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SECURITIES AND EXCHANGE COMMISSION |
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WASHINGTON, D.C. 20549 |
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FORM 10-Q |
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(Mark one ) |
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[X] |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 30, 2003 |
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OR |
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[ ] |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from ____________ to _____________ |
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Commission file number 33-27312 |
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LAKELAND BANCORP, INC. |
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(Exact name of registrant as specified in its charter) |
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New Jersey 22-2953275 |
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(State or other jurisdiction of (I.R.S. Employer |
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incorporation or organization) Identification No.) |
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250 Oak Ridge Road, Oak Ridge, New Jersey 07438 |
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(Address of principal executive offices) (Zip Code) |
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(973) 697-2000 |
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(Former name, former address and former fiscal year, if changed since last report.) |
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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. |
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Yes [X] No [ ] |
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APPLICABLE ONLY TO CORPORATE ISSUERS: |
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Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. |
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As of June 30, 2003 there were 14,202,526 outstanding shares of Common Stock, no par value. |
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LAKELAND
BANCORP, INC.
Form 10-Q Index
| PAGE | ||
| Part I Financial Information | ||
| Item 1. | Financial Statements: | |
| Consolidated Balance Sheets - June 30, 2003 (unaudited) and December 31, 2002 |
1 |
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| Consolidated Income Statements -
Unaudited Three Months Ended June 30, 2003 and 2002 and unaudited Six Months Ended June 30, 2003 and 2002 |
2 |
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| Consolidated Statements of Changes in
Stockholders' Equity - Six months ended June 30, 2003 (unaudited) and 12 months ended December 31, 2002 |
3 |
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| Consolidated Statements of Cash Flows -
Unaudited Six Months Ended June 30, 2003 and 2002 |
4 |
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| Notes to Consolidated Financial Statements (unaudited) |
5 |
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| Item 2. | Management's Discussion and Analysis of
Financial Condition and Results of Operations |
10 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
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 |
| The Securities and Exchange Commission maintains a web site which contains reports, proxy and information statements and other information relating to registrants that file electronically at the address: http:/ / www.sec.gov. |
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Lakeland Bancorp, Inc. and Subsidiaries |
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CONSOLIDATED BALANCE SHEETS |
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June 30, 2003 |
December 31 , |
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ASSETS |
(unaudited) |
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2002 |
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(dollars in thousands) |
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Cash and due from banks |
$48,541 |
$32,775 |
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Federal funds sold and interest-bearing deposits due from banks |
24,166 |
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2,690 |
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Total cash and cash equivalents |
72,707 |
35,465 |
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Investment securities available for sale |
420,871 |
361,760 |
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Investment securities held to maturity; fair value of $52,393 |
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in 2003 and $48,436 in 2002 |
50,255 |
46,083 |
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Loans |
736,794 |
718,676 |
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Plus: deferred costs |
146 |
982 |
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Less: allowance for loan and lease losses |
18,704 |
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17,940 |
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Net loans |
718,236 |
701,718 |
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Premises and equipment - net |
25,014 |
25,167 |
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Accrued interest receivable |
5,272 |
5,495 |
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Other assets |
39,238 |
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31,417 |
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TOTAL ASSETS |
$1,331,593 |
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$1,207,105 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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LIABILITIES: |
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Deposits: |
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Non-interest bearing |
$236,334 |
$214,110 |
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Savings and interest bearing transaction accounts |
665,253 |
593,637 |
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Time deposits under $100 thousand |
182,805 |
179,423 |
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Time deposits $100 thousand and over |
63,573 |
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71,922 |
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Total deposits |
1,147,965 |
1,059,092 |
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Federal funds purchased and securities sold |
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under agreements to repurchase |
19,539 |
19,974 |
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Long-term debt |
31,000 |
31,000 |
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Other liabilities |
7,400 |
6,272 |
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Guaranteed preferred beneficial interests in Company’s |
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subordinated debentures |
30,000 |
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---- |
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TOTAL LIABILITIES |
1,235,904 |
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1,116,338 |
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Commitments and contingencies |
---- |
---- |
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Stockholders’ equity: |
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Common stock, no par value; authorized shares, 40,000,000; |
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issued shares, 14,671,097 at June 30, 2003 and |
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December 31, 2002; outstanding shares, 14,202,526 at |
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June 30, 2003 and 14,227,079 at December 31, 2002 |
101,505 |
101,664 |
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Accumulated Deficit |
(4,848) |
(9,436) |
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Treasury stock, at cost, 468,571 at June 30, 2003 and |
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444,018 at December 31, 2002 |
(6,528) |
(5,881) |
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Accumulated other comprehensive income |
5,560 |
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4,420 |
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TOTAL STOCKHOLDERS' EQUITY |
95,689 |
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90,767 |
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
$1,331,593 |
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$1,207,105 |
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See accompanying notes to consolidated financial statements |
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Lakeland Bancorp, Inc. and Subsidiaries |
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CONSOLIDATED INCOME STATEMENTS |
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For the three months ended |
For the six months ended |
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June 30, |
June 30, |
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2003 |
2002 |
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2003 |
2002 |
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(unaudited) |
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(unaudited) |
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(In thousands, except per share data) |
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INTEREST INCOME |
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Loans and fees |
$11,725 |
$11,629 |
$23,578 |
$22,586 |
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Federal funds sold |
58 |
57 |
126 |
144 |
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Taxable investment securities |
3,507 |
4,124 |
7,139 |
8,104 |
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Tax exempt investment securities |
712 |
566 |
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1,370 |
1,126 |
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TOTAL INTEREST INCOME |
16,002 |
16,376 |
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32,213 |
31,960 |
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INTEREST EXPENSE |
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Deposits |
$3,030 |
$3,810 |
6,466 |
7,761 |
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Short-term borrowings |
47 |
70 |
110 |
145 |
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Long-term debt |
470 |
408 |
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872 |
771 |
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TOTAL INTEREST EXPENSE |
3,547 |
4,288 |
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7,448 |
8,677 |
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NET INTEREST INCOME |
12,455 |
12,088 |
24,765 |
23,283 |
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Provision for loan and lease losses |
750 |
750 |
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1,500 |
1,500 |
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NET INTEREST INCOME AFTER PROVISION FOR |
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| LOAN AND LEASE LOSSES |
11,705 |
11,338 |
23,265 |
21,783 |
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NONINTEREST INCOME |
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Service charges on deposit accounts |
1,706 |
1,471 |
3,217 |
2,884 |
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Commissions and fees |
717 |
537 |
1,256 |
993 |
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Gains (losses) on the sales of securities |
487 |
(11) |
752 |
63 |
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Other income |
287 |
300 |
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551 |
582 |
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TOTAL NONINTEREST INCOME |
3,197 |
2,297 |
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5,776 |
4,522 |
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NONINTEREST EXPENSE |
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Salaries and employee benefits |
5,051 |
4,714 |
10,010 |
9,368 |
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Net occupancy expense |
851 |
864 |
1,776 |
1,653 |
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Furniture and equipment |
761 |
790 |
1,575 |
1,485 |
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Stationery, supplies and postage |
336 |
336 |
666 |
645 |
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Other expenses |
2,389 |
1,753 |
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4,328 |
3,280 |
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TOTAL NONINTEREST EXPENSE |
,388 |
8,457 |
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18,355 |
16,431 |
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Income before provision for income taxes |
5,514 |
5,178 |
10,686 |
9,874 |
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Provision for income taxes |
1,768 |
1,667 |
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3,397 |
3,122 |
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NET INCOME |
$3,746 |
$3,511 |
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$7,289 |
$6,752 |
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EARNINGS PER COMMON SHARE |
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Basic |
$0.26 |
$0.24 |
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$0.51 |
$0.47 |
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Diluted |
$0.26 |
$0.24 |
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$0.51 |
$0.46 |
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME |
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For the three months ended |
For the six months ended |
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June 30, |
June 30, |
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2003 |
2002 |
2003 |
2002 |
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(unaudited) |
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(unaudited) |
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(in thousands) |
(in thousands) |
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NET INCOME |
$3,746 |
$3,511 |
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$7,289 |
$6,752 |
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OTHER COMPREHENSIVE INCOME NET OF TAX: |
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Unrealized securities gains arising during period |
1,296 |
3,305 |
1,651 |
2,745 |
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Less: reclassification for gains (losses) included in Net Income |
333 |
(7) |
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511 |
42 |
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Other: Comprehensive Income |
963 |
3,312 |
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1,140 |
2,703 |
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TOTAL COMPREHENSIVE INCOME |
$4,709 |
$6,823 |
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$8,429 |
$9,455 |
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See accompanying notes to consolidated financial statements |
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Lakeland Bancorp, Inc. and Subsidiaries |
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CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY |
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Common stock |
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Number of |
Amount |
Accumulated |
Treasury |
Accumulated |
Total |
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(dollars in thousands) |
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BALANCE DECEMBER 31, 2001 |
13,972,473 |
$88,273 |
$(931) |
$(3,175) |
$1,400 |
$85,567 |
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Net Income 2002 |
--- |
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10,077 |
--- |
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10,077 |
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Other comprehensive income, |
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net of tax |
--- |
--- |
--- |
--- |
3,020 |
3,020 |
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Exercise of stock options |
--- |
(126) |
--- |
466 |
--- |
340 |
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Stock dividends |
698,624 |
13,517 |
(13,517) |
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--- |
--- |
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Cash dividend |
--- |
--- |
(5,065) |
--- |
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(5,065) |
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Purchase of treasury stock |
--- |
--- |
--- |
(3,172) |
--- |
(3,172) |
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BALANCE DECEMBER 31, 2002 |
14,671,097 |
101,664 |
(9,436) |
(5,881) |
4,420 |
90,767 |
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Net Income, first six months 2003 |
--- |
--- |
7,289 |
--- |
--- |
7,289 |
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Other comprehensive income, |
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net of tax |
--- |
--- |
--- |
--- |
1,140 |
1,140 |
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Exercise of stock options |
--- |
(159) |
--- |
491 |
--- |
332 |
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Cash dividend |
--- |
--- |
(2,701) |
--- |
--- |
(2,701) |
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Purchase of treasury stock |
--- |
--- |
--- |
(1,138) |
--- |
(1,138) |
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BALANCE JUNE 30, 2003 |
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(unaudited) |
14,671,097 |
$101,505 |
$(4,848) |
$(6,528) |
$5,560 |
$95,689 |
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See accompanying notes to consolidated financial statements |
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Lakeland Bancorp, Inc. and Subsidiaries |
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CONSOLIDATED STATEMENTS OF CASH FLOWS-(UNAUDITED) |
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For the six months ended |
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June 30, |
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2003 |
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2002 |
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CASH FLOWS FROM OPERATING ACTIVITIES |
(in thousands) |
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Net income |
$7,289 |
$6,752 |
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Adjustments to reconcile net income to net cash |
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provided by operating activities: |
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Net amortization of premiums, discounts and deferred |
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loan fees and costs |
2,715 |
237 |
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Depreciation and amortization |
1,269 |
1,257 |
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Provision for loan and lease losses |
1,500 |
1,500 |
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Gain on sales and calls of securities |
(752) |
(63) |
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Gain on disposition of premises and equipment |
(9) |
(55) |
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Provision for income taxes |
3,397 |
3,122 |
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Increase in other assets |
(2,274) |
(4,006) |
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Decrease in other liabilities |
(2,891) |
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(982) |
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NET CASH PROVIDED BY OPERATING ACTIVITIES |
10,244 |
7,762 |
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CASH FLOWS FROM INVESTING ACTIVITIES |
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Proceeds from repayments on and maturity of securities: |
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Available for sale |
96,582 |
44,668 |
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Held for maturity |
8,628 |
17,539 |
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Proceeds from sales of securities available for sale |
35,269 |
15,786 |
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Purchase of securities: |
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Available for sale |
(190,263) |
(81,098) |
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Held for maturity |
(12,864) |
--- |
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Net increase in loans |
(18,854) |
(74,803) |
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Purchase of Bank Owned Life Insurance |
(5,000) |
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