UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

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

 

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Commission File Number 0-24649

 

REPUBLIC BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

Registrant’s telephone number, including area code: (502) 584-3600

 

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 and 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.

 

ý   Yes   o No

 

The number of shares outstanding of the issuer’s class of common stock as of the latest practicable date: 14,827,610 shares of Class A Common Stock and 1,983,257 shares of Class B Common Stock as of August 5, 2002.

 

The Exhibit index is on page 34.  This filing contains 38 pages (including this facing sheet).

 

 

REPUBLIC BANCORP, INC.

FORM 10-Q

 

TABLE OF CONTENTS

 

PART I - FINANCIAL INFORMATION
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 - OTHER INFORMATION
Item 2.	Changes in Securities
Item 4.	Submission of Matters to a Vote of Security Holders
Item 6.	Exhibits and Reports on Form 8-K
	Signatures

 

2

 

REPORT OF INDEPENDENT ACCOUNTANTS

 

Board of Directors and Stockholders

Republic Bancorp, Inc.

Louisville, Kentucky

 

We have reviewed the consolidated balance sheet of Republic Bancorp, Inc. as of June 30, 2002, the related consolidated statements of income and comprehensive income for the quarters and six months ended June 30, 2002 and 2001, the consolidated statements of cash flows for the six months ended June 30, 2002 and 2001, and the consolidated statement of changes in stockholders’ equity for the six months ended June 30, 2002.  These financial statements are the responsibility of the Company’s management.

 

We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants.  A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters.  It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole.  Accordingly, we do not express such an opinion.

 

Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

 

 

	Crowe, Chizek and Company LLP
Louisville, Kentucky
August 6, 2002

 

3

 

PART I

 

ITEM 1

 

REPUBLIC BANCORP, INC.

CONSOLIDATED BALANCE SHEETS (UNAUDITED) (dollars in thousands)

 

		June 30 2002			December 31 2001
ASSETS:
Cash and due from banks		$	46,475		$	35,569
Securities available for sale		284,896			211,599
Securities to be held to maturity		53,707			82,346
Mortgage loans held for sale		16,357			35,492
Loans, less allowance for loan losses of $9,165 (2002) and $8,607 (2001)		1,155,173			1,176,094
Federal Home Loan Bank stock		17,897			17,375
Premises and equipment, net		21,171			19,590
Other assets and accrued interest receivable		13,598			12,766
TOTAL		$	1,609,274		$	1,590,831
LIABILITIES:
Deposits:
Non-interest bearing		$	152,354		$	129,552
Interest bearing		822,982			736,806
Securities sold under agreements to repurchase		166,695			282,023
Other borrowed funds		308,207			296,950
Guaranteed preferred beneficial interests in Republic’s subordinated debentures					5,852
Other liabilities and accrued interest payable		16,150			14,533
Total liabilities		1,466,388			1,465,716
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
Preferred stock, no par value
Class A and Class B Common stock, no par value		4,114			3,953
Additional paid-in capital		38,989			33,017
Retained earnings		100,772			90,873
Unearned shares in Employee Stock Ownership Plan		(2,837		)	(3,005		)
Accumulated other comprehensive income		1,848			277
Total stockholders’ equity		142,886			125,115
TOTAL		$	1,609,274		$	1,590,831

 

See notes to consolidated financial statements.

 

4

 

REPUBLIC BANCORP, INC.

 

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED)

( in thousands, except per share data)

 

		Three Months Ended June 30						Six Months Ended June 30
		2002			2001			2002			2001
INTEREST INCOME:
Loans, including fees		$	21,821		$	25,321		$	47,648		$	54,013
Securities
Taxable		3,349			3,313			6,344			7,017
Non-taxable		3			3			5			6
Other		454			594			959			1,133
Total interest income		25,627			29,231			54,956			62,169
INTEREST EXPENSE:
Deposits		5,844			8,729			11,539			18,368
Securities sold under agreements to repurchase		852			2,310			1,830			5,471
Other borrowed funds		3,966			4,186			8,012			8,048
Total interest expense		10,662			15,225			21,381			31,887
NET INTEREST INCOME		14,965			14,006			33,575			30,282
PROVISION FOR LOAN LOSSES