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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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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 transition period from            to            

 

Commission File Number 0 -17609

 

 

WEST SUBURBAN BANCORP, INC.

 

(Exact name of Registrant as specified in its charter)

 

 

Illinois

 

36-3452469

 

 

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification Number)

 

 

 

 

 

 

 

711 South Meyers Road, Lombard, Illinois

 

60148

 

 

(Address of principal executive offices)

 

(Zip Code)

 

 

 

 

Registrant’s telephone number, including area code:

(630) 629-4200

 

 

 

 

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  ý  No  o.

 

Indicate the number of shares outstanding of each of the Issuer’s class of common stock as of the latest practicable date.

 

15,000,000 shares of Common Stock, no par value, were authorized and 432,495 shares of Common Stock were issued and outstanding as of August 1, 2002.

 

 



WEST SUBURBAN BANCORP, INC.

 

Form 10-Q Quarterly Report

 

Table of Contents

 

PART I

 

 

Item 1.

Financial Statements

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

 

 

PART II

 

 

Item 1.

Legal Proceedings

Item 2.

Changes in Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

Submission of Matters to a Vote of Security Holders

Item 5.

Other Information

Item 6.

Exhibits and Reports on Form 8-K

 

 

Form 10-Q Signature Page

 

Special Note Concerning Forward-Looking Statements

 

This document (including information incorporated by reference) contains, and future oral and written statements of the Company and its management may contain, forward-looking statements within the meaning of such term in the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of West Suburban Bancorp, Inc. (“West Suburban”) and West Suburban Bank (the “Bank” and collectively with West Suburban and its other subsidiaries, the “Company”). Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “should” or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.

 

The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations and future prospects of the Company and its subsidiaries include, but are not limited to, the following:

 

                                          The strength of the United States economy in general and the strength of the local economies in which the Company conducts its operations which may be less favorable than expected and may result in, among other things, a deterioration in the credit quality and value of the Company’s assets.

 

                                          The economic impact of the terrorist attacks that occurred on September 11th, as well as any future threats and attacks and the response of the United States to any such threats and attacks.

 

                                          The effects of, and changes in, federal, state and local laws, regulations and policies affecting banking, securities, insurance and monetary and financial matters.

 

                                          The effects of changes in interest rates (including the effects of changes in the rate of prepayments of the

 



 

Company’s assets) and the policies of the Board of Governors of the Federal Reserve System.

 

                                          The ability of the Company to compete with other financial institutions as effectively as the Company currently intends due to increases in competitive pressures in the financial services sector.

 

                                          The inability of the Company to obtain new customers and to retain existing customers.

 

                                          The timely development and acceptance of products and services, including products and services offered through alternative delivery channels such as the Internet.

 

                                          Technological changes implemented by the Company and by other parties, including third party vendors, which may be more difficult or more expensive than anticipated or which may have unforeseen consequences to the Company and its customers.

 

                                          The ability of the Company to develop and maintain secure and reliable electronic systems.

 

                                          The ability of the Company to retain key executives and employees and the difficulty that the Company may experience in replacing key executives and employees in an effective manner.

 

                                          Consumer spending and saving habits which may change in a manner that affects the Company’s business adversely.

 

                                          Business combinations and the integration of acquired businesses which may be more difficult or expensive than expected.

 

                                          The costs, effects and outcomes of existing or future litigation.

 

                                          Changes in accounting policies and practices, as may be adopted by state and federal regulatory agencies and the Financial Accounting Standards Board.

 

                                          The ability of the Company to manage the risks associated with the foregoing as well as anticipated.

 

These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Additional information concerning the Company and its business, including other factors that could materially affect the Company’s financial results, is included in the Company’s other filings with the Securities and Exchange Commission.

 



 

PART I

 

ITEM 1.      FINANCIAL STATEMENTS

 

WEST SUBURBAN BANCORP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

(UNAUDITED)

 

 

 

June 30,
2002

 

December 31,
2001

 

Assets

 

 

 

 

 

Cash and due from banks

 

$

56,019

 

$

32,870

 

Federal funds sold

 

28,172

 

14,206

 

Total cash and cash equivalents

 

84,191

 

47,076

 

Securities

 

 

 

 

 

Available for sale (amortized cost of $200,503 in 2002 and $147,181 in 2001)

 

202,562

 

147,847

 

Held to maturity (fair value of $98,168 in 2002 and $121,364 in 2001)

 

97,315

 

120,968

 

Total securities

 

299,877

 

268,815

 

Loans, less allowance for loan losses of $12,408 in 2002 and $12,262 in 2001

 

1,107,627

 

1,093,376

 

Premises and equipment, net

 

44,792

 

43,877

 

Other real estate

 

1,989

 

1,410

 

Accrued interest and other assets

 

17,005

 

19,005

 

Total assets

 

$

1,555,481

 

$

1,473,559

 

 

 

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

Deposits

 

 

 

 

 

Noninterest-bearing demand

 

$

152,051

 

$

148,044

 

Interest-bearing

 

1,240,878

 

1,161,676

 

Total deposits

 

1,392,929

 

1,309,720

 

Accrued interest and other liabilities

 

13,573

 

18,824

 

Total liabilities

 

1,406,502

 

1,328,544

 

 

 

 

 

 

 

Common stock in ESOP subject to contingent repurchase obligation

 

41,517

 

40,645

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Common stock, no par value; 15,000,000 shares authorized; 432,495 shares issued and outstanding

 

3,457

 

3,457

 

Surplus

 

38,066

 

38,066

 

Retained earnings

 

106,214

 

103,091

 

Accumulated other comprehensive income

 

1,242

 

401

 

Amount reclassified on ESOP shares

 

(41,517

)

(40,645

)

Total shareholders’ equity

 

107,462

 

104,370

 

Total liabilities and shareholders’ equity

 

$

1,555,481

 

$

1,473,559

 

 

See accompanying notes to condensed consolidated financial statements.

 



 

WEST SUBURBAN BANCORP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001

(Dollars in thousands, except per share data)

(UNAUDITED)

 

 

 

2002

 

2001

 

Interest income

 

 

 

 

 

Loans, including fees

 

$

35,307

 

$

43,704

 

Securities

 

 

 

 

 

Taxable

 

6,913

 

7,179

 

Exempt from federal income tax

 

621

 

670

 

Federal funds sold

 

190

 

512

 

Commercial paper

 

 

100

 

Total interest income

 

43,031

 

52,165

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

Deposits

 

13,944

 

22,622

 

Other

 

70

 

90

 

Total interest expense

 

14,014

 

22,712

 

Net interest income

 

29,017

 

29,453

 

Provision for loan losses

 

2,150

 

750

 

Net interest income after provision for loan losses

 

26,867

 

28,703

 

 

 

 

 

 

 

Noninterest income

 

 

 

 

 

Service fees on deposit accounts

 

2,225

 

1,828