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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 June 30, 2003


Commission File Number: 0-22269

GS Financial Corp.
(Exact Name of Registrant as Specified in its Charter)

Louisiana 72-1341014
(State or Other Jurisdiction (IRS Employer ID Number)
of Incorporation or Organization)  



3798 Veterans Blvd.
Metairie, LA 70002
(Address of Principal Executive Offices)


Registrant’s Telephone Number: (504) 457-6220

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.

x Yes No


As of August 14, 2003, there were 1,342,027 shares of the Registrant’s common stock outstanding. The financial statements contained within this Form 10-Q for the three and six months ended June 30, 2003 and 2002 represent the consolidated financial position and results of operations of GS Financial Corp.

 

GS Financial Corp.

Form 10-Q

Quarterly Period Ended June 30, 2003

Table of Contents

Part I - Financial Information
     
Item 1 Financial Statements  
     
  Consolidated Balance Sheets  
  (as of June 30, 2003, Unaudited and December 31, 2002, Audited)

3
     
  Consolidated Statements of Income  
  (For the three and six months ended June 30, 2003 and 2002, Unaudited)

4
     
  Consolidated Statements of Changes in Stockholders’ Equity  
  (For the six months ended June 30, 2003 and 2002, Unaudited)

5
     
  Consolidated Statements of Cash Flows  
  (For the six months ended June 30, 2003 and 2002, Unaudited)

6-7
     
  Notes to Consolidated Financial Statements

7-12
     
Item 2 Management’s Discussion and Analysis of Financial  
  Condition and Results of Operations

12-16
     
Item 3 Quantitative and Qualitative Disclosures about Market Risk

16
Item 4 Controls and Procedures

17
Part II - Other Information

17
     
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

17-22
     

 

GS FINANCIAL CORP.

CONSOLIDATED BALANCE SHEETS

(Dollars in Thousands)

ASSETS

June 30, 2003
 December 31, 2002

(Unaudited)

(Audited)
Cash and Due from Banks

$

1,283

$

1,584
Interest-Bearing Deposits in Other Banks

13,663

9,578
Federal Funds Sold

675

2,190
Investment Securities Available for Sale

100,765

55,091
Loans (Net)

76,796

78,334
Mortgage-Backed Securities

496

569
Collateralized Mortgage Obligations

12,290

53,066
FHLB Stock

5,529

5,461
Accrued Interest Receivable

465

642
Premises and Equipment

2,641

2,668
Other Assets

983

846
Total Assets

$

215,586

$

210,029

LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES
Interest-Bearing Deposits

$

128,008

$

105,907
Non-Interest Bearing Deposits

1,256

1,306
Borrowings

53,602

66,392
Other Liabilities

1,986

2,040
Total Liabilities

184,852

175,645

STOCKHOLDERS’ EQUITY
Common Stock & Additional Paid in Capital

34,249

34,074
Treasury Stock

(31,049)

(27,695)
Accumulated Other Comprehensive Income

1,326

2,028
Unearned ESOP Stock

(943)

(1,083)
Unearned RRP Trust Stock

(1,274)

(1,274)
Retained Earnings

28,425

28,334
Total Stockholders’ Equity

30,734

34,384
Total Liabilities and Stockholders’ Equity

$

215,586

$

210,029

 

 

GS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in Thousands, except per share data)
(Unaudited)

For The Three Months
Ended June 30,

For the Six Months
Ended June 30,

2003

2002

2003

2002
INTEREST INCOME
Loans

$

1,503

$

1,637

$

2,983

$

3,211
Mortgage-Backed Securities

9

12

19

26
Investment Securities

663

405

1,216

872
Collateralized Mortgage Obligations

252

1,021

747

1,971
Other Interest Income

65

60

137

125
Total Interest Income

2,492

3,135

5,102

6,205
INTEREST EXPENSE
Deposits

844

646

1,622

1,276
FHLB Advances

769

1,032

1,599

2,111
Total Interest Expense

1,613

1,678

3,221

3,387
NET INTEREST INCOME BEFORE
PROVISION FOR LOAN LOSSES

879

1,457

1,881

2,818
PROVISION FOR LOAN LOSSES

56

11

56

15
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES

823

1,446

1,825

2,803
NON-INTEREST INCOME
Gain on Investments

249

20

822

20
Other Income

32

17

52

41
Total Non-Interest Income

281

37

874

61
OTHER EXPENSES
Compensation and Benefits

684

660

1,399

1,290
Net Occupancy Expense

113

104

226

213
Other Expenses

329

263

630

493
Total Other Expenses

1,126

1,027

2,255

1,996
INCOME BEFORE TAX (BENEFIT) EXPENSE

(22)

456

444

868
INCOME TAX (BENEFIT) EXPENSE

(28)

98

63

182
NET INCOME

$

6

$

358

$

381

$

686
BASIC EARNINGS PER SHARE

$

.01

$

.25

$

.31

$

.48
DILUTED EARNINGS PER SHARE

$

.01

$

.25

$

.31

$

.48



GS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For The Six Months Ended June 30, 2003, and 2002
(Dollars in Thousands)
(Unaudited)

Unearned

Accumulated

Additional

Unearned

RRP

Other

Total

Common
Stock

Paid in
Capital

Treasury
Stock

ESOP
Stock

Trust
Stock

Retained
Earnings

Comprehensive
Income (Loss)

Stockholders’
Equity
BALANCE AT
DECEMBER 31, 2001

$ 34

$ 33,911

$ (25,179)

$ (1,365)

$ (1,477)

$ 27,639

$ 1,845

$ 35,408
Net Income for Six Months
Ended June 30, 2002

-

-

-

-

-

686

-

686
Other Comprehensive
Income Net of
Applicable Deferred
Income Taxes

-

-

-

-

-

-

(408)

(408)
Purchase of Treasury Stock

-

-

(881)

-

-

-

-

(881)
ESOP Compensation Earned

-

142

-

141

-

-

-

283
Cash Dividends Paid

-

-

-

-

-

(298)

-

(298)
BALANCE AT
June 30, 2002

$ 34

$ 34,053

$ (26,060)

$ (1,224)

$ (1,477)

$ 28,027

$ 2,253

$ 35,606

==

=====

======

=====

=====

======

====

=====
BALANCE AT
DECEMBER 31, 2002

$ 34

$ 34,040

$ (27,695)

$ (1,083)

$ (1,274)

$ 28,334

$ 2,028

$ 34,384
Net Income for Six Months
Ended June 30, 2003

-

-

-

-

-

381

-

381
Other Comprehensive
Loss Net of
Applicable Deferred
Income Taxes

-

-

-

-

-

-

(702)

(702)
Purchase of Treasury Stock

-

-

(3,354)

-

-

-

-

(3,354)
ESOP Compensation Earned

-

175

-

140

-

-

-

315
Cash Dividends Paid

-

-

-

-

-

(290)

-

(290)
BALANCE AT
June 30, 2003

$ 34

$ 34,215

$ (31,049)

$ (943)

$ (1,274)

$ 28,425

$ 1,326

$ 30,734

==

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======

=====

=====

======

====

=====

 

 

GS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)

For The Six Months
Ended June 30,

2003

2002
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income

$

381

$

686
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation

71

82
Discount Accretion Net of Premiums Amortized

(21)

(460)
Provision for Loan Losses

56

15
Gain on Sale of Foreclosed Real Estate

-

(17)
Net Loan Fees

(1)

(2)
Dividend on ARM Fund

(602)

(313)
Dividend on IMF Fund

(7)

(9)
Dividend on UST Fund

(16)

(43)
Non-Cash Dividend - FHLB

(68)

(79)
ESOP Expense

315

235
RRP Expense

74

74
Gain on Sale of Investments

(822)

(20)
Deferred Income Tax Provision

(3)

278
Changes in Operating Assets and Liabilities:
Decrease in Accrued Interest Receivable

177

85
Increase in Prepaid Income Taxes - Current

1

16
Increase in Deferred Charges

(64)

(80)
Increase in Accrued Income Tax

57

-
Increase in Other Liabilities

237

180
Decrease in Accrued Interest Payable

(60)

(43)
Increase in Other Assets

(83)

(19)
Net Cash (Used in) Provided by Operating Activities

(378)

566
CASH FLOWS FROM INVESTING ACTIVITIES
(Investment)/Redemption in Adjustable Rate Mutual Fund $

(40,200)

 $

6,663
(Investment)/Redemption in UST Fund

(5,000)

4,255
Purchase of CMOs

(14,566)

(41,799)
Proceeds from Maturities of CMOs

47,520

26,970
Proceeds from sale of CMOs

7,510

-
Investment in FHLMC Preferred Stock

-

(3,621)
Proceeds from sale of FHLMC Common Stock

254

-
Proceeds from sale of Other Equity Investments

-

299
Proceeds from Maturities of Mortgage-Backed Securities

64

197
Net Loan Repayments/(Originations)

1,483

(2,248)
Purchases of Premises and Equipment

(35)

(42)
Purchase of Land for Future Branch Development

-

(171)
Proceeds from Sales of Foreclosed Real Estate

-

51
Investment in Foreclosed Real Estate

-

(45)
Net Cash Used in Investing Activities

(2,970)

(9,491)

 

GS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Dollars in Thousands)
(Unaudited)

For The Six Months
Ended June 30,

2003

2002
CASH FLOWS FROM FINANCING ACTIVITIES
Net Increase in Deposits

$

22,232

$

12,234
Net Decrease in Unapplied Loan Payments

2

-
Net Decrease in Advance Payments by Borrowers for