxable 633 669
Tax-exempt 802 766
--------- --------
Total interest income 6,656 7,135
--------- --------
Interest expense:
Deposits 1,495 1,996
Securities sold under repurchase agreements 260 329
Borrowed funds 337 342
--------- --------
Total interest expense 2,092 2,667
--------- --------
Net interest income 4,564 4,468
Provision for loan losses 100 200
--------- --------
Net interest income after provision for loan losses 4,464 4,268
Other income:
Trust service fees 157 134
Service charges 332 349
Insurance Center commissions 492 410
Loan servicing income 376 205
Income on equity investment 98 86
Gain on sales of mortgage loans 60 421
Gain on sales of securities - -
Other 538 281
--------- --------
Total other income 2,053 1,886
Other expenses:
Salaries, commissions, and employee benefits 2,217 2,198
Occupancy 438 496
Data processing 264 268
Postage, stationery, and supplies 126 156
Advertising 111 60
Outside service fees 238 119
Amortization of intangibles 68 68
Other 267 327
--------- --------
Total other expenses 3,729 3,692
--------- --------
Income before provision for income taxes 2,788 2,462
Provision for income taxes 641 561
--------- --------
Net income $ 2,147 $ 1,901
========= ========
Earnings per share-basic and diluted $ 0.31 $ 0.27
(See accompanying notes to Unaudited Consolidated Financial Statements.)
2
ITEM 1. FINANCIAL STATEMENTS CONTINUED:
FIRST MANITOWOC BANCORP, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(UNAUDITED)
Three Months Ended March 31, 2003
(In Thousands)
Accumulated
Other
Common Retained Comprehensive Treasury
Stock Earnings Income (Loss) Stock Total
------- -------- ------------- -------- --------
Balance at December 31, 2002 $ 7,584 $ 44,387 $ 3,013 ($ 700) $ 54,284
Comprehensive income:
Net income -- 1,901 -- -- 1,901
Other comprehensive income -- -- 100 -- 100
--------
Total comprehensive income 2,001
Cash dividends ($0.05 per share) -- (347) -- -- (347)
------- -------- ------------- -------- --------
BALANCE AT MARCH 31, 2003 $ 7,584 $ 45,941 $ 3,113 ($ 700) $ 55,938
======= ======== ============= ======== ========
Three Months Ended March 31, 2004
(In Thousands)
Accumulated
Other
Common Retained Comprehensive Treasury
Stock Earnings Income (Loss) Stock Total
------- -------- ------------- -------- --------
Balance at December 31, 2003 $ 7,584 $ 50,560 $ 2,779 ($ 700) $ 60,223
Comprehensive income:
Net income -- 2,147 -- -- 2,147
Other comprehensive income -- -- 882 -- 882
--------
Total comprehensive income 3,029
Cash dividends ($0.055 per share) -- (381) -- -- (381)
------- -------- ------------- -------- --------
BALANCE AT MARCH 31, 2004 $ 7,584 $ 52,326 $ 3,661 ($ 700) $ 62,871
======= ======== ============= ======== ========
(See accompanying notes to Unaudited Consolidated Financial Statements.)
3
ITEM 1. FINANCIAL STATEMENTS CONTINUED:
FIRST MANITOWOC BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three Months Ended
March 31,
-----------------------------
2004 2003
----------- -----------
(In Thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 2,147 $ 1,901
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for loan losses 100 200
Depreciation of premises and equipment 197 209
Amortization of intangible assets 68 85
Amortization of securities, net of accretion 184 43
Gain on sales of AFS securities 0 0
Stock dividends on FHLB stock (75) (67)
Proceeds from sale of mortgage loans 13,755 33,120
Originations of mortgage loans held for sale (13,693) (32,705)
Gain on sales of mortgage loans held for sale (60) (421)
Gain on sale of fixed assets 0 (38)
Undistributed income of joint venture (98) (86)
Increase in other assets (516) (181)
Decrease in other liabilities 796 520
----------- -----------
Net cash provided by operating activities 2,806 2,580
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturities of securities available for sale 21,432 16,768
Purchases of securities available for sale (30,585) (14,941)
Net increase in loans (1,770) (1,320)
Purchases of premises and equipment (311) (134)
Proceeds from sales of premises and equipment 4 38
Bank Owned Life Insurance policies 0 (5,000)
----------- -----------
Net cash used in investing activities (11,230) (4,589)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits (6,206) 6,582
Net increase in securities sold under repurchase agreements (3,591) 628
Proceeds from advances on borrowed funds 25,892 21,747
Repayment of borrowed funds (16,581) (23,474)
Dividends paid (381) (347)
----------- -----------
Net cash provided by (used in) financing activities (867) 5,136
----------- -----------
Net increase (decrease) in cash and cash equivalents (9,291) 3,127
Cash and cash equivalents at beginning of period 35,767 56,089
----------- -----------
Cash and cash equivalents at end of period $ 26,476 $ 59,216
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 2,016 $ 2,206
Income taxes 20 5
4
ITEM 1. FINANCIAL STATEMENTS CONTINUED:
FIRST MANITOWOC BANCORP, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1: The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial reporting and with instructions for Form 10-Q and Rule 10-01 of
Regulation S-X. In the opinion of management, these accompanying unaudited
consolidated financial statements contain all adjustments necessary to present
fairly First Manitowoc Bancorp, Inc.'s (the "Corporation's") financial position,
results of its operations, changes in shareholders' equity and cash flows for
the periods presented. All adjustments necessary for the fair presentation of
the consolidated financial statements are of a normal recurring nature. The
results of operations for the interim periods are not necessarily indicative of
the results to be expected for the full year. This report should be read in
conjunction with the Corporation's 2003 annual report on Form 10-K.
In preparing the financial statements, management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities as of
the date of the balance sheet and revenues and expenses for the period. Actual
results could differ significantly from those estimates.
NOTE 2: The consolidated financial statements include the accounts of all
subsidiaries. The Corporation is a bank holding company that engages in its
business through its sole subsidiary, First National Bank in Manitowoc (the
"Bank"), a nationally chartered commercial bank. The Bank has two wholly owned
subsidiaries, FNBM Investment Corp. and Insurance Center of Manitowoc, Inc. (the
"Insurance Center"). All material intercompany transactions and balances are
eliminated. Investment in United Financial Services, Inc., the Bank's 49.8%
owned subsidiary, is accounted for under the equity method. Certain items in the
prior period consolidated financial statements have been reclassified to conform
with the March 31, 2004 presentation.
NOTE 3: Investment Securities
The amortized cost and fair values of investment securities available for sale
for the periods indicated are as follows:
Investment Securities
(In Thousands)
March 31, 2004
----------------------------
Amortized Cost Fair Value
-------------- ----------
U.S. Treasury securities and obligations of U.S. Government
corporations and agencies $ 11,704 $ 11,711
Obligations of states and political subdivisions 61,118 61,263
Mortgage-backed securities 70,109 75,605
Corporate notes 2 6
------------- ----------
Total $ 142,933 $ 148,585
============= ==========
December 31, 2003
----------------------------
Amortized Cost Fair Value
-------------- ----------
U.S. Treasury securities and obligations of U.S. Government
corporations and agencies $ 13,663 $ 13,593
Obligations of states and political subdivisions 70,357 74,743
Mortgage-backed securities 49,924 49,836
Corporate notes 100 103
-------------- ----------
Total $ 134,044 $ 138,275
============== ==========
NOTE 4: Loan Portfolio
Loans are summarized as follows:
Summary of Loan Portfolio
(In Thousands)
March 31, 2004 December 31, 2003
-------------------------- --------------------------
Percent of Percent of
Amount Total Loans Amount Total Loans
--------- ----------- --------- -----------
Commercial and Agricultural $ 118,521 31.79% $ 110,884 29.88%
Commercial Real Estate 109,564 29.38% 109,469 29.49%
Residential Real Estate 124,109 33.28% 129,212 34.82%
Consumer 17,808 4.78% 18,301 4.93%
Other 2,871 0.77% 3,259 0.88%
--------- ------ --------- ------
Total $ 372,873 100.00% $ 371,125 100.00%
====== ======
Less: Allowance for Loan Loss (4,079) (3,999)
--------- ---------
Net Loans $ 368,794 $ 367,126
========= =========
NOTE 5: Allowance for Loan Losses
Activity in the allowance for loan losses for the periods indicated is as
follows:
5
For the Three For the Three
Months Ended Months Ended
March 31, March 31,
2004 2003
------------- -------------
(In Thousands)
Balance at beginning of period - December 31, 2003 and 2002 $ 3,999 $ 3,384
Provision charged to expense 100 200
Charge-offs (65) (174)
Recoveries 45 21
-------- --------
Balance at end of period $ 4,079 $ 3,431
======== ========
Ratio of net charge-offs during period to
average loans outstanding during period 0.01% 0.04%
Ratio of allowance for loan losses
to total loans 1.09% 0.99%
NOTE 6: Business Segments
The Corporation, through the Bank and the Bank's branch network, provides a
broad range of financial services to individuals and companies in northeastern
Wisconsin. These services include demand, time, and savings deposits; commercial
and retail lending; ATM processing; trust services; and insurance services.
Operations are managed and financial performance of these services is evaluated
on a Corporate-wide basis. Accordingly, all of the Corporation's operations are
considered by management to be aggregated in one reportable operating segment.
NOTE 7: Per Share Computations
Weighted average shares outstanding were 6,937,268 for the three months ended
March 31, 2004 and 2003.
NOTE 8: Taxation
FNBM is incorporated in the State of Nevada, which does not currently impose a
corporate income tax. Although the earnings of FNBM are not currently subject to
taxation in the State of Wisconsin, from time-to-time legislation is proposed
which, if adopted, would require consolidated income tax returns for entities
headquartered in the state and result in taxation of FNBM's earnings. To date,
none of these legislative proposals have been adopted. In addition, from
time-to-time the Wisconsin Department of Revenue ("WDR") attempts to impose
income tax on out-of-state investment subsidiaries like FNBM. Indeed, in 2003
the WDR began examinations of a number of financial institutions, including the
Bank, specifically aimed at their relationships with their investment
subsidiaries. Management believes the WDR may take the position that the income
of FNBM is taxable in Wisconsin. Management believes the Bank, as well as FNBM,
have complied with the tax rules relating to the income of out-of-state
subsidiaries. The WDR has indicated that it may repudiate these rulings and
management is uncertain at this time whether the WDR exam will result in an
assessment. The Bank will vigorously oppose an assessment, if any.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion should be read in conjunction with our Consolidated
Condensed Financial Statements and accompanying Notes thereto included elsewhere
herein and with our 2003 Annual Report on Form 10-K filed with the Commission on
March 12, 2004.
THE CORPORATION
First Manitowoc Bancorp, Inc. (the "Corporation") is a Wisconsin corporation and
registered bank holding company. The Corporation engages in its business through
its sole subsidiary, First National Bank in Manitowoc (the "Bank"), a national
banking association. The Bank has a wholly owned investment subsidiary, FNBM
Investment Corp. and a wholly-owned insurance subsidiary, Insurance Center of
Manitowoc, Inc. (the "Insurance Center"). The Insurance Center also operates an
office known as Gary Vincent and Associates in Green Bay, Wisconsin. The
Insurance Center is an independent agency offering commercial, personal, life
and health insurance. The Bank owns 49.8% of the outstanding common stock of
United Financial Services, Inc. ("UFS"). UFS provides data processing services
to owner banks Baylake Bank of Sturgeon Bay and the Bank in addition to 52 other
banks located in Wisconsin.
The Corporation's and the Bank's main office is located at 402 North Eighth
Street, Manitowoc, Manitowoc County, Wisconsin. The Bank has thirteen full
service branch offices located in Francis Creek, St. Nazianz, Two Rivers,
Mishicot, Manitowoc, Kiel, Newton, New Holstein, Plymouth, Bellevue, and
Ashwaubenon, Wisconsin. On May 10, 2004, the Bank opened a limited service drive
through and mini lobby facility at 4712 Expo Drive in Manitowoc. The
Corporation's home page on the Internet is www.bankfirstnational.com. The
Corporation's web site content is for information purposes only, and it should
not be relied upon for
6
investment purposes, nor is it incorporated by reference into this Form 10-Q.
FORWARD-LOOKING INFORMATION
Forward-looking statements have been made by the Corporation in this document
and in documents incorporated by reference that are subject to risks and
uncertainties. These forward-looking statements, which are included in
Management's Discussion and Analysis of Financial Condition and Results of
Operations, describe future plans or strategies and include the Corporation's
expectations of future results of operations. Statements containing certain
terms including, but not limited to the words "believes," "expects,"
"anticipates" or similar expressions constitute forward-looking statements.
Shareholders should note that many factors, some of which are discussed
elsewhere in this document could affect the future financial results of the
Corporation and could cause those results to differ materially from those
expressed in forward-looking statements contained in this document. These
factors include the following:
- operating, legal and regulatory risks;
- economic, political and competitive forces affecting the
Corporation's banking, securities, asset management and credit
services businesses;
- the risk that the Corporation's analyses of these risks and forces
could be incorrect and/or that the strategies developed to address
them could be unsuccessful;
- general market rates;
- general economic conditions;
- changes by the federal government in monetary and fiscal policies;
and
- changes in the composition of our loan portfolio.
These factors should be considered in evaluating the forward-looking statements,
and undue reliance should not be placed on such statements. The Corporation does
not undertake and specifically disclaims any obligation to update any
forward-looking statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such statements.
CRITICAL ACCOUNTING POLICIES
In preparing the consolidated financial statements, management is required to
make estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the balance sheet and revenues and expenses for
the period. Actual results could differ significantly from those estimates.
Estimates that are particularly susceptible to significant change include the
determination of the allowance for loan losses and mortgage servicing rights
valuation.
The consolidated financial statements of the Corporation are prepared in
conformity with accounting principles generally accepted in the United States of
America and follow general practices within the industries in which it operates.
This preparation requires management to make estimates, assumptions, and
judgments that affect the amounts reported in the financial statements and
accompanying notes. These estimates, assumptions, and judgments are based on
information available as of the date of the financial statements; accordingly,
as this information changes, actual results could differ from the estimates,
assumptions, and judgments reflected in the financial statements. Certain
policies inherently have a greater reliance on the use of estimates,
assumptions, and judgments and, as such, have a greater possibility of producing
results that could be materially different than originally reported. Management
believes the following policies are both important to the portrayal of the
Corporation's financial condition and results and require subjective or complex
judgments and, therefore, management considers the following to be critical
accounting policies.
Allowance for Loan Losses: Management's evaluation process used to determine the
adequacy of the allowance for loan losses is subject to the use of estimates,
assumptions, and judgments including management's ongoing review and grading of
the loan portfolio, consideration of past loan loss experience, trends in past
due and nonperforming loans, risk characteristics of the various classifications
of loans, existing economic conditions, the fair value of underlying collateral,
and other qualitative and quantitative factors which could affect probable
credit losses. Because current economic conditions can change and future events
are inherently difficult to predict, the anticipated amount of estimated loan
losses, and therefore the adequacy of the allowance, could change significantly.
As an integral part of their examination process, various regulatory agencies
also review the allowance for loan losses. Such agencies may require that
certain loan balances be charged off when their credit evaluations differ from
those of management, based on their judgments about information available to
them at the time of their examination. The Corporation believes the allowance
for loan losses is adequate and properly recorded in the financial statements.
See section "Allowance for Loan Losses."
Mortgage Servicing Rights Valuation: The fair value of the Corporation's
mortgage servicing rights asset is important to the presentation of the
consolidated financial statements in that mortgage servicing rights are subject
to a fair value-based impairment standard. Mortgage servicing rights do not
trade in an active open market with readily observable prices. As such, like
other participants in the mortgage banking business, the Corporation relies on
an internal estimated cash flow model to establish the fair value of its
mortgage servicing rights. While the Corporation believes that the values
produced by its internal model are indicative of the fair value of its mortgage
servicing rights portfolio, these values can change significantly depending upon
the then current interest rate environment, estimated prepayment speeds of the
underlying mortgages serviced, and other economic conditions. The proceeds that
might be received should the Corporation actually consider a sale of the
mortgage servicing rights portfolio could differ from the
7
amounts reported at any point in time. The Corporation believes the mortgage
servicing rights asset is properly recorded in the financial statements.
EARNINGS
Net Income
(Dollars In Thousands, Except Share Data)
Three Months Three Months
Ended Ended
March 31, March 31,
2004 2003
------------ ------------
Net Income $ 2,147 $ 1,901
Earnings Per Share-Basic & Diluted $ 0.31 $ 0.27
Return on Average Assets 1.47% 1.36%
Return on Average Equity 14.01% 13.89%
Weighted average shares outstanding were 6,937,268 for the three months ended
March 31, 2004 and 2003.
Net income for the three months ended March 31, 2004 was $2,147,000 compared to
$1,901,000 for the three months ended March 31, 2003, an increase of $246,000,
or 12.9%. Interest income decreased $479,000 to $6,656,000 compared to
$7,135,000 for the three months ended March 31, 2003. A decrease in loan
interest income due to lower interest rates and a decrease in both the rate but
mainly the volume of Federal Funds Sold were primarily responsible for the
change. Interest expense decreased $575,000 to $2,092,000 mainly as a result of
a decrease in interest rates paid on deposits. Other income increased $167,000
or 8.9% while other expenses increased $37,000 or 1.0%. Earnings per share for
the three months ended March 31, 2004 was $0.31 compared to $0.27 for the three
months ended March 31, 2003.
Return on average assets (ROA) on an annualized basis for the first quarter of
2004 was 1.47% compared to 1.36% for the first quarter in 2003. Return on
average equity (ROE) on an annualized basis for the first quarter of 2004 was
14.01% compared to 13.89% for the first quarter of 2003.
8
Table 1 displays the average balances and average rates paid on all major
deposit classifications for the periods indicated.
AVERAGE BALANCES, YIELD AND RATES
(In thousands)
TABLE 1
Three months ended Three months ended
March 31, 2004 March 31, 2003
------------------------------- -------------------------------
Interest Average Interest Average
Average Income/ Yield/ Average Income/ Yield/
Balance Expense Rate Balance Expense Rate
--------- --------- ------- --------- --------- -------
ASSETS:
Interest earning assets:
Federal funds sold $ 18,155 $ 44 0.96% $ 36,328 $ 104 1.14%
Investment securities:
US Treasury securities and obligations of US
government agencies $ 68,710 $ 544 3.14% $ 65,529 $ 606 3.67%
Tax exempt obligations of States
and political subdivisions $ 74,229 $ 1,220 6.52% $ 66,677 $ 1,165 6.93%
All other investment securities $ 9,450 $ 189 7.93% $ 10,326 $ 152 5.84%
--------- --------- --------- ---------
Total investment securities $ 152,389 $ 1,953 5.08% $ 142,532 $ 1,923 5.35%
Loans net of unearned income:
Commercial loans $ 114,350 $ 1,793 6.22% $ 98,878 $ 1,870 7.50%
Mortgage loans $ 234,492 $ 2,989 5.06% $ 221,776 $ 3,269 5.85%
Installment loans $ 15,915 $ 326 8.13% $ 16,853 $ 386 9.09%
Other loans $ 5,577 $ 200 14.23% $ 5,287 $ 198 14.86%
--------- --------- --------- ---------
Total loans $ 370,334 $ 5,308 5.69% $ 342,794 $ 5,723 6.62%
TOTAL INTEREST EARNING ASSETS $ 540,878 $ 7,305 5.36% $ 521,654 $ 7,750 5.89%
Cash and due from banks $ 12,844 $ 12,905
Other assets $ 33,626 $ 29,530
Allowance for loan and lease losses $ (4,031) $ (3,442)
--------- ---------
TOTAL ASSETS $ 583,317 $ 560,647
========= =========
LIABILITIES:
Interest bearing liabilities:
Interest bearing deposits:
Savings deposits $ 44,644 $ 15 0.13% $ 42,213 $ 16 0.15%
Market Plus accounts $ 70,768 $ 125 0.70% $ 68,307 $ 172 1.00%
Super NOW accounts $ 33,067 $ 61 0.73% $ 33,044 $ 98 1.18%
Money market deposit accounts $ 17,141 $ 36 0.83% $ 18,158 $ 47 1.03%
Certificates of deposit and IRA deposits $ 188,279 $ 1,258 2.65% $ 189,477 $ 1,663 3.48%
--------- --------- --------- ---------
Total interest bearing deposits $ 353,899 $ 1,495 1.68% $ 351,199 $ 1,996 2.25%
Repurchase agreements $ 53,459 $ 260 1.93% $ 51,965 $ 329 2.51%
Federal funds purchased $ 41 $ - 0.00% $ - $ 0 0.00%
Borrowings $ 41,133 $ 337 3.17% $ 36,434 $ 342 3.72%
--------- --------- --------- ---------
TOTAL INTEREST BEARING LIABILITIES $ 448,532 $ 2,092 1.84% $ 439,598 $ 2,667 2.41%
Demand Deposits $ 67,032 $ 59,794
Other Liabilities $ 6,408 $ 6,503
--------- ---------
Total Liabilities $ 521,972 $ 505,895
Shareholder's Equity $ 61,345 $ 54,752
TOTAL LIABILITIES & SHAREHOLDER'S EQUITY $ 583,317 $ 560,647
========= =========
Recap:
Interest Income $ 7,305 5.36% $ 7,750 5.89%
Interest Expense $ 2,092 1.84% $ 2,667 2.41%
--------- ---------
Net Interest Income/Spread $ 5,213 3.52% $ 5,083 3.48%
Contribution of Non-Interest-bearing Funds 0.31% 0.39%
Net Interest Margin 3.83% 3.87%
Ratio of Average Interest Earning
Assets to Average Interest-Bearing Liabilities 120.59% 118.67%
Net interest margin is calculated as tax equivalent net interest income divided
by average earning assets and represents the Bank's net yield on its earning
assets. The tax equivalent adjustment was calculated using the statory federal
income tax rate of 34%.
9
Table 1A sets forth the effects of changing rates and volumes on net interest
income of the Corporation for the periods indicated.
RATE AND VOLUME VARIANCE ANALYSIS
BASED ON AVERAGE BALANCES
(In thousands)
TABLE 1A
2004 compared to 2003
-----------------------------------------
Increase(Decrease) in Net Interest Income
Net Due to Due to
Change Rate Volume
------ ------ ------
Interest earning assets:
Federal funds sold $ (60) $ 36 (96)
Investment securities:
US Treasury securities and obligations of US
government agencies $ (62) $ (61) (1)
Tax exempt obligations of States
and political subdivisions $ 55 $ 53 2
All other investment securities $ 37 $ 62 (25)
------ ------ ----
Total investment securities $ 30 $ 54 (24)
Loans net of unearned income:
Commercial loans $ (77) $ (72) (5)
Mortgage loans $ (280) $ (274) (6)
Installment loans $ (60) $ (17) (43)
Other loans $ 2 $ 2 0
------ ------ ----
Total loans $ (415) $ (360) (55)
TOTAL INTEREST EARNING ASSETS $ (445) $ (270) (175)
Interest bearing liabilities:
Savings deposits $ (1) $ (1) (0)
Market Plus accounts $ (47) $ (46) (1)
Super NOW accounts $ (37) $ (37) (0)
Money market deposit accounts $ (11) $ (6) (5)
Certificates of deposit and IRA deposits $ (405) $ (383) (22)
Repurchase agreements $ (69) $ (68) (1)
Federal funds purchased $ (0) $ (0) -
Borrowings $ (5) $ (5) (0)
------ ------ ----
TOTAL INTEREST BEARING LIABILITIES $ (575) $ (545) (30)
Net Change in Net Interest Income $ 130 $ 275 (145)
10
NET INTEREST INCOME AND NET INTEREST MARGIN
Net interest income is the principal source of earnings for a banking company.
It represents the differences between interest and fees earned on the loan and
investment portfolios offset by the interest paid on deposits and borrowings.
The three months ended March 31, 2004 has been characterized by fairly stable
interest rates.
FIRST QUARTER 2004 COMPARED TO FIRST QUARTER 2003: (SEE TABLE 1 AND 1A)
Net interest income (on a tax equivalent basis) for the three months ended March
31, 2004 increased by $138,000 or 2.71% compared to the three months ended March
31, 2003. Interest income decreased $445,000 primarily as a result of a decrease
in yields. Total average loans increased from $342,794,000 for the first quarter
of 2003 to $370,334,000 for the first quarter of 2004 while interest yield on
loans decreased from 6.62% for the first quarter of 2003 to 5.69% for the first
quarter of 2004. Average investment securities increased from $142,532,000 for
the first quarter of 2003 to $152,389,000 for the first quarter of 2004.
Interest expense decreased $583,000 primarily as a result of a decrease in
interest rates paid. Total average interest-bearing deposits increased from
$351,199,000 for the first quarter of 2003 to $353,899,000 for the first quarter
of 2004 while interest rates paid on interest-bearing deposits decreased from
2.25% for the first quarter of 2003 to 1.68% for the first quarter of 2004 due
to the lower interest rate environment.
The interest rate spread, which is the difference between the average yield on
interest earning assets and the average rate paid on interest bearing
liabilities, was 3.52% for the three months ended March 31, 2004, an increase of
4 basis points from the interest rate spread of 3.48% for the three months ended
March 31, 2003. Net interest margin for the three months ended March 31, 2004
was 3.83% compared with 3.87% for the three months ended March 31, 2003.
As shown in the rate/volume analysis in Table 1A, changes in the rate resulted
in a $283,000 increase in taxable equivalent net interest income. From a volume
perspective, earning assets decreased taxable equivalent net interest income by
$175,000 but when combined with decreases in the rate of both earning assets and
liabilities, the net effect is a $138,000 increase.
PROVISION AND ALLOWANCE FOR LOAN LOSSES
For the three months ended March 31, 2004, the Bank charged $100,000 to expense
for the provision for loan loss compared to $200,000 for the three months ended
March 31, 2003.
There are several factors that are included in the analysis of the adequacy of
the allowance for loan losses. Management considers loan volume trends, levels
and trends in delinquencies and nonaccruals, current problem credits, national
and local economic trends and conditions, concentrations of credit by industry,
current and historical levels of charge-offs, the experience and ability of the
lending staff, and other miscellaneous factors. Management has determined the
allowance for loan losses is adequate to absorb probable loan losses in its loan
portfolio as of March 31, 2004 based on its most recent evaluation of these
factors.
The factor of loan volume trends is based on actual lending activity. The loan
volume trends factor is for estimated losses that are believed to be inherently
part of the loan portfolio but that have not yet been identified as specific
problem credits. The current problem credits factor includes the exposure
believed to exist for specifically identified problem loans determined on a
loan-by-loan basis.
11
A table showing the allocation of allowance for loan losses is shown below.
Allocation of Allowance for Loan Losses
(In Thousands)
March 31, December 31,
2004 2003
-------- ------------
Specific Problem Loans $ 2,090 $ 2,262
Loan Type Allocation:
Commercial & Agricultural 776 950
Commercial Real Estate 106 87
Residential Real Estate 101 53
Consumer 194 221
-------- --------
1,177 1,311
Unallocated 812 426
-------- --------
Total Reserve $ 4,079 $ 3,999
======== ========
Ratio of allowance for loan losses to total loans 1.09% 1.08%
Specific problem loans includes the allocation of the allowance for specific
problem credits. Loan volume allocation includes the factor of loan volume
trends, with management's goal for this factor to maintain an adequate loan loss
reserve for outstanding loans less the specifically identified current problem
credits. The allocation of the allowance among the various loan types is based
on the average proportion of the loan types that make up the specific problem
loans. The unallocated portion of the allowance consists of the other factors
included in the analysis because those factors cannot be tied to specific loans
or loan categories. Local economic concerns continue to affect the Bank's
customers. These concerns are reflected in the increase shown in the allocation
of allowance for loan losses. An increase in local unemployment rates since
December 31, 2002, was taken into consideration when determining the increase in
the unallocated portion of the allowance.
The allocation and total for the allowance for loan losses is not to be
interpreted as a single year's exposure for loss nor the loss for any specified
time period.
NONPERFORMING LOANS
It is the policy of the Bank to place a loan in nonaccrual status whenever there
is substantial doubt about the ability of a borrower to pay principal or
interest on any outstanding credit. Management considers such factors as payment
history, the nature and value of collateral securing the loan and the overall
economic situation of the borrower when making a nonaccrual decision. Nonaccrual
loans are closely monitored by management. A non-accruing loan is restored to
current status when the prospects of future contractual payments are no longer
in substantial doubt.
Total nonperforming loans at March 31, 2004 were $2,920,000, a decrease of
$358,000 from December 31, 2003. The following table presents nonperforming and
nonaccrual loan information as of the dates indicated.
Nonperforming Loans
(In Thousands)
March 31, December 31,
2004 2003
--------- -----------
Nonaccrual loans $ 2,856 $ 3,272
Accruing loans past due 90 days or more 64 6
--------- ---------
Total nonperforming loans $ 2,920 $ 3,278
Nonperforming loans as a percent of loans .78% 0.88%
Ratio of the allowance for loan losses to nonperforming loans 139.70% 122.00%
--------- ---------
OTHER INCOME
Other Income
(In Thousands)
Three Months Three Months
Ended Ended
March 31, March 31,
2004 2003
------------ ------------
Trust service fees $ 157 $ 134
Service charges 332 349
Insurance Center commissions 492 410
Loan servicing income 376 205
Income on equity investment 98 86
Gain on sales of mortgage loans 60 421
Other 538 281
-------- --------
Total other income $ 2,053 $ 1,886
======== ========
12
FIRST QUARTER 2004 COMPARED TO FIRST QUARTER 2003:
Other income for the first quarter of 2004 was $2,053,000 compared to $1,886,000
for the first quarter of 2003, an increase of $167,000 or 8.9%. Insurance Center
commissions increased $82,000 due to increased volume. Loan servicing income
increased $171,000 or 83.4% as a result of the increased volume of loans
processed since the first quarter of 2003. Gain on sales of mortgage loans
decreased $361,000 or 85.7%. 2003 had tremendous volume of mortgage loans and
refinancings processed and sold to the FNMA secondary market. As interest rates
have increased in the first quarter of 2004, the bank has seen a decrease in the
number of loan applications. Other miscellaneous income saw an increase of
$257,000 or 91.5% primarily due to the Insurance Center receiving significant
amounts of contingency commission income this quarter due to lower than expected
insurance claims.
OTHER EXPENSES
Other Expenses
(In Thousands)
Three Months Three Months
Ended Ended
March 31, March 31,
2004 2003
------------ ------------
Salaries, commissions, and employee benefits $ 2,217 $ 2,198
Occupancy 438 496
Data processing 264 268
Postage, stationery and supplies 126 156
Advertising 111 60
Outside service fees 238 119
Amortization of intangibles 68 68
Other 267 327
---------- ----------
Total other expenses $ 3,729 $ 3,692
========== ==========
FIRST QUARTER 2004 COMPARED TO FIRST QUARTER 2003:
Other expenses for the first quarter of 2004 were $3,729,000, an increase of
$37,000 over last year's expenses of $3,692,000. Other expenses held fairly
steady as an increase in outside service fees was offset by decreases in
occupancy and other miscellaneous expenses. Outside service fees include a
one-time $115,000 expense to cover the Sarbanes-Oxley internal control
documentation requirements.
INCOME TAXES
The effective tax rate for the three months ended March 31, 2004 was 22.9%
compared to 22.7% for the three months ended March 31, 2003. The increase in
effective tax rates in the period is the result of taxable income increasing at
a greater rate than tax exempt income.
BALANCE SHEET
MARCH 31, 2004 COMPARED TO DECEMBER 31, 2003
The Corporation's total assets increased from $582,000,000 at December 31, 2003
to $584,900,000 at March 31, 2004. Loans increased $1,700,000, while securities
held for investment purposes increased $10,300,000.
Deposits decreased $6,200,000 to $422,100,000 at March 31, 2004 from
$428,300,000 at December 31, 2003. Borrowed funds increased $9,300,000 to
$41,200,000 at March 31, 2004.
LIQUIDITY MANAGEMENT
Liquidity describes the ability of the Corporation to generate adequate amounts
of cash to meet financial obligations that arise out of the ordinary course of
business. Liquidity is primarily needed to meet borrowing and deposit withdrawal
requirements of the customers of the Bank and to fund current and planned
expenditures. The Bank maintains its asset liquidity position internally through
cash and cash equivalents, short term investments, the maturity distribution of
the investment portfolio, loan repayments and income from earning assets. A
substantial portion of the investment portfolio contains readily marketable
securities that could be converted to cash immediately. On the liability side of
the balance sheet, liquidity is affected by the timing of maturing liabilities
and the ability to generate new deposits or borrowings as needed. Other sources
are available through borrowings from the Federal
13
Reserve Bank, the Federal Home Loan Bank and from lines of credit approved at
correspondent banks. Management knows of no trend or event which will have a
material impact on the Bank's ability to maintain liquidity at adequate levels.
CAPITAL RESOURCES AND ADEQUACY
The Corporation's actual capital amounts and ratios at December 31, 2003 and
March 31, 2004 are presented below:
Capital
(Dollars In Thousands, Except Share Data)
March 31, December 31,
2004 2003
-------- -----------
Shareholders' Equity $ 62,871 $ 60,223
Total capital (to risk-weighted assets):
Consolidated 13.4% 13.3%
First National Bank in Manitowoc 13.2% 13.1%
Tier 1 capital (to risk-weighted assets):
Consolidated 12.4% 12.3%
First National Bank in Manitowoc 12.2% 12.0%
Tier I capital (to average assets):
Consolidated 8.7% 8.6%
First National Bank in Manitowoc 8.5% 8.4%
Dividends Per Share-This Quarter 0.055 $ 0.050
Dividends Per Share-Year to Date 0.055 0.210
Earnings Per Share-This Quarter 0.310 0.270
Earnings Per Share-Year to Date 0.310 1.100
Dividend Payout Ratio-This Quarter 17.74% 18.52%
Dividend Payout Ratio-Year to Date 17.74% 19.09%
Total shareholders' equity increased $2,700,000 from $60,200,000 at December 31,
2003 to $62,900,000 at March 31, 2004. Net income for the three month period
ending March 31, 2004 was $2,100,000.
Quantitative measures established by regulation to ensure capital adequacy
require the Bank to maintain minimum amounts and ratios of total and Tier 1
capital to risk-weighted assets, and of Tier 1 capital to average assets.
Management believes, as of March 31,
14
2004 and December 31, 2003, that the Bank meets all capital adequacy
requirements to which it is subject.
As of March 31, 2004, the Bank's and the Corporation's ratio of Tier 1 capital
to risk-weighted assets was 12.2% and 12.4%, respectively. As of March 31, 2004,
the Bank's and the Corporation's ratio of total capital to risk-weighted assets
was 13.2% and 13.4%, respectively. In addition to risk-based capital, banks and
bank holding companies are required to maintain a minimum amount of Tier 1
capital to total assets, referred to as the leverage capital ratio, of at least
4.0%. As of March 31, 2004, the Bank's and the Corporation's leverage capital
ratio was 8.5% and 8.7%, respectively.
As of March 31, 2004 and December 31, 2003, the most recent notification from
the Office of the Comptroller of Currency and the Federal Deposit Insurance
Corporation categorized the Bank as "well capitalized" under the regulatory
framework for prompt corrective action. To be categorized as "well capitalized",
the Bank must maintain minimum total risk-based, Tier 1 risk-based, and Tier 1
leverage ratios of 10%, 6%, and 5%, respectively. There are no conditions or
events since such notifications that management believes would result in a
change in the institution's category.
RECENT ACCOUNTING PRONOUNCEMENTS
In December 2003, the FASB issued SFAS No. 132 (revised 2003), "Employers'
Disclosures about Pensions and Other Postretirement Benefits - an amendment of
FASB Statement No. 87, 88 and 106," which was effective for the fourth quarter
of 2003. This Statement revises employers' disclosures about pension plans and
other postretirement benefit plans and these disclosures are included in Note 14
to the Corporation's December 31, 2003 Consolidated Financial Statements on Form
10-K Annual Report.
On December 11, 2003, the SEC staff announced its intention to release a Staff
Accounting Bulletin that would require all registrants to account for mortgage
loan interest rate lock commitments related to loans held for sale as written
options, effective no later than for commitments entered into after March 31,
2004. The Corporation enters into such commitments with customers in connection
with residential mortgage loan applications; however, the amount of these
commitments is not material to the Corporation's consolidated financial
statements. This guidance, if issued, would require the Corporation to recognize
a liability on its consolidated balance sheet equal to the fair value of the
commitment at the time the loan commitment is issued. As a result, this guidance
would delay the recognition of any revenue related to these commitments until
such time as the loan is sold, however, it would have no effect on the ultimate
amount of revenue or cash flows recognized over time. The Corporation is
currently assessing the impact of this pending guidance on its consolidated
results of operations and financial position, but does not expect the
implementation to have a significant impact on the consolidated financial
statements.
On March 9, 2004, the SEC issued Staff Accounting Bulletin No. 105-Application
of Accounting Principles to Loan Commitments ("SAB 105"). SAB 105 summarizes the
views of the SEC staff regarding the application of generally accepted
accounting principles to loan commitments accounted for as derivative
instruments. The SEC staff believes that in recognizing a loan commitment,
entities should not consider expected future cash flows related to the
associated servicing of the loan until the servicing asset has been
contractually separated from the underlying loan by sale or securitization of
the loan with the servicing retained. The provisions of SAB 105 are applicable
to all loan commitments accounted for as derivatives and entered into subsequent
to March 31, 2004. The adoption of SAB 105 will not have a material impact on
the Corporation's consolidated results of operations or financial position, as
the Corporation's current accounting treatment for such loan commitments is
consistent with the provisions of SAB 105.
FINANCIAL STATEMENT DISCLOSURES
Commitments to sell residential mortgage loans to FNMA and commitments to fund
such loans to individual borrowers represent the Corporation's mortgage
derivatives, the fair value of which is not material at this time. Commitments
outstanding at March 31, 2004 were $16,483,310.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Corporation's management is aware of no material change to the market risk
position from that disclosed as of December 31, 2003 in the Corporation's 2003
Form 10-K Annual Report.
ITEM 4. CONTROLS AND PROCEDURES
The Corporation maintains disclosure controls and procedures that are designed
to ensure that information required to be disclosed in our periodic filings with
the SEC is recorded, processed, summarized, and reported within the time periods
specified in the SEC's rules and forms, and that such information is accumulated
and communicated to our management. The Corporation's senior management, with
the participation of the Corporation's chief executive officer and chief
financial officer, evaluated the effectiveness of the Corporation's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities and Exchange Act of 1934 [the "Act"]) as of March 31, 2004. Based on
this evaluation, the Corporation's chief executive officer and
15
chief financial officer concluded that, as of March 31, 2004, the disclosure
controls and procedures were (1) designed to ensure that material information
relating to the Corporation, including the Bank and the Bank's wholly owned
subsidiaries, is made known to the Corporation's chief executive officer and
chief financial officer by others within those entities, particularly during the
period in which this report was being prepared and (2) effective, in that they
provide reasonable assurance that information required to be disclosed in the
reports that the Corporation files or submits under the Act is recorded,
processed, summarized and reported within the time periods specified in the
SEC's rules and forms.
For the quarter ended March 31, 2004, the Corporation did not make any
significant changes in, nor take any corrective actions regarding, its internal
controls or other factors that could significantly affect these controls
subsequent to the date of their evaluation.
FIRST MANITOWOC BANCORP, INC.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Corporation is involved in various legal actions arising in the normal
course of its business. While the ultimate outcome of these various legal
proceedings cannot be predicted with certainty, it is the opinion of management
and through consultation with legal counsel that the resolution of these legal
actions will not have a material effect on the Corporation's consolidated
financial condition or results of operations.
ITEM 5. OTHER INFORMATION
APRIL 12, 2004
PIA JOINS GARY VINCENT AND ASSOCIATES
Professional Insurance Advantage, Incorporated ("PIA") has joined Gary Vincent &
Associates in Green Bay. The affiliation of the two insurance agencies enhances
Gary Vincent & Associates' offering of a complete line of individual and
commercial insurance services. The additional staff includes two producers and
one administrative assistant. The combined agency will continue to be called
Gary Vincent & Associates. The agency offers group and individual life, health,
dental, vision, disability, long-term care, 401(k) retirement plans, and
investment services in addition to property and casualty insurance.
Gary Vincent and Associates is a full service independent insurance agency
specializing in commercial insurance services and individual
investment/insurance services. The Agency is located at 425 South Adams Street
in downtown Green Bay and employs 13 individuals locally.
MAY 10, 2004
FIRST NATIONAL BANK OPENS NEW OFFICE IN MANITOWOC
First National Bank in Manitowoc ("First National Bank") opened its fourteenth
office on May 10, 2004 at 4712 Expo Drive in Manitowoc, Wisconsin. The office is
located on the corner of Rapids Road and Expo Drive, adjoining the Bank's
subsidiary, The Insurance Center of Manitowoc. The 1,665 square foot addition
features a lobby, teller area, drive through area for three lanes, bookkeeping
area, and ATM machine. Experienced personnel from the Bank's offices in
Manitowoc will staff the new office. Violet Pritzl will be the Branch Manager of
the new facility.
The lobby and drive through at the new bank will be open Monday through Thursday
8:30 am to 5:30 pm, Friday, 8:30 am to 6:00 pm, and Saturday 9:00 am to noon.
The ATM will be available on a 24-hour basis.
First National Bank is an independent community bank with assets of
approximately $580 million. In addition to the new office, First National Bank
has offices in the Wisconsin cities of Manitowoc, St. Nazianz, Newton, Two
Rivers, Mishicot, Francis Creek, Kiel, New Holstein, Plymouth, Bellevue, and
Ashwaubenon. The bank's main office is located on North Eighth Street in
Manitowoc.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
16
a) Exhibits:
Exhibit Number Description of Exhibit
- -------------- -----------------------------------------------------------------------------
(3)(1) Articles of Incorporation of First Manitowoc Bancorp, Inc., incorporated by
reference to Exhibit (3)(1) to Report on Form 10 filed May 5, 1999. Amendment
filed as Exhibit (3)(2) to Form 10-Q filed August 14, 2000.
(3)(2) Amended and Restated Bylaws of First Manitowoc Bancorp, Inc., incorporated by
reference to Exhibit (3)(2) to Report on Form 10-K filed March 18, 2003.
31.1 Certification of Thomas J. Bare pursuant to Rule 13a-14(a) or 15(d)-14(a)
31.2 Certification of Paul H. Wojta pursuant to Rule 13a-14(a) or 15(d)- 14(a)
32.1 Section 1350 Certification of Thomas J. Bare and Paul H. Wojta
b) Reports on Form 8-K:
There were no reports on Form 8-K filed for the quarter ended March 31,
2004.
17
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 hereunto duly authorized.
FIRST MANITOWOC BANCORP, INC.
(Registrant)
Date: May 10, 2004 /s/ Thomas J. Bare
--------------------------------------
Thomas J. Bare
Chief Executive Officer
Date: May 10, 2004 /s/ Paul H. Wojta
--------------------------------------
Paul H. Wojta
Chief Financial Officer
18