UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
OR
o 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 0-19368
COMMUNITY FIRST BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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46-0391436 |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification No.) |
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incorporation or organization) |
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520 Main Avenue |
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Fargo, ND |
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58124 |
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(Address of principal executive offices) |
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(Zip Code) |
(701) 298-5600
(Registrant’s telephone number, including area code)
Indicated 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 ý NO o
At August 8, 2002, 39,527,312 shares of Common Stock were outstanding.
COMMUNITY FIRST BANKSHARES, INC.
FORM 10-Q
QUARTER ENDED JUNE 30, 2002
INDEX
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PART I - FINANCIAL INFORMATION: |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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PART II - OTHER INFORMATION: |
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2
COMMUNITY FIRST BANKSHARES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
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(Dollars in thousands, except per share data) |
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June 30, |
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December 31, |
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(Unaudited) |
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2002 |
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2001 |
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ASSETS |
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Cash and due from banks |
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$ |
220,914 |
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$ |
248,260 |
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Federal funds sold and securities purchased under agreements to resell |
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1,750 |
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— |
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Interest-bearing deposits |
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1,850 |
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341 |
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Available-for-sale securities |
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1,391,944 |
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1,437,066 |
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Held-to-maturity
securities |
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78,403 |
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76,765 |
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Loans |
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3,652,749 |
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3,736,692 |
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Less: Allowance for loan losses |
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(55,552 |
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(54,991 |
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Net loans |
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3,597,197 |
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3,681,701 |
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Bank premises and equipment, net |
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126,811 |
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125,947 |
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Accrued interest receivable |
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35,804 |
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39,491 |
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Goodwill |
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62,903 |
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62,903 |
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Other intangible assets |
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33,626 |
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34,554 |
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Other assets |
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52,753 |
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65,298 |
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Total assets |
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$ |
5,603,955 |
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$ |
5,772,326 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Deposits: |
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Noninterest-bearing |
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$ |
399,769 |
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$ |
487,864 |
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Interest-bearing: |
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Savings and NOW accounts |
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2,353,191 |
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2,367,255 |
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Time accounts over $100,000 |
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668,421 |
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692,315 |
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Other time accounts |
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1,106,089 |
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1,203,379 |
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Total deposits |
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4,527,470 |
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4,750,813 |
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Federal funds purchased and securities sold under agreements to repurchase |
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353,288 |
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318,859 |
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Other short-term borrowings |
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52,932 |
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23,780 |
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Long-term debt |
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132,847 |
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136,841 |
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Accrued interest payable |
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20,014 |
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29,966 |
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Other liabilities |
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27,219 |
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35,362 |
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Total liabilities |
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5,113,770 |
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5,295,621 |
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Company-obligated mandatorily redeemable preferred securities of CFB Capital I, II, & III |
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120,000 |
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120,000 |
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Shareholders’ equity: |
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Common stock, par value $.01 per share: |
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Authorized Shares — 80,000,000 |
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Issued Shares — 51,021,896 |
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510 |
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510 |
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Capital surplus |
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192,550 |
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193,103 |
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Retained earnings |
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370,938 |
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348,101 |
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Unrealized gain on available-for-sale securities, net of tax |
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14,477 |
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3,847 |
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Less cost of
common stock in treasury - June 30, 2002 — 11,436,861 shares |
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(208,290 |
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(188,856 |
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Total shareholders’ equity |
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370,185 |
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356,705 |
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Total liabilities and shareholders’ equity |
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$ |
5,603,955 |
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$ |
5,772,326 |
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See accompanying notes. |
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3
COMMUNITY FIRST BANKSHARES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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For the Three Months Ended |
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For the Six Months Ended |
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(Dollars in thousands, except per share data) |
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June 30, |
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June 30, |
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(Unaudited) |
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2002 |
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2001 |
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2002 |
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2001 |
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Interest income: |
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Loans |
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$ |
69,721 |
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$ |
86,529 |
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$ |
140,480 |
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$ |
174,050 |
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Investment securities |
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20,942 |
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25,251 |
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41,899 |
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52,807 |
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Interest-bearing deposits |
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9 |
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77 |
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18 |
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139 |
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Federal funds sold and resale agreements |
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12 |
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18 |
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27 |
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54 |
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Total interest income |
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90,684 |
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111,875 |
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182,424 |
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227,050 |
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Interest expense: |
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Deposits |
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18,590 |
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37,076 |
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40,158 |
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79,407 |
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Short-term and other borrowings |
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1,812 |
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4,420 |
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3,407 |
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9,984 |
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Long-term debt |
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