REPUBLIC BANCSHARES INC - 10-Q Quarterly Report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended

June 30, 2002

Commission file number 0-27652

REPUBLIC BANCSHARES, INC.
(Exact Name of Registrant As Specified In Its Charter)

FLORIDA	59-3347653
(State of incorporation)	(IRS Employer Identification No.)

111 2nd Avenue N.E., St. Petersburg, FL	33701
(Address of Principal Office)	(Zip Code)
(727) 823-7300
(Registrant’s Telephone Number, Including Area Code)

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 [ ]

At June 30, 2002, 11,378,719 shares of the registrant’s $2.00 par value common stock were outstanding.

TABLE OF CONTENTS


		Consolidated Balance Sheets
		Consolidated Statements of Operations
		Consolidated Statements of Stockholders’ Equity
		Consolidated Statements of Comprehensive Income
		Consolidated Statements of Cash Flows
		Notes to Consolidated Financial Statements
		Selected Quarterly Financial Information
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
		Analysis of Financial Condition
		Analysis of Results of Operations
	Item 3. Interest Rate Risk Management
Part II. OTHER INFORMATION
		Item 1. Legal Proceedings
		Item 6. Exhibits and Report on Form 8-K
SIGNATURES

REPUBLIC BANCSHARES, INC.

INDEX


Part I. FINANCIAL INFORMATION


	Item 1. Financial Statements		Page

		Consolidated Balance Sheets – June 30, 2002 (unaudited) and December 31, 2001	1

		Consolidated Statements of Operations - Three and six month periods ended June 30, 2002 and 2001 (both unaudited)	2

		Consolidated Statements of Stockholders’ Equity-Year ended December 31, 2001 and six months ended June 30, 2002 (unaudited)	3

		Consolidated Statements of Comprehensive Income-Three and six month periods ended June 30, 2002 and 2001 (both unaudited)	3

		Consolidated Statements of Cash Flows - Three and six month periods ended June 30, 2002 and 2001 (both unaudited)	4

		Notes to Consolidated Financial Statements (unaudited)	5

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

		Selected Quarterly Financial and Other Data	14
		Analysis of Financial Condition	17
		Analysis of Results of Operations	19

	Item 3. Interest Rate Risk Management		24

Part II. OTHER INFORMATION

	Item 1. Legal Proceedings		25

	Item 6. Exhibits and Reports on Form 8-K		25

	SIGNATURES		26

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995

Certain statements contained in this Quarterly Report on Form 10-Q (other than the financial statements and statements of historical fact), including, without limitation, statements as to our expectations and beliefs presented under the caption, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” may constitute forward-looking statements. Forward-looking statements are made based upon our expectations and beliefs concerning events, many of which, by their nature, are inherently uncertain and outside of our control. It is possible that our actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these forward-looking statements.

We caution readers that the assumptions which form the basis for forward-looking statements, with respect to or that may impact earnings for the year ending December 31, 2002, and thereafter, include many factors that are beyond our ability to control or estimate precisely. Some factors include: the adequacy of our loan loss allowance; our ability to recover any or all of the claim under our Financial Institution Bond; the market demand and acceptance of our loan and deposit products; the impact of competitive products; and changes in economic conditions, such as inflation or fluctuations in interest rates.

While we periodically reassess material trends and uncertainties affecting our results of operations and financial condition in connection with our preparation of management’s discussion and analysis contained in our quarterly report, we do not intend to review or revise any particular forward-looking statement referenced herein.

REPUBLIC BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS – June 30, 2002 and December 31, 2001
($ in thousands, except share data)

		June 30,			December 31,
		2002			2001

		(unaudited)
ASSETS
Cash and due from banks	$	62,118		$	65,370
Interest bearing deposits with banks		14,138			11,828
Federal funds sold		8,887			14,925

Cash and cash equivalents		85,143			92,123

Securities: (Note 3)
Available for sale securities at fair value		798,328			792,719
Held to maturity securities at amortized cost		15,891			21,470
Trading securities at fair value		7,800			19,877
FHLB stock		15,261			13,168
Loans held for sale		3,760			–

Loans (Note 4)		1,450,401			1,421,011
Allowance for loan losses (Note 5)		(30,617	)		(31,997	)

Net loans		1,419,784			1,389,014

Premises and equipment, net		42,230			42,800
Other real estate owned, net		20,970			16,893
Accrued interest receivable		11,791			12,368
Goodwill		2,726			2,726
Premium on deposits		17,014			18,397
Other assets		36,734			37,789

Total assets	$	2,477,432		$	2,459,344


LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Deposits-
Noninterest bearing checking	$	154,008		$	152,972
Interest checking		194,900			186,817
Money market		387,693			394,278
Savings		179,830			189,557
Time deposits		1,142,469			1,206,720

Total deposits		2,058,900			2,130,344
Securities sold under agreements to repurchase		36,486			34,169
FHLB advances		132,246			52,251
Convertible subordinated debt		29,309			29,287
Other liabilities		12,712			12,506

Total liabilities		2,269,653			2,258,557


Company-obligated mandatorily redeemable preferred
securities of subsidiary trust solely holding junior
subordinated debentures of the Company		28,750			28,750

Stockholders’ equity:
Common stock ($2.00 par, 20,000,000 shares authorized, 11,378,719 and 11,335,339 shares issued and outstanding at June 30, 2002 and December 31, 2001, respectively.)		22,757			22,671
Capital surplus		129,556			129,056
Retained earnings		20,288			17,639
Net unrealized gain on available for sale securities, net of tax effect		6,428			2,671

Total stockholders’ equity		179,029			172,037

Total liabilities and stockholders’ equity	$	2,477,432		$	2,459,344

The accompanying notes are an integral part of these consolidated balance sheets

REPUBLIC BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
($ in thousands, except share data; unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,

		2002			2001			2002			2001

Interest income:
Loans	$	25,446		$	32,015		$	51,083		$	67,590
Securities		10,718			7,757			21,833			14,108
Federal funds sold & other investments		274			1,770			574			5,201

Total interest income		36,438			41,542			73,490			86,899

Interest expense:
Deposits		15,163			24,223			32,264			50,407
Securities sold under agreement to repurchase		123			358			251			823
FHLB advances		777			13			1,196			26
Holding company debt		536			616			1,072			1,147

Total interest expense		16,599			25,210			34,783			52,403

Net interest income		19,839			16,332			38,707			34,496
Provision for loan losses		2,000			2,750			3,100			4,550

Net interest income after provision for loan losses		17,839			13,582			35,607			29,946

Noninterest income:
Service charges on deposit accounts		1,569			1,979			3,174			3,997
Loan service fees, net		24			627			(37	)		1,983
Other loan fee income		754			1,133			1,322			2,163
Gains on loans & securities, net		440			1,575			957			2,680
Gain on sale of branches		–			4,483			–			4,483
Other operating income		508			324			1,146			680

Total noninterest income		3,295			10,121			6,562			15,986

Noninterest expense:
Salaries and employee benefits		9,618			9,625			19,583			19,446
Net occupancy expense		3,231			3,218			6,313			6,593
Advertising and marketing		280			954			469			1,179
Data & item processing fees and services		1,491			1,868			3,104			3,649
Loan collection costs		644			529			914			1,010
Other operating expenses		2,685			2,946			5,275			5,376
ORE expense, net		(429	)		212			(490	)		380
Amortization of goodwill		–			119			–			239
Amortization of premium on deposits		692			743			1,384			1,588

Total noninterest expense		18,212			20,214			36,552			39,460
Income before income taxes & minority interest		2,922			3,489			5,617			6,472
Income tax expense		(1,098	)		(1,377	)		(2,126	)		(2,302	)

Income before minority interest		1,824			2,112			3,491			4,170
Minority interest in income from subsidiary trust, net of tax		(421	)		(421	)		(842	)		(842	)

Net income	$	1,403		$	1,691		$	2,649		$	3,328

Per share data:
Basic net income per common share	$	0.13		$	0.15		$	0.24		$	0.30

Diluted net income per common & common equivalent share	$	0.13		$	0.15		$	0.24		$	0.29


Weighted average common shares outstanding-basic		11,368,532			10,589,284			11,352,825			10,573,055

Weighted average common & common equivalent shares outstanding - diluted		13,278,763			11,349,785			12,390,368			11,337,021